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									   SUPPLEMENT DATED JANUARY 25, 2011 TO THE PROSPECTUS FOR THE
          FIRST INVESTORS LIFE TAX TAMER II CONTRACT
                       DATED MAY 1, 2010

1. The second paragraph under the heading “Who We Are And How To Contact Us” at page 8
of the prospectus is deleted in its entirety and replaced with the following:

      First Investors Life is part of First Investors Consolidated Corporation
      (“FICC”), a holding company, which owns all of the voting common stock
      of First Investors Life. Other affiliates of First Investors Life include: First
      Investors Corporation (“FIC”), the distributor of the Contracts; First
      Investors Management Company, Inc. (“FIMCO”), the investment adviser
      of the Life Series Funds; and Administrative Data Management Corp., the
      transfer agent of the Life Series Funds. The Independent Order of Foresters
      controls FICC and, therefore, controls First Investors Life and other
      companies which are owned by FICC.


TT2 1-11
                                  SUPPLEMENT DATED JANUARY 25, 2011

                FIRST INVESTORS INCOME FUNDS AND EQUITY FUNDS PROSPECTUS
                                    DATED JANUARY 31, 2010
                        FIRST INVESTORS LIFE SERIES FUNDS PROSPECTUS
                                      DATED MAY 1, 2010
                       FIRST INVESTORS TAX EXEMPT FUNDS PROSPECTUS
                                      DATED MAY 1, 2010


              This Supplement replaces and supersedes the Supplement dated November 22, 2010


         On January 19, 2011, The Independent Order of Foresters (“Foresters”) completed its acquisition of First
Investors Consolidated Corporation (“FICC”), the parent company of First Investors Management Company, Inc.
(“FIMCO”), First Investors Corporation (“FIC”) and Administrative Data Management Corp. (“ADM”), which will
continue to serve as the adviser, principal underwriter and transfer agent, respectively, of the First Investors Funds.

          Christopher H. Pinkerton, President of Foresters’ US Division, has assumed the positions of President of
the First Investors Funds, FICC, FIMCO and ADM and Chairman of FIC. Mr. Pinkerton also serves as a Trustee on
the Board of Trustees of the First Investors Funds and as a Director of certain First Investors affiliated companies.



P0111
                       SUPPLEMENT DATED SEPTEMBER 29, 2010

                 FIRST INVESTORS LIFE SERIES FUNDS PROSPECTUS
                               DATED MAY 1, 2010



   1.     The information related to John Ingallinera and Wendy L. Nickerson for the Life Series High
          Yield Fund under the heading “Portfolio Manager” on page 18 is deleted and the entire section is
          replaced with the following:

                  Portfolio Manager: The Fund has been managed by Muzinich since 2009, by a
                  team of investment professionals who have active roles in managing the Fund.
                  Dennis V. Dowden and Clinton Comeaux have served as Portfolio Managers of
                  the Fund since 2009 and Bryan Petermann has served as Portfolio Manager of
                  the Fund since September 2010.


   2.     The information related to John Ingallinera and Wendy L. Nickerson under the “Fund
          Management In Greater Detail” section in the second full paragraph on page 69 is deleted
          and the entire paragraph is replaced with the following:

                  The Fund is managed by a team of investment professionals who have active
                  roles in managing the Fund, including the following: Dennis V. Dowden,
                  Portfolio Manager, who joined Muzinich in 2001 and prior thereto was Director
                  of high yield research at ABN AMRO, Inc. (1999-2001); Clinton Comeaux,
                  Portfolio Manager, who joined Muzinich in 2006 and prior thereto was a
                  research analyst at WR Huff Asset Management (2004-2006); and Bryan
                  Petermann, Portfolio Manager, who joined Muzinich in September 2010 and
                  prior thereto served as Managing Director, Head of High Yield, at Pinebridge
                  Investments (f/k/a AIG Investments), for the last 5 years of his tenure, (2000-
                  2010). Each investment professional has served as a Portfolio Manager of the
                  Fund since 2009, except for Mr. Petermann who has served as Portfolio
                  Manager since September 2010. The same team of investment professionals
                  also manages another First Investors Fund.




LSP0910
                              SUPPLEMENT DATED MAY 28, 2010 TO THE

                        FIRST INVESTORS LIFE SERIES FUNDS PROSPECTUS

                                            DATED MAY 1, 2010

                   RELATING TO THE LIFE SERIES CASH MANAGEMENT FUND


The Securities and Exchange Commission recently adopted amendments to Rule 2a-7 under the Investment Company
Act of 1940, which governs money market funds. The changes to the Prospectus, as set forth in the following
supplement, are in response to those amendments.

A. On page 43 of the Prospectus under the subheading “Principal Investment Strategies,” the second paragraph is
deleted in its entirety and replaced with the following:

The Fund’s portfolio is managed to meet regulatory requirements that permit the Fund to maintain a stable net asset
value (“NAV”) of $1.00 per share. These include requirements relating to the credit quality, maturity, liquidity and
diversification of the Fund’s investments. For example, to be an eligible investment for the Fund, a security must be
rated in one of the two highest credit ratings categories for short-term securities by at least two nationally recognized
statistical ratings organizations (or by one, if only one rating service has rated the security), or if unrated, be
determined by the Fund’s Adviser to be of quality equivalent to those in the two highest credit ratings categories.

B. On page 5 and on page 44 of the Prospectus under the subheading “Principal Risks,” the following language is
added:

Suspension of Redemptions:

The Fund’s Board of Trustees may suspend redemptions and irrevocably liquidate the Fund as permitted by
applicable law.



         LSP0510
THE Tax Tamer® II
An Individual Variable Annuity Contract
     First Investors Life Variable Annuity Fund D
     (Separate Account D)
     First Investors Life Insurance Company
     110 Wall Street, New York, New York 10005/(800) 832-7783
This prospectus describes an individual variable annuity contract (the "Contract") offered by
First Investors Life Insurance Company (“First Investors Life”, “we”, “us” or “our”). The
Contract provides you with the opportunity to accumulate capital, on a tax-deferred basis, for
retirement or other long-term purposes and thereafter, if you so elect, receive annuity payments
for a lifetime based upon the Contract’s accumulated value.
When you invest in a Contract, you allocate your purchase payments (less certain charges) to
one or more “Subaccounts” of Separate Account D. Each of these Subaccounts invests in a
corresponding “Fund” of the First Investors Life Series Funds (“Life Series Funds”). The amount
you accumulate depends upon the performance of the Subaccounts in which you invest. You
bear all of the investment risk, which means that you could lose money.
The Contract requires a minimum initial investment of $5,000.
Please read this prospectus and keep it for future reference. It contains important information
that you should know before buying a Contract. We filed a Statement of Additional Information
(“SAI”), dated May 1, 2010, with the Securities and Exchange Commission. We incorporate the
SAI by reference into this prospectus. See the SAI Table of Contents at the end of this
prospectus. You can get a free SAI by contacting us at Raritan Plaza 1, Edison, New Jersey 08837
or at the telephone number shown above or by visiting our website www.firstinvestors.com. You
can review and copy our documents (including reports and SAIs) at the Public Reference Room
of the SEC in Washington, D.C. You can also obtain copies of our documents after paying a
duplicating fee (i) by writing to the Public Reference Section of the SEC, Washington, D.C.
20549-0102 or (ii) by electronic request at publicinfo@sec.gov.
You can obtain information on the operation of the Public Reference Room, including
information about duplicating fee charges, by calling (202) 551-8090. Text-only version of
documents can be viewed online or downloaded from the EDGAR database on the SEC Internet
website at http://www.sec.gov.
The Securities and Exchange Commission has not approved or disapproved these securities or
passed judgment on the adequacy of this prospectus. Any representation to the contrary is a
criminal offense.
This prospectus is valid only if attached to the current prospectus for the Life Series Funds.
The date of this prospectus is May 1, 2010.
This page intentionally left blank.
CONTENTS
FEES AND EXPENSES...................................................................................................................1
CONDENSED FINANCIAL INFORMATION .....................................................................................3
OVERVIEW OF THE CONTRACT...................................................................................................7
  Summary of Risks and Rewards of the Contract......................................................................7
  How the Contract Works.........................................................................................................8
  Who We Are and How to Contact Us .......................................................................................8
THE CONTRACT IN DETAIL .......................................................................................................12
  Application and Purchase Payments .....................................................................................12
  Allocation of Purchase Payments to Subaccounts..................................................................12
  Reallocations Among Subaccounts .......................................................................................12
  What Are Our Policies on Frequent Reallocations Among Subaccounts? ...............................12
  What Are the Risks to Contractowners of Frequent Reallocations? ........................................13
  The Accumulation Period .....................................................................................................13
  The Annuity Period ...............................................................................................................17
  Your Right to Cancel the Contract ........................................................................................19
FINANCIAL INFORMATION ........................................................................................................20
  Calculating Values ................................................................................................................20
  Contract Expenses ................................................................................................................20
  Federal Tax Information .......................................................................................................21
OTHER INFORMATION .............................................................................................................25
  Voting Rights ........................................................................................................................25
  Processing Transactions.......................................................................................................25
  Reservation of Rights............................................................................................................26
  Contract Years and Anniversaries .........................................................................................26
  State Variations.....................................................................................................................26
  Distribution of the Contract ..................................................................................................26
  Reports ................................................................................................................................26
  Financial Statements.............................................................................................................27
TABLE OF CONTENTS OF
THE STATEMENT OF ADDITIONAL INFORMATION....................................................................28
First Investors Life does not guarantee the performance of the Subaccounts. The Contract is not
a deposit or obligation of, or guaranteed or endorsed by, any bank or depository institution, nor
is it federally insured by the Federal Deposit Insurance Corporation, the Federal Reserve Bank
or any other agency. The Contract involves risk, including possible loss of the principal amount
invested.
The Contract may not be available in all states and jurisdictions. This prospectus does not
constitute an offering in any state or jurisdiction in which such offering may not lawfully be
made. First Investors Life does not authorize any information or representations regarding the
Contract other than as described in this prospectus, the attached prospectus or any supplements
thereto or in any supplemental sales material we authorize.
GLOSSARY OF SPECIAL TERMS
Accumulated Value – The value of all the       (normally 4:00 P.M., Eastern Time). The
Accumulation Units credited to the Contract.   NYSE is closed most national holidays and
                                               Good Friday.
Accumulation Period – The period
between the date of issue of a Contract and    Contract – An individual variable annuity
the Annuity Commencement Date or the           contract offered by this prospectus.
death of either the Annuitant or
Contractowner.                                 Contractowner – The person or entity with
                                               legal rights of ownership of the Contract.
Accumulation Unit – A unit that measures
the value of a Contractowner's interest in a   Fixed Annuity Payment – Annuity payments
Subaccount of Separate Account D before the    that remain fixed as to dollar amount and
Annuity Commencement Date. Accumulation        guaranteed throughout the annuity income
Units are established for each Subaccount.     period.
The Accumulation Unit value increases or       General Account – All assets of First
decreases based on the investment              Investors Life other than those allocated to
performance of the Subaccount’s                Separate Account D and other segregated
corresponding Fund.                            investment accounts of First Investors Life.
Annuitant – The person whose life is the       Good Order – Notice from someone
measure for determining the amount and         authorized to initiate a transaction under a
duration of annuity payments and upon          Contract, received in a format satisfactory to
whose death, prior to the Annuity              us at our Administrative Office or other office
Commencement Date, the death benefit           we may designate (“Administrative Office”),
under the Contract becomes payable.            that contains all information required by us
Annuity Commencement Date – The date           to process the transaction.
on which we begin making annuity               Internal Revenue Code – The Internal
payments.                                      Revenue Code of 1986, as amended.
Annuity Unit – A unit that determines the      Joint Annuitant – The designated second
amount of each annuity payment after the       person under a joint and survivor life
first annuity payment. Annuity Units are       annuity.
established for each Subaccount. The
Annuity Unit value increases or decreases      Net Accumulated Value – The accumulated
based on the investment performance of the     value less any applicable premium taxes not
Subaccount’s corresponding Fund.               previously deducted.

