Exhibit 77(d)

               POLICIES WITH RESPECT TO SECURITY INVESTMENTS

(1)  Research  Enhanced  Index  Portfolio  (for  purposes of this  section,  the
Research Enhanced Index Portfolio will be referred to as the "Portfolio")

Effective  August 1, 2001, the investment  strategies of the Portfolio  changed.
The following describes the current investment strategies of the Portfolio:

     [The  Portfolio]  invests at least 80% of its net assets in stocks included
     in the Standard & Poor's Composite Stock Price Index (S&P 500 Index).

     [...]

     In managing the Portfolio,  the portfolio  managers  attempt to achieve the
     [Portfolio's] investment objective by overweighting those stocks in the S&P
     500 Index that the portfolio  managers  believe will  outperform the index,
     and underweighting (or avoiding altogether) those stocks that the portfolio
     managers  believe  will   underperform  the  index.  In  determining  stock
     weightings,  the portfolio managers use internally  developed  quantitative
     computer models to evaluate various criteria such as the financial strength
     of each company and its potential for strong, sustained earnings growth. At
     any one time,  the portfolio  managers  generally  include in the Portfolio
     approximately 400 of the stocks included in the S&P 500 Index. Although the
     Portfolio will not hold all the stocks in the S&P 500 Index,  the portfolio
     managers  expect  that  there  will  be a  close  correlation  between  the
     performance  of the  Portfolio and that of the S&P 500 Index in both rising
     and  falling   markets,   as  the   Portfolio  is  designed  to  have  risk
     characteristics (e.g.  price-to-earnings ratio, dividend yield, volatility)
     which approximate those of the S&P 500 Index. The Portfolio may also invest
     in certain higher-risk investments, including derivatives (generally, these
     investments will be limited to S&P 500 Index options and futures on the S&P
     500 Index).

On May 9, 2001, the Board of Trustees of the Registrant approved the revision of
the  non-fundamental  investment  strategies  of the  Portfolio  to  permit  the
Portfolio to engage in stock index futures transactions.

(2) Pilgrim VP MagnaCap  Portfolio  (for purposes of this section,  the MagnaCap
Portfolio will be referred to as the "Portfolio")

Effective October 1, 2001, the investment  strategies of the Portfolio  changed.
The following describes the investment strategies of the Portfolio

     The Portfolio is managed with the  philosophy  that companies that can best
     meet  the  Portfolio's  objectives  are  established  companies  that  meet
     disciplined  valuation  criteria  and have the  financial  ability  to have
     increased  their  dividends  over  the last  decade.  Under  normal  market
     conditions, the Portfolio invests at least 65% of its assets in stocks that
     meet the following criteria:

     ATTRACTIVE VALUATION CHARACTERISTICS: Companies with market capitalizations
     above  $2  billion  are  screened  for  relatively   attractive   valuation
     characteristics.  Multiple valuation measures may be considered  including:
     price to earnings  ratios;  price to book value ratios;  price to cash flow
     ratios;  price to sales ratios;  and  enterprise  value to earnings  before
     interest,  taxes,  depreciation and amortization.  Companies selling at low
     valuations compared to their expected growth rates will also be considered.

     DIVIDENDS: A company must have increased its dividends or had the financial
     capability to have increased its dividends over the past 10 years.

     BALANCE  SHEET  STRENGTH:  A company's  long term debt is rated  investment
     grade by at least one nationally recognized rating agency.

     Candidates  for investment are also analyzed for some catalyst or vector of
     change that may spark an increase in share price.

     The equity  securities  in which the Portfolio  may invest  include  common
     stocks,  convertible  securities,  and rights or  warrants.  Normally,  the
     Portfolio's investments are generally in larger companies that are included
     in the  largest 500 U.S.  companies  as  measured  by sales,  earnings,  or
     assets.  The remainder of the Portfolio's  assets may be invested in equity
     securities  that the Adviser  believes have growth  potential  because they
     represent an attractive  value,  but which may not meet the above criteria.
     The Portfolio's  investments may focus on particular  sectors  depending on
     the adviser's perception of the market environment.

     Although the Portfolio normally will be invested as fully as practicable in
     equity securities, assets that are not invested in equity securities may be
     invested in high quality debt securities. The Portfolio may invest up to 5%
     of its assets, measured at the time of investment, in foreign securities.

(3) Pilgrim VP International Value Portfolio

Effective  October  1,  2001,  the VP  International  Value  Portfolio  may lend
portfolio  securities on a short-term or long-term  basis,  up to 33-1/3% of its
total assets.