Exhibit 77(c)

               SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

A Special Meeting of Shareholders of the Portfolios was held on July 24, 2001

     To approve a new Sub-Advisory  Agreement,  with respect to the Pilgrim
     VP  Research  Enhanced  Index  Portfolio   ("Research  Enhanced  Index
     Portfolio"),  between ING Pilgrim Investments, LLC, the Adviser of the
     Portfolio,  and Aeltus Investment  Management,  Inc. (For:  4,781,317,
     Against: 98,930).