Annuity Value – The value of the Annuity       Purchase Payment – A payment made
Units credited to the Contract during the      initially to purchase a Contract or as an
annuity income period following the Annuity    additional contribution to a Contract (less
Commencement Date.                             any charges).

Beneficiary – The person who is designated     Separate Account D – The segregated
to receive any benefits under a Contract       investment account entitled "First Investors
upon the death of the Annuitant or the         Life Variable Annuity Fund D," established by
Contractowner.                                 First Investors Life pursuant to applicable
                                               law and registered as a unit investment trust
Business Day – Any date on which the New       under the 1940 Act.
York Stock Exchange (“NYSE”) is open for
regular trading. Each Business Day ends as     Subaccount – A segregated investment
of the close of regular trading on the NYSE    subaccount under Separate Account D that
corresponds to a Fund of the Life Series
Funds. The assets of a Subaccount are
invested in shares of the corresponding Fund
of the Life Series Funds.
Valuation Period – The period beginning at
the end of any Business Day and extending to
the end of the next Business Day.
Variable Annuity Payment – Annuity
payments that vary in dollar amount, in
accordance with the net investment
experience of the Subaccounts, throughout
the annuity income period.
We (and Our) – First Investors Life.
You (and Your) – An actual or prospective
Contractowner who is reading the
prospectus.
FEES AND EXPENSES
The following tables below show the fees and expenses that you will incur when you buy, own
and surrender a Contract.
The first table describes the fees and expenses that you will pay at the time that you surrender
the Contract. State premium taxes may also be deducted.
 Contractowner Transaction Expenses
 Maximum Contingent Deferred Sales Charge
 (as a percentage of purchase payment)                                                               7.00%*

The next table describes the fees and expenses that you will pay periodically during the time you
own the Contract, not including Fund fees and expenses.
 Annual Contract Maintenance Charge                                                               $30.00**
 Separate Account Expenses
 (as a percentage of average daily account value)
      Mortality and Expense Risk Charge                                                              1.25%
      Administrative Charge                                                                          0.15%†
      Total Separate Account Annual Expenses                                                         1.40%

* The maximum contingent deferred sales charge (“CDSC”) is a percentage of the value of the Accumulation Units
surrendered (not to exceed the aggregate amount of the purchase payments made for the Accumulation Units). The charge
decreases one percentage point each year so that there is no charge after seven years. Each year you may withdraw
(“surrender”) up to 10% of total purchase payments without a CDSC. For purposes of computing the CDSC, Accumulation
Units are considered to be in the order in which they were purchased (i.e., first-in, first-out). For more information
concerning CDSCs, see “Financial Information: Contract Charges.”
** We may deduct an Annual Contract Maintenance Charge of $30 from the Accumulated Value, except that this charge will
not exceed 2% of the Accumulated Value. For more complete descriptions of the various charges and expenses shown,
please refer to “FINANCIAL INFORMATION: Contract Expenses – Sales Charge, Mortality and Expense Charge, and Other
Charges.”




                                                          1
The next table shows the minimum and maximum total annual fund operating expenses of the
underlying Funds as of December 31, 2009. These expenses may be higher or lower in the
future. More detail concerning each Fund’s fees and expenses is contained in the attached
prospectus for the Life Series Funds.
 Total Annual Fund Operating Expenses
 (expenses that are deducted from Fund assets, including management fees and other expenses)
                                                                 Minimum                 Maximum
 Gross Annual Fund Operating Expenses                              0.84%                    1.01%

 Net Annual Fund Operating Expenses                              0.56%                   1.01%




The following examples are intended to help you compare the cost of investing in the Contract
with the cost of investing in other variable annuity contracts. These costs include Contractowner
transaction expenses, contract fees, separate account annual expenses and fees and expenses of
the Funds. The examples assume that you invest $10,000 in the Contract for the time periods
indicated. The examples also assume that your investment has a 5% return each year and
assumes the maximum fees and expenses of any of the Funds. Although your actual costs may be
higher or lower, based on these assumptions, your costs would be:
If you surrender your Contract at the end of the applicable time period:
                           1 year               3 years              5 years             10 years
 Maximum Cost               $814                $1,201               $1,615               $3,046
 Minimum Cost               $769                $1,123               $1,504               $2,853

If you annuitize or do not surrender your Contract at the end of the applicable time period:
                           1 year               3 years              5 years             10 years
 Maximum Cost               $274                 $841                $1,435               $3,046
 Minimum Cost               $229                 $763                $1,324               $2,853

You should not consider the expenses in the examples as a representation of past or future
expenses. Actual expenses in future years may be more or less than those shown.




                                                  2
CONDENSED FINANCIAL INFORMATION
This table shows the Accumulation Unit Values and the number of Accumulation Units
outstanding for each Subaccount of Separate Account D for the last 10 fiscal years (or the life of
the Subaccount, if less).

                                                                              Number of
                                                    Accumulation             Accumulation
   Subaccount                 At                    Unit Value($)               Units

 Blue Chip             December 31, 1999               14.728                  2,333,261.2
 Subaccount            December 31, 2000               13.686                  3,004,519.0
                       December 31, 2001               10.895                  3,279,726.9
                       December 31, 2002                7.971                  3,107,646.5
                       December 31, 2003                9.920                  3,059,107.4
                       December 31, 2004               10.503                  3,058,714.7
                       December 31, 2005               10.806                  2,820,630.0
                       December 31, 2006               12.199                  2,509,088.4
                       December 31, 2007               12.536                  2,185,319.6
                       December 31, 2008                8.396                  1,923,532.7
                       December 31, 2009               10.068                  1,693,461.6
 Cash                  December 31, 1999               10.856                    218,614.0
 Management            December 31, 2000               11.340                    222,276.5
 Subaccount            December 31, 2001               11.605                    332,125.9
                       December 31, 2002               11.583                    377,631.8
                       December 31, 2003               11.484                    273,465.6
                       December 31, 2004               11.404                    212,274.9
                       December 31, 2005               11.520                    182,436.9
                       December 31, 2006               11.855                    179,952.7
                       December 31, 2007               12.231                    419,696.9
                       December 31, 2008               12.305                    387,524.7
                       December 31, 2009               12.155                    295,019.5
 Discovery             December 31, 1999               13.120                    963,277.6
 Subaccount            December 31, 2000               12.908                  1,335,912.6
                       December 31, 2001               10.040                  1,459,558.0
                       December 31, 2002                7.217                  1,453,514.7
                       December 31, 2003                9.909                  1,434,438.5
                       December 31, 2004               11.020                  1,559,703.6
                       December 31, 2005               11.425                  1,602,057.1
                       December 31, 2006               13.802                  1,539,299.1
                       December 31, 2007               14.511                  1,470,235.1
                       December 31, 2008                9.551                  1,342,859.8
                       December 31, 2009               12.316                  1,236,939.8




                                                3
                                                           Number of
                                          Accumulation    Accumulation
 Subaccount              At               Unit Value($)      Units

Government        December 31, 1999          10.872          133,403.0
Subaccount        December 31, 2000          11.851          141,948.1
                  December 31, 2001          12.736          292,874.8
                  December 31, 2002          13.538          529,841.0
                  December 31, 2003          13.774          489,077.0
                  December 31, 2004          14.074          446,616.8
                  December 31, 2005          14.231          423,320.3
                  December 31, 2006          14.566          412,318.5
                  December 31, 2007          15.304          423,999.0
                  December 31, 2008          16.138          499,666.1
                  December 31, 2009          16.5943         567,683.8
Growth & Income   December 31, 1999          16.188        2,158,958.5
Subaccount        December 31, 2000          15.967        2,716,871.2
                  December 31, 2001          13.640        2,880,189.3
                  December 31, 2002          10.459        2,797,102.1
                  December 31, 2003          13.323        2,874,051.6
                  December 31, 2004          14.553        3,133,081.3
                  December 31, 2005          15.384        3,267,539.8
                  December 31, 2006          17.347        3,072,316.6
                  December 31, 2007          17.445        2,877,684.1
                  December 31, 2008          11.144        2,534,998.1
                  December 31, 2009          14.071        2,296,370.9
High Yield        December 31, 1999          10.972          491,040.3
Subaccount        December 31, 2000          10.131          442,392.1
                  December 31, 2001           9.644          490,536.2
                  December 31, 2002           9.724          524,861.1
                  December 31, 2003          12.095          732,045.8
                  December 31, 2004          13.112          910,873.7
                  December 31, 2005          12.983        1,024,902.7
                  December 31, 2006          14.053          934,664.5
                  December 31, 2007          14.004          923,744.6
                  December 31, 2008          10.238          813,100.0
                  December 31, 2009          13.645          785,633.3
International     December 31, 1999          14.060          883,074.3
Subaccount        December 31, 2000          12.247        1,212,143.3
                  December 31, 2001          10.290        1,158,118.6
                  December 31, 2002           8.277        1,047,768.6
                  December 31, 2003          10.817          916,579.2
                  December 31, 2004          12.221          945,200.8
                  December 31, 2005          13.162          995,314.7
                  December 31, 2006          16.585        1,036,656.6
                  December 31, 2007          19.787        1,123,247.2
                  December 31, 2008          11.338        1,086,573.5
                  December 31, 2009          13.779        1,008,691.8




                                      4
                                                            Number of
                                           Accumulation    Accumulation
 Subaccount               At               Unit Value($)      Units

Investment Grade   December 31, 1999          10.695         239,796.7
Subaccount         December 31, 2000          11.550         261,929.8
                   December 31, 2001          12.284         478,064.7
                   December 31, 2002          13.065         656,050.6
                   December 31, 2003          13.992         759,688.4
                   December 31, 2004          14.354         851,487.9
                   December 31, 2005          14.340         939,840.5
                   December 31, 2006          14.705         932,498.5
                   December 31, 2007          15.301         971,614.9
                   December 31, 2008          13.338         923,412.9
                   December 31, 2009          15.906         934,645.4
Select Growth      December 31, 1999          10.240          44,020.7
Subaccount         December 31, 2000           8.994         226,565.0
                   December 31, 2001           8.434         238,609.9
                   December 31, 2002           5.980         276,598.2
                   December 31, 2003           7.532         304,359.5
                   December 31, 2004           7.863         366,979.1
                   December 31, 2005           8.184         336,453.7
                   December 31, 2006           8.834         308,149.5
                   December 31, 2007           9.705         294,571.4
                   December 31, 2008           5.601         323,469.9
                   December 31, 2009           6.070         325,124.3
Target Maturity    December 31, 1999          10.600         223,367.6
2010 Subaccount    December 31, 2000          12.654         298,456.3
                   December 31, 2001          13.121         400,481.2
                   December 31, 2002          15.382         521,477.9
                   December 31, 2003          15.599         443,399.6
                   December 31, 2004          15.990         494,880.8
                   December 31, 2005          15.998         524,012.0
                   December 31, 2006          16.094         478,253.9
                   December 31, 2007          17.195         426,674.7
                   December 31, 2008          18.199         378,525.4
                   December 31, 2009          17.906         303,711.8
Target Maturity    December 31, 1999           9.957            5,000.0
2015               December 31, 2000          12.274           42,941.2
Subaccount*        December 31, 2001          12.206          172,736.6
                   December 31, 2002          14.849          324,635.3
                   December 31, 2003          15.117          461,195.6
                   December 31, 2004          16.169          706,356.6
                   December 31, 2005          16.645          983,569.0
                   December 31, 2006          16.718        1,094,052.0
                   December 31, 2007          18.084        1,114,713.0
                   December 31, 2008          20.429        1,067,133.3
                   December 31, 2009          19.697        1,046,962.1




                                       5
                                                                                              Number of
                                                              Accumulation                   Accumulation
   Subaccount                        At                       Unit Value($)                     Units

 Value                      December 31, 1999                     15.004                         806,463.3
 Subaccount                 December 31, 2000                     14.708                       1,151,189.3
                            December 31, 2001                     11.561                       1,255,426.2
                            December 31, 2002                      8.938                       1,106,285.2
                            December 31, 2003                     11.245                       1,149,990.3
                            December 31, 2004                     12.905                       1,440,858.6
                            December 31, 2005                     13.500                       1,817,591.4
                            December 31, 2006                     16.165                       1,857,833.2
                            December 31, 2007                     15.835                       1,837,258.7
                            December 31, 2008                     11.023                       1,582,798.2
                            December 31, 2009                     13.156                       1,450,573.2

* The Accumulation Unit Values for this Subaccount was initially set at $10.00 on November 8, 1999.




                                                          6
OVERVIEW OF THE CONTRACT
This overview highlights some basic                       You bear all of the investment risk of
information about the Contract offered by            the Subaccounts you select, which means
First Investors Life in this prospectus.             you could lose money.
Separate Account D (“Tax Tamer II”)
Contracts are sold with a contingent deferred             An investment in a Contract is not a
sales charge. You will find more information         direct investment in a mutual fund. There are
about the Contract in “The Contract in               additional charges for the death benefit and
Detail” section of this prospectus.                  other features of the Contract that are not
                                                     associated with a mutual fund.
SUMMARY OF RISKS AND REWARDS
                                                           Because a 10% federal tax penalty is
OF THE CONTRACT                                      generally imposed on the taxable portion of
The benefits of the Contract are, among              withdrawals prior to age 59½, you should
other things:                                        not invest in the Contract if you have short-
      There are twelve Subaccounts available         term investment objectives which would
under the Contract, each with different              require you to liquidate all or a portion of
investment objectives, policies and risks            the Contract prior to reaching age 59½.
allowing for investment diversification. Each              A minimum holding period is often
Subaccount invests in a corresponding Fund           necessary before the tax benefits of tax
of the Life Series Funds.                            deferral are likely to outweigh the often
     You defer payment of income taxes on            higher fees imposed on variable annuities
any gains until you withdraw your money              relative to alternative investments.
through withdrawals or one of our annuity                 A tax-deferred accrual feature is
pay-out options. This gives your money the           already provided by any tax-qualified
potential to grow faster.                            arrangement such as an IRA. Therefore, you
     You can also reallocate your                    should have reasons other than tax deferral,
accumulated assets among the Subaccounts,            such as the additional benefits, for
as your circumstances change, without                purchasing a Contract within an IRA or other
incurring current income taxes.                      arrangement that receives tax deferral
                                                     through the Internal Revenue Code.
     Moreover, there are no income or
contribution limits – such as those that exist             A partial withdrawal or total surrender
on individual retirement accounts (“IRAs”)           of a Contract is taxed as ordinary income to
or 401(k)s – that restrict the amount that           the extent that the Accumulated Value
you can invest. You control how much you             exceeds your principal contribution to the
invest for your retirement and when and how          Contract (i.e., on an “income first” basis).
often you wish to add to your Contract.                     The death benefit paid to a Beneficiary
     We guarantee a minimum death benefit            of the Contract is taxed as ordinary income
which protects your principal from market            to the Beneficiary at the Beneficiary’s tax rate
declines if you die.                                 to the extent that the death benefit exceeds
                                                     the Contractowner’s principal contribution
     You can receive an annuity pay-out              to the Contract. Thus, if your primary
providing a stream of income to suit your            objective is to pass wealth on to your heirs, a
needs for the rest of your life.                     life insurance policy may be more
There are several risk factors that you should       appropriate for you. The amount of the death
consider:                                            benefit on a life insurance policy passes
                                                     income tax free to the Beneficiary; an annuity
                                                     death benefit does not.
                                                 7
HOW THE CONTRACT WORKS                                 and in some jurisdictions, the death benefit
The Contract has two phases: an                        is reduced by the amount of any withdrawals
Accumulation Period and an annuity income              and is payable upon the death of either the
period. During the Accumulation Period,                original Contractowner or Annuitant. Please
earnings on your investment accumulate on              ask your registered representative about the
a tax-deferred basis. The annuity income               death benefit applicable to your Contract. We
period begins when you convert from the                pay the death benefit when we receive both
Accumulation Period by agreeing that the               proof of death and appropriate instructions
Annuitant will start receiving regular annuity         for payment.
payments after the Accumulated Value has
                                                       You may withdraw a portion or all of the
been applied to one of the annuity options in          Accumulated Value during the Accumulation
accordance with the annuity rates in the
                                                       Period.
Contract. You can select one of several
annuity income payment options.                        WHO WE ARE AND HOW TO CONTACT
The Contract is a “variable” annuity because           US
your Accumulated Value during the                      First Investors Life
Accumulation Period and the amount of your             First Investors Life Insurance Company, with
variable annuity payments during the annuity           its home office at 110 Wall Street, New York,
income phase fluctuate based on the                    New York 10005, is a stock life insurance
performance of the Funds underlying the                company incorporated under the laws of the
Subaccounts you have selected. As a result,            State of New York in 1962. We write life
the Accumulated Value in your Contract and             insurance, annuities and accident and health
your variable annuity payments may increase            insurance.
or decrease. You are permitted to allocate             First Investors Life is part of First Investors
your purchase payments in up to 5 of 12                Consolidated Corporation ("FICC"), a
available Subaccounts we offer under the               holding company, which owns all of the
Contract, as long as each allocation is at least       voting common stock of First Investors Life.
10%. Subject to certain limitations, you may           Other affiliates of First Investors Life include:
reallocate your Accumulated Value or                   First Investors Corporation ("FIC"), the
Annuity Value.                                         distributor of the Contracts; First Investors
The Contract provides a guaranteed death               Management Company, Inc. (“FIMCO”), the
benefit that is payable to a Beneficiary when          investment adviser of the Life Series Funds;
the Contractowner or Annuitant dies during             and Administrative Data Management Corp.,
the Accumulation Period. Generally, the                the transfer agent for the Life Series Funds.
terms of your Contract guarantee that the              Kathryn Head and members of her family
Beneficiary will receive upon the death of the         control FICC and, therefore, control First
Annuitant the greater of (i) the total                 Investors Life and the other companies that
purchase payments reduced proportionally               are owned by FICC.
by any withdrawals, (ii) the Accumulated               For information or service concerning a
Value, or (iii) the Accumulated Value on the           Contract, you can contact us in writing at our
immediately preceding specified Contract               Administrative Office located at Raritan Plaza
anniversary date (these anniversary dates              1, Edison, New Jersey 08837. You can also
occur every 7 years after you purchase your            call us at 1-800-832-7783 between the hours
Contract) plus any additional purchase                 of 9:00 A.M. and 6:00 P.M., Eastern Time, or
payments and reduced proportionally by any             fax us at 732-855-5935. You can also
subsequent withdrawals. Upon the death of              contact us through our Website at
the Contractowner, we pay only the                     www.firstinvestors.com.
Accumulated Value to the Beneficiary. For
Contracts purchased prior to May 1, 2004
                                                   8
You should send any purchase payments,                losses without regard to our other income,
notices, elections, or requests that you make,        gains and losses. The obligations under the
as well as any other documentation that we            Contract are our obligations.
require for any purpose in connection with
your Policy, to our Administrative Office. No         Each Subaccount invests its assets in a
such payment, notice, election, request or            corresponding Fund of the Life Series Funds
documentation will be treated as having been          at net asset value. Therefore, we own the
“received” by us until we have received it, as        shares of the underlying Funds, not you. The
well as any related items that we require, all        value of your investment in a Subaccount is
in complete and good order (i.e., in form             determined by the value of the underlying
and substance acceptable to us) at our                Fund. Each Subaccount reinvests any
Administrative Office.                                distribution received from a Fund in the
                                                      distributing Fund at net asset value. So, none
To meet our requirements for processing               of the Subaccounts make cash distributions
transactions, we may require that you use             to Contractowners. Each Subaccount may
our forms.                                            make deductions for charges and expenses
                                                      by redeeming the number of equivalent Fund
We will notify you and provide you with an
                                                      shares at net asset value.
address if we designate another office for
receipt of information, payments and                  The Life Series Funds
documents.                                            The Life Series Funds is an open-end
                                                      management investment company registered
Separate Account D
                                                      with the SEC under the 1940 Act. The Life
First Investors Life Variable Annuity Fund D
                                                      Series Funds consist of 12 separate series
(“Separate Account D”) was established on
                                                      (“Funds”), all of which are available to
April 8, 1997 under New York Insurance
                                                      Contractowners of Separate Account D. Each
Law. Separate Account D (the “Separate
                                                      of the Funds currently offers its shares only
Account”) is registered with the Securities
                                                      through the purchase of a Contract or
and Exchange Commission (“SEC”) as a unit
                                                      another variable life or variable annuity
investment trust under the Investment
                                                      contract issued by First Investors Life. Each
Company Act of 1940, as amended (“1940
                                                      of the Funds reserves the right to offer its
Act”).
                                                      shares to other separate accounts or directly
We segregate the assets of the Separate               to us.
Account from our other assets in our                  Although some of the Funds have similar
General Account. These assets fall into two           names, the same portfolio manager and the
categories: (1) assets equal to our reserves          same investment objectives as other publicly
and other liabilities under the Contract and          available mutual funds, they are separate and
(2) additional assets derived from expenses           distinct from these mutual funds. The Funds
that we charge to the Separate Account. The           will have different portfolio holdings and fees
assets equal to our reserves and liabilities          so their performances will vary from the
support the Contract. We cannot use these             other mutual funds.
assets to satisfy any of our other obligations.
The assets we derive from Contract charges            FIMCO, the investment adviser of the Life
do not support the Contract, and we can               Series Funds, is a New York Corporation
transfer these assets in cash to our General          located at 110 Wall Street, New York, New
Account. Before making a transfer, we will            York 10005. FIMCO and the Life Series
consider any possible adverse impact that             Funds have retained the Smith Asset
the transfer may have on the Separate                 Management Group, L.P., 100 Crescent Court
Account. We credit to, or charge against, the         – Suite 1150, Dallas, Texas 75201 to serve
Subaccounts of the Separate Account                   as subadviser of the Select Growth Fund,
realized and unrealized income, gains and             Paradigm Capital Management, Inc., Nine Elk
                                                  9
Street, Albany, New York 12207 to serve as
the subadvisor of the Discovery Fund,
Vontobel Asset Management Inc., 1540
Broadway, New York, New York 10036 to
serve as the subadviser of the International
Fund, and Muzinich & Co., Inc., 450 Park
Avenue, New York, NY 10022 to serve as
subadviser for the High Yield Fund. See the
Life Series Funds prospectus for more
information about the investment adviser and
subadvisers.
The following table includes each available
Fund’s investment objective. There is no
assurance that any of the Funds will achieve
its stated objective(s). There is a Subaccount
with the same name as its corresponding
underlying Fund. The degree of investment
risk you assume will depend on the
Subaccounts you select. You should consider
your allocation carefully.
The investment objectives, primary
investment strategies, primary risks and
management of the Funds are described in
the attached Life Series Funds prospectus,
which you should read carefully before
investing.




                                                 10
              Fund                                          Investment Objective
 Blue Chip Fund                     High total investment return.
 Cash Management Fund               High rate of current income consistent with the preservation of capital
                                    and maintenance of liquidity.
 Discovery Fund                     Long-term growth of capital.
 Government Fund                    Significant level of current income which is consistent with security and
                                    liquidity of principal.
 Growth & Income Fund               Long-term growth of capital and current income.
 High Yield Fund                    High current income.
 International Fund                 Long-term capital growth.
 Investment Grade Fund              A maximum level of income consistent with investment in investment
                                    grade debt securities.
 Select Growth Fund                 Long-term growth of capital.
 Target Maturity 2010 Fund*         Predictable compounded investment return for those who hold until the
                                    Fund’s maturity, consistent with preservation of capital.
 Target Maturity 2015 Fund          Predictable compounded investment return for those who hold until the
                                    Fund’s maturity, consistent with preservation of capital.
 Value Fund                         Total return.

* The Target Maturity 2010 Fund will mature and terminate at the end of the year 2010. Policyowners who
have investments in the Target Maturity 2010 Subaccount on the date of its maturity will be given an
opportunity to transfer their termination distributions into one of the other Subaccounts available under
their policies. Between the effective date of this prospectus and the end of 2010, the Target Maturity 2010
Fund will no longer accept investments, except for additional investments for Policyowners who have
previously selected the Target Maturity 2010 Subaccount as an investment option.




                                                    11
THE CONTRACT IN DETAIL
APPLICATION AND PURCHASE                              Subaccount. We reserve the right to adjust
PAYMENTS                                              your allocation to eliminate fractional
We will process your application on the day           percentages.
we receive it at our Administrative Office in         REALLOCATIONS AMONG
good order. If your application is incomplete
or incorrect, we have five business days to
                                                      SUBACCOUNTS
complete it and process the transaction.              You may subsequently reallocate the
Otherwise, we will return the purchase                Accumulated Value of your Contract among
payment to you at the end of the five-day             the Subaccounts, provided that you invest in
period. However, we can try to reach you to           no more than 5 at any one time and no less
explain the reasons for the delay in crediting        than 10% of the aggregate Annuity Unit value
the money and get your consent to keep the            is in each of your Subaccounts. A request to
money until the problem is resolved.                  reallocate must be made on our Subaccount
                                                      reallocation form. If we receive a written
Your initial purchase payment must be at              reallocation request in our Administrative
least $5,000 for the Contract. You may make           Office before the end of a Business Day
additional purchase payments under the                (generally 4:00 P.M., Eastern Time), we will
Contract of at least $200 each at any time            process it based upon that day’s
after Contract issuance. We will not accept a         Accumulation Unit values. If we receive it
purchase of a Tax Tamer II Contract with the          after the end of a Business Day, we will
proceeds from a surrender of one of our               process it at the next Business Day’s
other variable annuities.                             Accumulation Unit values.
Your purchase payments buy Accumulation               All subsequent purchase payments will be
Units of the Subaccounts and not shares of            allocated according to your then-existing
the Funds in which the Subaccounts invest.            percentage allocations, unless you request a
We allocate purchase payments to the                  different allocation for that payment. We will
appropriate Subaccount(s) based on the                not automatically rebalance your Contract
next computed value of an Accumulation                value to your designated percentage
Unit following receipt at our Administrative          allocations. Unless you request a reallocation
Office in good order.                                 to maintain your allocations, you may end up
                                                      with an allocation which has more or less
We value Accumulation Units at the end of             risk than you intended.
each Business Day (generally 4:00 P.M.,
Eastern Time). If we receive a purchase               WHAT ARE OUR POLICIES ON
payment prior to the end of a Business Day            FREQUENT REALLOCATIONS AMONG
in a manner meeting our requirements, we              SUBACCOUNTS?
will process the payment based upon that              The Contract is designed for long-term
day’s Accumulation Unit values. If we receive         investment purposes. It is not intended to
a payment after the end of the Business Day,          provide a vehicle for frequent trading or
we will process the payment based upon the            market timing. As described in the Life Series
next Business Day’s Accumulation Unit                 Funds prospectus, the Board of Trustees of
values.                                               the Life Series Funds has adopted policies
ALLOCATION OF PURCHASE                                and procedures to reject, without any prior
PAYMENTS TO SUBACCOUNTS                               notice, any purchase or exchange
When you purchase a Contract you may                  transaction if the Funds believe that the
select a percentage allocation among up to 5          transaction is part of a market timing
of the 12 Subaccounts. You may not allocate           strategy.
less than 10% of a purchase payment to any
                                                 12
In order to protect Contractowners and to             the risk that investors may attempt to take
comply with the underlying Funds’ policies,           advantage of the fact that these securities
it is our policy to reject any reallocation           may trade infrequently and therefore their
request, without any prior notice, that               prices may be slow to react to information.
appears to be part of a market timing                 This could cause dilution in the value of the
strategy based upon the holding period of             shares held by other shareholders.
the investment, the amount of the investment
being exchanged, and the Subaccounts                  In the case of the Subaccounts that invest
involved. This policy applies uniformly to            indirectly in foreign securities, the risks of
Contractowners.                                       frequent trading include the risk of time
                                                      zone arbitrage. Time zone arbitrage occurs
In order to enforce our policy against                when shareholders attempt to take advantage
market timing, we monitor reallocation                of the fact that the valuation of foreign
requests using criteria such as (a) the               securities held by a Fund may not reflect
number of reallocation transactions that              information or events that have occurred
occur within a specified period of time and           after the close of the foreign markets on
(b) the dollar amount of reallocations that           which such securities principally trade but
occur within a specified period of time.              before the close of the NYSE. This could
Moreover, we will only accept a transaction           cause dilution in the value of the shares held
request that is in writing. We will not accept        by other shareholders.
transaction requests by any electronic means
including, but not limited to, telephonic,            THE ACCUMULATION PERIOD
facsimile or e-mail requests. We cannot               CREDITING ACCUMULATION UNITS
guarantee that our monitoring efforts will be         During the Accumulation Period, we credit
effective in identifying or preventing all            purchase payments to your Contract in the
market timing or frequent trading activity in         form of Accumulation Units for each of your
the Subaccounts.                                      selected Subaccounts. We determine the
                                                      number of Accumulation Units that we credit
WHAT ARE THE RISKS TO                                 to a Contractowner for the Subaccounts by
CONTRACTOWNERS OF FREQUENT                            dividing (a) the purchase payment (less any
REALLOCATIONS?                                        charges) by (b) the value of an
To the extent that our policies are not               Accumulation Unit for the Subaccount on the
successful in detecting and preventing                Business Day the payment is received in our
frequent trading in the Subaccounts,                  Administrative Office.
frequent trading may: (a) interfere with the          The Value of Your Contract
efficient management of the underlying                Your Accumulated Value fluctuates with the
Funds by, among other things, causing the             value of the assets of the Subaccounts less
underlying Funds to hold extra cash or to             expenses and certain charges. There is no
sell securities to meet redemptions; (b)              assurance that your Accumulated Value will
increase portfolio turnover, brokerage                equal or exceed purchase payments. We
expenses, and administrative costs; and (c)           determine the value for the amount you have
harm the performance of the Funds,                    in each Subaccount by multiplying (a) the
particularly for long-term shareholders who           total number of Accumulation Units in a
do not engage in frequent trading. These              Subaccount by (b) the value of an
risks may in turn adversely affect                    Accumulation Unit for the Subaccount for the
Contractowners who invest in the Funds                Valuation Period. We then add the amount
through our Subaccounts.                              attributable to each Subaccount to arrive at
In the case of the Subaccounts that invest            your Accumulated Value.
indirectly in high yield bonds and small cap
stocks, the risk of frequent trading includes
                                                 13
Death During the Accumulation Period                    to May 1, 2004 and in some jurisdictions,
If the Annuitant dies prior to the Annuity              the death benefit is reduced by the amount of
Commencement Date, we pay a death benefit               any withdrawals and is payable upon the
to the Beneficiary you have designated. We              death of the Annuitant or original
generally make this payment within seven                Contractowner. Please ask your registered
days of receiving in good order (a) a death             representative about the death benefit
certificate or similar proof of the death of the        applicable to your Contract. If ownership
Annuitant or Owner (“Due Proof of Death”)               changes after the Contract is issued, then
and (b) a claimant’s statement form that                upon the death of the last Contractowner, we
includes payment instructions with the                  pay only the Accumulated Value to the
Beneficiary’s election to receive payment in            Beneficiary.
either a single sum settlement or an annuity
option. We will pay the death benefit: (a) in
a single sum; (b) by applying it to one of the
annuity options; or (c) as we otherwise
permit. The decision on how we pay is at
your election before the Annuitant’s death
and the Beneficiary's election after the
Annuitant's death.
We determine the Accumulated Value for the
death benefit as of the next computed value
of the Accumulation Units following our
receipt at our Administrative Office of Due
Proof of Death in good order.
Generally, upon the death of the Annuitant,
we pay the Beneficiary the greatest of (a) the
total purchase payments reduced
proportionally by any partial withdrawals;
(b) the Accumulated Value; or (c) the
Accumulated Value on the immediately
preceding specified Contract anniversary,
increased by any additional purchase
payments and decreased proportionally by
any partial withdrawals since that
anniversary. We calculate the proportional
reduction in your total purchase payments in
two steps. First, we calculate the percentage
that your withdrawal represents of your
Accumulated Value. Then we reduce your
Accumulated Value, Purchase Payments and
Specified Contract Anniversary Accumulated
Value by that percentage. The specified
Contract anniversary is every seventh
Contract anniversary (i.e., 7th, 14th, 21st,
etc.).
Upon the death of the Contractowner, we pay
only the Accumulation Value to the
Beneficiary. For Contracts purchased prior
                                                   14
The following example demonstrates how the death benefit payable with the proportional
reductions for withdrawals is determined for a Contract.
                                    Death Benefit Example
                                                                                      Death Benefit

  Issue Date    Your Initial Purchase Payment and Death Benefit is:                $100,000

    End of      Assume your Accumulated Value grows to:                            $104,340
     First      Your Death Benefit is the greater of your Purchase Payment
   Contract     ($100,000)
     Year       or your Accumulated Value ($104,340) and is equal to:                         $104,340

   Seventh
                Assume your Accumulated Value grows to:                            $132,023
   Contract
 Anniversary    Your Death Benefit is the greater of your Purchase Payment
  (Specified    ($100,000)
   Contract     or your Accumulated Value ($132,023) and is equal to:                         $132,023
 Anniversary)

                Assume your Accumulated Value declines to:                          $70,713
    End of
    Ninth       Your Death Benefit is the greatest of your Purchase Payment
   Contract     ($100,000), your Accumulated Value ($70,713) or the
     Year       Accumulated Value on the last Specified Contract Anniversary
                ($132,023) and is equal to:                                                   $132,023

    End of      Assume your Accumulated Value grows to:                             $71,643
    Tenth
   Contract     You then decide to withdraw:                                        $25,000
     Year
                The proportion your withdrawal represents of the Accumulated
                Value is the withdrawal amount ($25,000) divided by the
                Accumulated Value ($71,643) which is:                               34.90%
                Your Accumulated Value, Purchase Payment(s) and Specified
                Contract Anniversary Accumulated Value are all reduced by
                34.90%.

                Thus, after the withdrawal:
                   Your Accumulated Value is:                                       $46,643
                   Your Purchase Payment is:                                        $65,105
                   Your Specified Contract Anniversary Accumulated Value is:        $85,953
                   Your Death Benefit is equal to the greatest of these amounts:               $85,953

                Assume your Accumulated Value grows to:                             $51,483
    End of
   Eleventh     Your Death Benefit is equal to the greatest of your Purchase
   Contract     Payment ($65,105), your Accumulated Value ($51,483) or the
     Year       Accumulated Value on the last Specified Contract Anniversary
                ($85,953):                                                                     $85,953

This example assumes that withdrawals are taken after the seventh Contract year and does not
account for any tax consequences.


                                                  15
Special Requirements for Payment of                     Partial Withdrawals and Full Surrenders
Death Benefit                                           During the Accumulation Period
If the Contractowner dies before we have                You may make a partial withdrawal or full
distributed the entire interest in the Contract,        surrender of your Contract at any time
we must distribute the value of the Contract            during the Accumulation Period if we receive
to the Beneficiary as provided below.                   your request in good order on our form. You
Otherwise, the Contract will not qualify as an          will be entitled to receive the Net
annuity under Section 72 of the IRS Code.               Accumulated Value of the Contract, or in the
                                                        case of a partial withdrawal the portion
If the Contractowner dies prior to the
                                                        withdrawn, less (a) any applicable
Annuity Commencement Date, the entire
                                                        Contingent Deferred Sales Charge (“CDSC”),
interest in the Contract must be distributed
                                                        and (b) the Contract maintenance charge.
to the Beneficiary (a) within five years, or
(b) beginning within one year of death,                 Your request is effective on the date it is
under an annuity option that provides that              received in writing on our form in good
we will make annuity payments over a period             order at our Administrative Office and your
not longer than the life or life expectancy of          Accumulated Value less the requested
the Beneficiary. For Contracts purchased                amount will be determined based on the next
after May 1, 2004, if there are joint                   computed value of Accumulation Units. We
Contractowners, we will pay the Accumulated             may defer payment of the amount of a
Value when the first Contractowner dies.                withdrawal or surrender for a period of not
Upon the death of any joint Contractowner,              more than seven days. We may also delay
the surviving joint Contractowner will be               payment for the following reasons:
considered the primary Beneficiary. Any
designated Beneficiary will be treated as a                   we are unable to determine the amount
contingent Beneficiary, unless you instruct us          of the payment because the NYSE is closed
otherwise.                                              for trading or the SEC determines that a state
                                                        of emergency exists, or;
If the Contract is payable to (or for the
benefit of) the Contractowner's surviving                    for such other periods as the SEC may
spouse, we need not make any distribution.              by order permit for the protection of security
The surviving spouse may continue the                   holders.
Contract as the new Contractowner. If the               In the case of a partial withdrawal, unless
Contractowner is also the Annuitant, the                you direct us otherwise, the amount you
spouse has the right to become the Annuitant            request will be deducted from your
under the Contract. Likewise, if the Annuitant          Subaccounts on a pro rata basis in the
dies and the Contractowner is not a natural             proportions to which their values bear to the
person, the Annuitant's surviving spouse has            Accumulated Value of your Contract. The
the right to become the Contractowner and               amount remaining must be at least equal to
the Annuitant.                                          our minimum balance requirement
If the Beneficiary wishes to take the death             (currently $5,000). If you have less than
benefit as an annuity payout, then the                  $5,000 left in your Contract after a partial
Beneficiary must make such election and                 withdrawal, we have the right to cancel the
payments must begin within 60 days of the               Contract and pay you the balance of the
death. This is necessary to receive tax                 proceeds. This is an involuntary surrender,
treatment of annuity payments rather than               and is subject to any applicable Contract
the death benefit being treated for tax                 charges, CDSC, and annuity taxes.
purposes as a lump sum distribution in the              On a non-cumulative basis, you may make
year of the death.                                      partial withdrawals from the Contract during
                                                        any Contract Year up to the annual
                                                   16
withdrawal privilege amount of 10% of                     your Accumulated Value before the
purchase payments without incurring a                 Annuity Commencement Date;
CDSC. For information concerning CDSCs,
see “Financial Information: Contract                       the annuity option you select;
Charges.”                                                 the frequency and duration of annuity
THE ANNUITY PERIOD                                    payments;
Annuity Commencement Date                                  the sex and adjusted age (as defined in
Annuity payments begin on the Annuity                 the Contract) of the Annuitant and any Joint
Commencement Date you select when you                 Annuitant at the Annuity Commencement
buy the Contract. You may elect in writing to         Date; and
advance or defer the Annuity
Commencement Date, not later than 30 days                 in the case of a Variable Annuity
before the Annuity Commencement Date.                 Payment, the investment performance of the
                                                      Subaccounts you select.
We will commence annuity payments on the
first of the calendar month after the                 We apply the Accumulated Value on the
Annuitant’s 90th birthday, unless you select          Annuity Commencement Date, based on the
an earlier date.                                      annuity rates in your Contract, or more
                                                      favorable rates we may offer, reduced by any
If the Net Accumulated Value on the Annuity           applicable premium taxes not previously
Commencement Date is less than $2,000, we             deducted. You are then credited with a
may pay such value in one sum in lieu of              number of Annuity Units which remains the
annuity payments. If the net Accumulated              same for the payment period.
Value is $2,000 or more, but the Variable
Annuity Payments are estimated to be less             The Contract provides for the six annuity
than $20, we may change the frequency of              options described below:
annuity payments to intervals that will result        Option 1–Life Annuity. An annuity payable
in payments of at least $20.                          monthly during the lifetime of the Annuitant,
Annuity Options                                       ceasing with the last payment due before the
From the annuity options described below,             death of the Annuitant. If you elect this
you may elect to have the Net Accumulated             option, annuity payments terminate
Value applied at the Annuity Commencement             automatically and immediately on the death
Date to provide Fixed Annuity Payments,               of the Annuitant without regard to the
Variable Annuity Payments, or a combination           number or total amount of payments
thereof. You must make these elections in             received.
writing to us at our Administrative Office at         Option 2a–Joint and Survivor Life
least 30 days before the Annuity                      Annuity. An annuity payable monthly during
Commencement Date. In the absence of your             the joint lifetime of the Annuitant and the
election, we make Variable Annuity                    Joint Annuitant and continuing thereafter
Payments, beginning on the Annuity                    during the lifetime of the survivor, ceasing
Commencement Date under annuity option                with the last payment due before the death of
3. Option 3 is the basic annuity, a Life              the survivor.
Annuity with 120 Monthly Payments
Guaranteed. After the Annuity                         Option 2b–Joint and Two-Thirds to
Commencement Date, we allow no                        Survivor Life Annuity. An annuity payable
redemptions or changes among annuity                  monthly during the joint lifetime of the
payment options.                                      Annuitant and the Joint Annuitant and
                                                      continuing thereafter during the lifetime of
The material factors that determine the level         the survivor at an amount equal to two-thirds
of your annuity benefits are:                         of the joint annuity payment, ceasing with the
                                                 17
last payment due before the death of the                receive Due Proof of Death in writing at our
survivor.                                               Administrative Office. We multiply that value
                                                        by the excess, if any, of (a) over (b). For this
Option 2c–Joint and One-Half to Survivor
                                                        purpose, (a) is (i) the net Accumulated
Life Annuity. An annuity payable monthly
                                                        Value we allocate to each Subaccount and
during the joint lifetime of the Annuitant and
                                                        apply under the option at the Annuity
the Joint Annuitant and continuing thereafter
                                                        Commencement Date, divided by (ii) the
during the lifetime of the survivor at an
                                                        corresponding Annuity Unit value as of the
amount equal to one-half of the joint annuity
                                                        Annuity Commencement Date, and (b) is the
payment, ceasing with the last payment due
                                                        product of (i) the number of Annuity Units
before the death of the survivor.
                                                        applicable under the Subaccount
Under annuity options 2a, 2b and 2c, annuity            represented by each annuity payment and
payments terminate automatically and                    (ii) the number of annuity payments made.
immediately on the deaths of both the                   (For an illustration of this calculation, see
Annuitant and the Joint Annuitant without               Appendix II, Example A, in the SAI.)
regard to the number or total amount of
                                                        Assumed Investment Return
payments received.
                                                        We use a 3.5% assumed investment return to
Option 3–Life Annuity with 60, 120 or                   determine the amount of each Variable
240 Monthly Payments Guaranteed. An                     Annuity Payment. The first Variable Annuity
annuity payable monthly during the lifetime             Payment is based on the assumed investment
of the Annuitant, with the guarantee that if, at        return. Subsequent Variable Annuity
his or her death, payments have been made               Payments fluctuate based on the investment
for less than 60, 120 or 240 monthly                    performance of the Subaccounts you have
periods, as elected, we will continue to pay            chosen as compared to the assumed
to the Beneficiary any guaranteed payments              investment return. As a result, if the actual
during the remainder of the selected period             net investment return of the Subaccounts
and, if the Beneficiary dies after the                  equals 3.5%, the Variable Annuity Payments
Annuitant, we will pay the Beneficiary’s estate         will be level. If the actual net investment
the present value of the remainder of the               return of the Subaccounts is greater than
guaranteed payments. The present value of               3.5%, subsequent Variable Annuity Payments
the remaining payments is the discounted                will be higher than the initial payment. If it is
(or reduced) amount which would produce                 less than 3.5%, subsequent Variable Annuity
the total of the remaining payments assuming            Payments will be lower.
that the discounted amount grew at the
                                                        Death of Contractowner During Annuity
effective annual interest return assumed in
                                                        Period
the annuity tables of the Contract. The
                                                        If the death of the Contractowner occurs on
Beneficiary may also, at any time he or she is
                                                        or after the Annuity Commencement Date, we
receiving guaranteed payments, elect to have
                                                        will distribute the entire interest in the
us pay him or her the present value of the
                                                        Contract at least as rapidly as under the
remaining guaranteed payments in a lump
                                                        annuity option in effect on the date of death.
sum.
                                                        Death of Annuitant During Annuity Period
Option 4–Unit Refund Life Annuity. An
                                                        On receipt of Due Proof of Death of the
annuity payable monthly during the lifetime
                                                        Annuitant after annuity payments have begun
of the Annuitant, terminating with the last
                                                        under an annuity option, we make any
payment due before the death of the
                                                        remaining payments under the option to the
Annuitant. We make an additional annuity
                                                        Beneficiary as provided by the option.
payment to the Beneficiary equal to the
following: We take the Annuity Unit value of            Unless otherwise provided in the Beneficiary
the Subaccount(s) as of the date that we                designation, if no Beneficiary survives the
                                                   18
Annuitant, the proceeds will be paid in one
lump sum to the Contractowner, if living;
otherwise, to the Contractowner’s estate.
YOUR RIGHT TO CANCEL THE
CONTRACT
You may elect to cancel your Contract (a)
within ten days from the date your Contract
is delivered to you or (b) longer as
applicable state law requires. We will cancel
the Contract after we receive from you at our
Administrative Office (a) the Contract and
(b) a written request for cancellation. We
will pay you an amount equal to the sum of
(a) the difference between the purchase
payments made under the Contract and the
amount allocated to the Separate Account
under the Contract and (b) the Accumulated
Value of the Contract based on the next
computed value of the Accumulation Units
following receipt of your cancellation
request in good order.
The amount we refund to you upon
canceling the Contract may be more or less
than your initial purchase payment
depending on the investment results of the
Subaccount(s) to which you allocated
purchase payments. However, in states that
require a full refund of purchase payments
you will receive a full refund.




                                                19
FINANCIAL INFORMATION
 CDSC as a Percentage    Length of Time from         10% of purchase payments. You will be
 of Purchase Payments    Purchase Payment in         subject to a CDSC on any excess over this
       Withdrawn                Years
                                                     amount at the applicable CDSC percentage in
          7%                 Less than 1
                                                     the table. In calculating such a CDSC, we will
          6%                     1-2                 assume that the excess amount which you
          5%                     2-3                 are withdrawing is coming first from
          4%                     3-4                 purchase payments (which are subject to the
          3%                     4-5                 applicable CDSC) and then from any
          2%                     5-6                 Accumulated Value other than purchase
          1%                     6-7                 payments (which is not subject to any
          0%                 More than 7             CDSC). If you have made purchase payments
                                                     at different times, your purchase payments
CALCULATING VALUES                                   will be treated as being withdrawn in the
To calculate the Accumulation Unit or                order that we have received them (i.e., first-
Annuity Unit values, we must first determine         in, first-out).
the current value of the units in each
Subaccount. We do this for each day the              We will also not assess a CDSC:
values are calculated by determining the
                                                         in the event of the death of the
change in investment performance
                                                     Annuitant or the Contractowner,
(including Fund-related charges and any
dividends and distributions made by the                   if you apply the Accumulated Value to
Fund) from the last Business Day for each of         an annuity option under the Contract, or
the Funds. Then, daily charges are applied to
the Separate Account for each day since the               for withdrawals used to pay premium
last Business Day. Finally, we multiply the          taxes.
previous unit value by this result.                  Mortality and Expense Charge
CONTRACT EXPENSES                                    We impose a mortality and expense risk
Contingent Deferred Sales Charge                     charge. The mortality risk that we assume
We sell the Contract without an initial sales        arises from our obligation to continue to
charge. However, we deduct a CDSC from               make annuity payments to each Annuitant
the proceeds that we pay you on a partial            regardless of (a) how long that person lives
withdrawal or full surrender. The CDSC is a          and (b) how long all payees as a group live.
percentage of the amount that you withdraw           This assures an Annuitant that neither the
(not to exceed the aggregate amount of your          Annuitant's own longevity nor an
purchase payments). The CDSC percentage              improvement in life expectancy generally will
declines, in accordance with the table, from         have an adverse effect on the annuity
7% to 0% over a seven-year period from the           payments the Annuitant will receive under
date purchase payments are received to the           the Contract. We also assume a risk
date they are withdrawn. If you have made            associated with the guaranteed death benefit
purchase payments at different times, the            which we would pay in the event of death
CDSC on any one purchase payment will                during the Accumulation Period.
depend upon the length of time from our              In addition, we assume the risk that the
receipt of the payment to the time of its            charges for administrative expenses may not
withdrawal.                                          be adequate to cover such expenses. We will
You will not be charged a CDSC on partial            not increase the amount we charge for
withdrawals during any Contract year up to           administrative expenses. In consideration for
the annual withdrawal privilege amount of            assuming these mortality and expense risks,
                                                     we deduct an amount equal on an annual
                                                20
basis to 1.25% of the daily Accumulation                    begin receiving annuity payments.
Unit value of the Subaccounts.
                                                       We currently pay any premium taxes that are
We guarantee that we will not increase the             assessed. However, we reserve the right to
mortality and expense risk charge. If the              deduct such premium taxes in accordance
charge is insufficient to cover the actual cost        with the terms of your Contract. These taxes
of the mortality and expense risks, the loss           currently range up to 3.5% of purchase
will fall on us. Conversely, if the deductions         payments received by us.
prove more than sufficient, the excess will be
a profit to us. We can use any profits                 FEDERAL TAX INFORMATION
resulting to us from over-estimates of the             This section provides a general summary of
actual costs of the mortality and expense              the federal tax law as it pertains to the
risks for any business purpose, including the          Contract. We believe that the Contract will
payment of expenses of distributing the                qualify as a tax deferred annuity contract for
Contract. These profits will not remain in the         federal income tax purposes and the
Separate Account.                                      following summary assumes so. We do not
                                                       discuss state or local taxes, except as noted.
OTHER CHARGES                                          The law described herein could change,
Administrative Charge                                  possibly retroactively. We have the right to
We deduct an amount equal annually to                  modify the Contract in response to changes
0.15% of the daily net asset value of the              in the law that affect the favorable tax
Subaccounts for the expense of                         treatment for annuity owners. We do not
administering the Contract. This charge is to          offer this summary as tax advice, for which
compensate us for expenses involved in                 you should consult a qualified tax adviser.
administering the Contracts. If the actual
expenses exceed charges, we will bear the              Taxation of a Contract will depend, in part,
loss. We guarantee that we will not increase           on whether the Contract is purchased
the administrative charges.                            outside or inside of a qualified retirement
                                                       plan or an individual retirement account
Contract Maintenance Charge                            (“IRA”). Purchase payments to a Contract
We deduct a $30.00 contract maintenance                outside of a qualified plan or IRA (“non-
charge from the Accumulated Value on (a)               qualified”) are on an “after-tax” basis, so
the last Business Day of each Contract Year            you only pay income taxes on your earnings.
or (b) the date of surrender of the Contract,          Generally, these earnings are taxed when you
if earlier. This charge will not exceed 2% of          receive them from the Contract. The IRS has
the Accumulated Value. We make the charge              not reviewed the Contract for qualification as
against the Accumulated Value by                       an IRA.
proportionally reducing the number of
Accumulation Units held in each of your                When a non-natural person owns a non-
Subaccounts. We guarantee that we will not             qualified Contract, the annuity generally will
increase this charge. We also will not assess          not be treated as an annuity for tax purposes
this charge in any state that does not permit          and thus loses the benefit of tax deferral.
it.                                                    However, an annuity owned by a non-natural
                                                       person as agent for an individual will be
Premium Tax Charge                                     treated as an annuity for tax purposes.
Some states and municipalities assess
premium taxes or other fees at the time you            This summary assumes that the
either:                                                Contractowner is a natural person who is a
                                                       U.S. citizen and U.S. resident. The federal tax
     make purchase payments,                           law applicable to corporate taxpayers, non-
                                                       U.S. citizens, and non-U.S. residents may be
     withdraw or surrender, or                         different.
                                                  21
The following discussion assumes that a               investment in the Contract divided by (b) the
Contract has been purchased outside of an             number of expected payments.
IRA or qualified retirement plan (“qualified
contracts”). If a qualified contract is               The remaining portion of each payment, and
purchased, the tax treatment of purchase              all of the payments you receive after you
payments, annuity payments, surrenders and            recover your investment in the Contract, are
death benefits will be governed by the laws           fully taxable. If payments under a life annuity
applicable to IRAs and qualified plans.               stop because the Annuitant dies, there is an
However, generally, deductible or “before-            income tax deduction for any unrecovered
tax” purchase payments for qualified                  investment in the Contract.
contracts will be taxed when distributed              Withdrawals and Surrenders
from the Contract; the Contract is not                Before annuity payments begin, withdrawals
forfeitable; and Contract ownership may not           and surrenders are taxed as follows:
be transferred.
                                                            a partial withdrawal or total surrender
Purchase Payments                                     is taxed in the year of receipt to the extent
Your purchase payments are not deductible             that the Contract’s Accumulated Value
from your gross income for tax purposes.              exceeds the investment in the Contract (that
Increases in Accumulated Value                        is, on an “income first” basis); and
Generally, you pay no income tax on                         a penalty equal to 10% of the taxable
increases in your Contract’s Accumulated              distribution applies to distributions before
Value until there is a distribution from a            the taxpayer reaches age 59½, subject to
Contract. A distribution occurs when there is         certain exceptions.
a partial withdrawal or full surrender or
annuity payments begin.                               The 10% federal tax penalty is generally not
                                                      imposed on withdrawals that are:
Annuity Payments
Once annuity payments begin, you generally                 made on or after the death of a
will be taxed only on the investment gains            Contractowner;
you have earned and not on the amount of                   attributable to the taxpayer becoming
your purchase payments. As a result, a                disabled; or
portion of each payment is taxable as
ordinary income. The remaining portion is a                 made as part of a series of substantially
nontaxable recovery of your investment in             equal periodic payments for the life or life
the Contract. Generally, your investment in           expectancy of the tax payer or for the joint
the Contract equals the purchase payments             life or joint life expectancy of the taxpayer
you made, less any amounts you previously             and the spouse.
withdrew that were not taxable.                       If you receive systematic payments that you
For Fixed Annuity Payments, the tax-free              intend to qualify for the substantially equal
portion of each payment is determined by:             periodic payment exception, changes to your
                                                      systematic payments before you reach age
      dividing your investment in the Contract        59½ or within five years (whichever is later)
by the total amount you expect to receive out         after beginning your systematic payments will
of the Contract, and                                  result in the retroactive imposition of the
     multiplying the result by the amount of          10% tax penalty with interest. Other
the payment.                                          exceptions may apply under certain
                                                      circumstances. Special rules may also apply
For Variable Annuity Payments, the tax-free           to the exceptions noted above.
portion of each payment is (a) your

                                                 22
If the Contract was purchased as an                     Tax Withholding and Reporting
investment for profit, subject to certain rules,        The Internal Revenue Code generally
you may deduct any loss upon surrender of               requires us to withhold income tax from any
the Contract as an ordinary loss.                       Contract distribution, including a partial
                                                        withdrawal or total surrender or an annuity
For purposes of surrenders, the Internal
                                                        payment. The amount of withholding
Revenue Code treats all Contracts that we
                                                        depends, in part, on whether the payment is
issue to you in the same calendar year as a
                                                        "periodic" or "non-periodic."
single Contract.
                                                        For periodic payments (e.g., annuity
Death Benefits                                          payments), upon request we withhold from
Unlike the death benefit on a life insurance            the taxable portion of each payment based
policy, the death benefit paid on an annuity            on a payroll withholding schedule that
contract does not pass to the Beneficiary free          assumes a married recipient claiming three
of income taxes. Generally, a death benefit is          withholding exemptions. If you want us to
included in the income of the recipient as              withhold on a different basis, you must file
follows:                                                an appropriate withholding certificate with
      if distributed in a lump sum, it is taxed         us. For non-periodic payments (e.g.,
in the same manner as a surrender of the                distributions such as partial withdrawals),
Contract;                                               we generally withhold 10% of the taxable
                                                        portion of each payment.
     if distributed under an annuity payout
option, it is taxed in the same manner as               You may elect not to have the withholding
annuity payments.                                       rules apply. For periodic payments, your
                                                        election is effective for the calendar year for
The death benefit paid to a Beneficiary on a            which you file it with us, and for each
Contract is ordinary income to the                      subsequent year until you amend or modify
Beneficiary to the extent it exceeds the                it. For non-periodic payments, an election is
Contractowner’s investment in the Contract.             effective when you file it with us, but only for
The Beneficiary must pay taxes on this                  the payment to which it is applicable. We
amount at the Beneficiary’s tax rate.                   have to notify your recipients of your right to
Moreover, the death benefit may also be                 elect not to have taxes withheld.
taxed in the Contractowner’s estate unless
the Beneficiary is the spouse. If the                   The Internal Revenue Code generally
Beneficiary is not the spouse, the Beneficiary          requires us to report all payments to the
may be eligible for a special income tax                Internal Revenue Service.
deduction for a portion of the estate tax               Other Tax Issues
attributable to the death benefit.                      We are taxed as a “life insurance company”
Transfers, Assignments and Contract                     under the Internal Revenue Code. We do not
Exchanges                                               expect to incur any federal income tax as a
Transferring or assigning ownership of the              result of the earnings or realized capital
Contract, changing Annuity Commencement                 gains attributable to the Separate Account.
Dates or exchanging a Contract (unless the              Based upon this expectation, no charge is
exchange qualifies as a tax-free exchange               currently assessed against the Separate
under Section 1035 of the Internal Revenue              Account for such taxes. If we incur such
Code) may result in certain tax                         taxes in the future, we may assess a charge
consequences, such as income and gift taxes,            for such taxes against the Separate Account.
not explained in this prospectus.                       In order to be treated as an annuity contract
                                                        for federal income tax purposes, the
                                                        investments of the Subaccounts of the
                                                   23
Separate Account must be "adequately                     Contract would result in the Contractowner's
diversified" in accordance with Treasury                 being treated as the owner of the assets of
Department regulations. The investment                   the Contract. However, we do not know
adviser of the underlying Funds monitors the             whether additional guidance will be provided
portfolios to ensure that the diversification            by the IRS on this issue and what standards
requirements are met. If the Subaccounts                 may be contained in such guidance.
failed to satisfy these requirements, you                Therefore, we reserve the right to modify the
would be taxed on the earnings of the                    Contract as necessary to attempt to prevent a
Subaccount or Subaccounts in which you                   Contractowner from being considered the
were invested, unless your Contract was held             owner of a pro rata share of the assets of the
in an IRA or qualified plan. The tax would               Contract.
apply from the first quarter of the failure,
until we corrected the failure in conformity
with a Treasury Department procedure. This
is a risk that is common to all variable
annuity contracts.
Each of the Life Series Funds available under
this Contract sells its shares not only to the
Separate Account but also to other separate
accounts which fund variable life insurance
policies and variable annuity contracts. We
do not anticipate any disadvantage resulting
from this arrangement. However, it is
possible that a material conflict of interest
could arise between the interests of
Policyowners and Contractowners which
invested in the same Fund. If such a conflict
were to arise, we would take whatever steps
were necessary to protect the interests of
Policyowners and Contractowners, including
potentially substituting a different fund for
the Fund. It is also possible that the failure of
one separate account to comply with the tax
laws could cause all of the separate accounts
to lose their tax deferred status. This is a risk
that is common to many variable annuity
contracts and variable life insurance
policies.
Under certain circumstances, a
Contractowner's control of the investments
of the Separate Account may cause
the Contractowner, rather than us, to be
treated as the owner of the assets in the
Separate Account for tax purposes which
would result in the current taxation of the
income on those assets to the
Contractowner. Based upon existing IRS
guidance, we do not believe that the
ownership rights of a Contractowner under a
                                                    24
OTHER INFORMATION
VOTING RIGHTS                                        we held through a Subaccount or directly at
Because the Life Series Funds is not required        any Fund shareholders meeting for purposes
to have annual shareholder meetings,                 of determining a quorum.
Contractowners generally will not have an
                                                     We will determine the number of Fund
occasion to vote on matters that pertain to
                                                     shares held in a corresponding Subaccount
the Life Series Funds. In certain
                                                     that is attributable to each Contractowner as
circumstances, one or more of the Funds
                                                     follows:
may be required to hold a shareholders
meeting or may choose to hold one                         before the Annuity Commencement
voluntarily. For example, a Fund may not             Date, we divide the Subaccount’s
change fundamental investment policies               Accumulated Value by the net asset value of
without the approval of a majority vote of           one Fund share, and
that Fund’s shareholders in accordance with
the 1940 Act.                                              after the Annuity Commencement Date,
                                                     we divide the reserve held in the Subaccount
If a Fund holds a meeting at which                   for the variable annuity payment under the
shareholders are entitled to vote,                   Contract by the net asset value of one Fund
Contractowners would have an opportunity             share. As this reserve fluctuates, the number
to provide voting instructions for shares of         of votes fluctuates.
the Fund held by a Subaccount in which their
Contract invests. We would vote the shares of        We will determine the number of votes that a
any Fund held in a corresponding                     Contractowner has the right to cast as of the
Subaccount or directly, at any Fund                  record date established by the Life Series
shareholders meeting as follows:                     Funds.

     shares attributable to Contractowners           We will solicit instructions by written
for which we received instructions, would be         communication before the date of the
voted in accordance with the instructions;           meeting at which votes will be cast. We will
                                                     send meeting information and other
     shares attributable to Contractowners           materials relating to the Fund to each
for which we did not receive instructions,           Contractowner having a voting interest in a
would be voted in the same proportion that           Subaccount.
we voted shares held in the Subaccount for
which we received instructions; and                  The voting rights that we describe in this
                                                     prospectus are created under applicable
     shares not attributable to                      laws. If the laws eliminate the necessity to
Contractowners, would be voted in the same           submit such matters for approval by persons
proportion that we voted shares held in the          having voting rights in separate accounts of
Subaccount attributable to Contractowners            insurance companies or restrict such voting
for which we received instructions.                  rights, we reserve the right to proceed in
                                                     accordance with any such changed laws or
We will vote Fund shares that we hold                regulations. Specifically, we reserve the right
directly in the same proportion that we vote         to vote shares of any Fund in our own right,
shares held in any corresponding                     to the extent the law permits.
Subaccounts that are attributable to
Contractowners and for which we receive              PROCESSING TRANSACTIONS
instructions. However, we will vote our own          Generally, your transaction requests will be
shares as we deem appropriate where there            processed as of the Business Day on which
are no shares held in any Subaccount. We             we receive them, if we receive them in good
will present all the shares of any Fund that         order before the closing of business on the
                                                25
Business Day (generally 4:00 P.M., Eastern           from those in this prospectus. Your actual
Time). Otherwise, they will be processed as          Contract, with any endorsements,
of our next Business Day. To meet our                amendments and riders, is the controlling
requirements for processing transactions, we         document. We have the right to change the
may require that you use our forms.                  Contract to meet applicable state laws or
                                                     regulations.
RESERVATION OF RIGHTS
We also reserve the right to make certain            We offer the Contract in most states. Check
changes to the Contract, Separate Account or         with your registered representative for
Funds if we believe this would (a) best serve        availability in your state. The Contract is
the interests of the Contractowners and              offered continuously. Although we do not
annuity payee or (b) be appropriate in               anticipate discontinuing the offer of the
carrying out the purposes of the Contract.           Contract, we reserve the right to do so at any
We will make a change only as the law                time.
permits. When required, we will (a) obtain
the necessary Contractowner or regulatory
                                                     DISTRIBUTION OF THE CONTRACT
approval for any change and (b) notify               We sell the Contract solely through
Contractowners before making a change.               individuals who, in addition to being
                                                     licensed with us as insurance agents, are
For example, we may:                                 registered representatives of FIC, which is
                                                     one of our affiliates. FIC is a registered
     operate the Separate Account in any             broker-dealer under the Securities Exchange
form permitted by law;                               Act of 1934, and a member of the National
    add, delete, combine, or modify                  Association of Securities Dealers. FIC’s
Subaccounts of the Separate Account;                 executive offices are located at 110 Wall
                                                     Street, New York, NY 10005. We reserve the
     add, delete, or substitute for the Fund         right to sell the Contract directly.
shares held in any Subaccount, the shares of
any investment company or series thereof, or         Representatives are paid about 3% of the
any investment permitted by law;                     purchase payments made under the
                                                     Contract. Representatives may receive
     amend or obtain and continue any                additional amounts through compensation
exemptions under the Contract if required to         overrides, expense allowances, bonuses and
comply with the Code or any other                    training allowances. Representatives may
applicable federal or state law; or                  also qualify for non-cash compensation and
      make any necessary technical changes           awards based on productivity and
in the Contract in order to conform with any         persistency factors. We intend to recoup
of the above actions.                                commissions and other sales expenses
                                                     through fees and charges imposed under the
CONTRACT YEARS AND                                   Contract. Commissions paid on the Contract,
ANNIVERSARIES                                        including other incentives or payments, are
We measure Contract years and                        not charged directly to the Contractowners
anniversaries from the date the Contract is          or the Separate Account.
issued. Each Contract year will commence
on the anniversary of the issue date.                REPORTS
                                                     At least twice each year, we will send a
STATE VARIATIONS                                     report to you that contains financial
Where required by state law, there may be            information about the Funds as required by
variations in the Contract which are covered         applicable law. In addition, at least once
by a special form of the Contract for your           each year, we will send a statement that gives
State. Your Contract as a result may differ

                                                26
you financial information about your
Contract.
If several members of the same household
each own a Contract, we may send only one
such report or prospectus to that address,
unless you instruct us otherwise. You may
receive additional copies by calling or
writing us.
FINANCIAL STATEMENTS
The financial statements of First Investors
Life and for the Separate Account are in the
SAI.




                                               27
TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION
ITEM                                                                                                                                    PAGE
General Description ...................................................................................................................2
Services......................................................................................................................................3
Valuation....................................................................................................................................4
Other Information ......................................................................................................................5
Relevance of Financial Statements ..............................................................................................6
Appendices.................................................................................................................................7
Financial Statements.................................................................................................................12




SEC file number:
Separate Account D: 333-26341/811-08205




                                                                     28
To: First Investors Life Insurance Company
Raritan Plaza 1
Edison, New Jersey 08837

                      Request for Statement of
                       Additional Information

I would like to receive a current copy of the following:
(check all appropriate boxes below)

     The Statement of Additional Information for First Investors Life
Variable Annuity Fund C (Separate Account C) and First Investors
Life Variable Annuity Fund D (Separate Account D).

     The Statement of Additional Information for First Investors Life
Series Funds.

From:
                          (name)

Contract number:
Address:



Phone number:
    Check if this is a change of address.




                                         29
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                30
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                31
 Life Series Funds

                                              TICKER SYMBOLS
Blue Chip                                               --
Cash Management                                         --
Discovery                                               --
Government                                              --
Growth & Income                                         --
High Yield                                              --
International                                           --
Investment Grade                                        --
Select Growth                                           --
Target Maturity 2010                                    --
Target Maturity 2015                                    --
Value                                                   --


The Securities and Exchange Commission has not approved or disapproved
these securities or passed upon the accuracy or adequacy of this prospectus.
Any representation to the contrary is a criminal offense.


 THE DATE OF THIS PROSPECTUS IS MAY 1, 2010
CONTENTS

THE FUNDS SUMMARY SECTION .............................................................................................. 1
     Blue Chip Fund .................................................................................................................. 1
     Cash Management Fund ..................................................................................................... 4
     Discovery Fund .................................................................................................................. 7
     Government Fund............................................................................................................. 10
     Growth & Income Fund.................................................................................................... 13
     High Yield Fund ............................................................................................................... 16
     International Fund ........................................................................................................... 19
     Investment Grade Fund .................................................................................................... 23
     Select Growth Fund .......................................................................................................... 26
     Target Maturity 2010 ....................................................................................................... 30
     Target Maturity 2015 ....................................................................................................... 33
     Value Fund ....................................................................................................................... 36
     Other Important Information ........................................................................................... 39

THE FUNDS IN GREATER DETAIL ........................................................................................... 40
   Blue Chip Fund ................................................................................................................ 41
     Cash Management Fund ................................................................................................... 43
     Discovery Fund ................................................................................................................ 45
     Government Fund............................................................................................................. 47
     Growth & Income Fund.................................................................................................... 49
     High Yield Fund ............................................................................................................... 51
     International Fund ........................................................................................................... 53
     Investment Grade Fund .................................................................................................... 56
     Select Growth Fund .......................................................................................................... 59
     Target Maturity 2010 Fund .............................................................................................. 61
     Target Maturity 2015 Fund .............................................................................................. 63
     Value Fund ....................................................................................................................... 65

FUND MANAGEMENT IN GREATER DETAIL ............................................................................ 67

SHAREHOLDER INFORMATION .............................................................................................. 71
   How and when do the Funds price their shares? ............................................................. 71
     How do I buy and sell shares?.......................................................................................... 72
     Can I exchange my shares for the shares of other First Investors Funds? ........................ 72
     What are the Funds’ policies on frequent trading in the shares of the Funds? ................. 72
     What about dividends and capital gain distributions? ...................................................... 73
     What about taxes? ............................................................................................................ 73
     Mixed and Shared Funding .............................................................................................. 74

FINANCIAL HIGHLIGHTS......................................................................................................... 75

  Blue Chip Fund                                                     International Fund
  Cash Management Fund                                               Investment Grade Fund
  Discovery Fund                                                     Select Growth Fund
  Government Fund                                                    Target Maturity 2010 Fund
  Growth & Income Fund                                               Target Maturity 2015 Fund
  High Yield Fund                                                    Value Fund
THE FUNDS SUMMARY SECTION

BLUE CHIP FUND

Investment Objective: The Fund seeks high total investment return.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                         0.75%
 Distribution and Service (12b-1) Fees                                                   0.00%
 Other Expenses                                                                          0.09%
 Total Annual Fund Operating Expenses                                                    0.84%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Blue Chip Fund                                $86           $268           $466         $1,037




                                                 1
Portfolio Turnover: The Fund pays                       Market Risk. Stock prices may decline over
transaction costs, such as commissions, when            short or even extended periods not only
it buys and sells securities (or “turns over” its       because of company-specific developments but
portfolio). A higher portfolio turnover may             also due to an economic downturn, a change
indicate higher transaction costs. These costs,         in interest rates or a change in investor
which are not reflected in annual fund                  sentiment. While Blue Chip companies are
operating expenses or in the example, affect            generally well-established companies, their
the Fund’s performance. During the most                 stocks may fluctuate substantially in price. At
recent fiscal year, the Fund’s portfolio                times, the stocks of large, well-established
turnover rate was 15% of the average value of           companies may underperform stocks of
its whole portfolio.                                    smaller companies.
Principal Investment Strategies: Under                  While the Fund generally attempts to stay
normal circumstances, the Fund will invest at           broadly diversified, it may emphasize certain
least 80% of its net assets in common stocks of         industry sectors based upon economic and
“Blue Chip” companies. The Fund defines                 market conditions. The Fund’s performance
“Blue Chip” companies as large, well-                   could be adversely affected if these industry
established companies that have market                  sectors perform worse than expected.
capitalizations of greater than $5 billion.
                                                        Security Selection Risk. Securities selected
The Fund uses fundamental research to select            by the portfolio manager may perform
stocks of companies that it believes have               differently than the overall market or may not
attractive valuations and growth potential              meet the portfolio manager’s expectations.
within their respective sectors and industries.
Security selection is based on a variety of             Performance: The following bar chart and
factors including: the strength of a company’s          table provide some indication of the risks of
balance sheet; its record of earnings growth;           investing in the Fund. The bar chart shows
and its competitive position. The Fund                  changes in the Fund’s performance from year
attempts to stay broadly diversified but it may         to year for Class A shares. The table shows
emphasize certain industry sectors based on             how the Fund’s average annual returns for 1,
economic and market conditions.                         5, and 10 years compare to those of a broad
                                                        measure of market performance. The Fund’s
The Fund may sell a security if it becomes fully        past performance is not necessarily an
valued, its fundamentals have deteriorated,             indication of how the Fund will perform in the
alternative investments become more attractive          future.
or if it is necessary to rebalance the portfolio.
                                                        The bar chart and table do not reflect fees and
Principal Risks: You can lose money by                  expenses that may be deducted by the variable
investing in the Fund. The likelihood of a loss         annuity contract or variable life insurance
is greater if you invest for a short period of          policy through which you invest. If they were
time. Here are the principal risks of investing         included, the returns would be less than those
in the Blue Chip Fund:                                  shown.




                                                    2
                Total Annual Returns for Calendar Years Ended December 31
       40
                                             26.19%
       30
                                                                                                          21.61%
                                                                            14.49%
       20
                                                        7.37% 4.34%                   4.21%
       10
        0
      -10
             -5.75%
      -20
                      -19.27%
      -30
                                -25.80%                                                        -32.08%
      -40
              2000      2001       2002      2003      2004       2005      2006       2007      2008      2009

During the periods shown, the highest quarterly return was 14.60% (for the quarter ended June 30, 2003) and the lowest
quarterly return was -19.45% (for the quarter ended December 31, 2008).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                               5 Years      10 Years
Blue Chip Fund                                           21.61%                                0.56%        -2.37%
S&P 500 Index                                            26.46%                                0.42%        -0.95%
(reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors
Management Company, Inc. is the Fund’s
investment adviser.
Portfolio Manager: Matthew S. Wright has
served as Portfolio Manager of the Fund since
2005.
Other Important Information About The
Fund: For important information about the
Purchase and Sale of Fund Shares and Tax
Information, please refer to the section “Other
Important Information” on page 39 of this
prospectus.




                                                           3
CASH MANAGEMENT FUND

Investment Objective: The Fund seeks to earn a high rate of current income consistent with the
preservation of capital and maintenance of liquidity.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.23%
 Total Annual Fund Operating Expenses                                                   0.98%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Cash Management Fund                          $100          $312           $542         $1,201




                                                 4
Principal Investment Strategies: The Fund                 decline. This could cause the Fund’s NAV to
invests primarily in high-quality money market            decline below $1.00 per share.
instruments that are determined by the Fund’s
Adviser to present minimal credit risk,                   Liquidity Risk. The Fund may be unable to
including but not limited to commercial paper,            sell a security promptly and at an acceptable
short-term corporate bonds and notes, floating            price, which could have the effect of
and variable rate notes and short-term                    decreasing the overall level of the Fund’s
obligations of U.S. Government-sponsored                  liquidity.
enterprises (some of which are not backed by              Yield Risk. The yields received by the Fund on
the full faith and credit of the U.S.
                                                          its investments will decline as interest rates
Government).
                                                          decline.
The Fund’s portfolio is managed to meet
                                                          An investment in the Fund is not a bank
regulatory requirements that permit the Fund
                                                          deposit and is not insured or guaranteed by
to maintain a stable net asset value (“NAV”) of
                                                          the Federal Deposit Insurance Corporation
$1.00 per share. These include requirements
                                                          or any other government agency. Although
relating to the credit quality, maturity, liquidity
                                                          the Fund seeks to preserve the value of your
and diversification of the Fund’s investments.
                                                          investment at $1.00 per share, it is possible
In buying and selling securities, the Fund will           to lose money by investing in the Fund.
consider ratings assigned by ratings services as
well as its own credit analysis.                          Performance: The following bar chart and
                                                          table provide some indication of the risks of
Principal Risks: Although the Fund tries to               investing in the Fund. The bar chart shows
maintain a $1.00 share price, it may not be               changes in the Fund’s performance from year
able to do so. It is therefore possible to lose           to year for Class A shares. The table shows the
money by investing in the Fund. Here are the              Fund’s average annual returns for 1, 5, and 10
principal risks of investing in the Cash                  years. The Fund’s past performance is not
Management Fund:                                          necessarily an indication of how the Fund will
                                                          perform in the future.
Credit Risk. There is a risk that the value of a
money market instrument will decline if there             The bar chart and table do not reflect fees and
is a default by or a deterioration in the credit          expenses that may be deducted by the variable
quality of the issuer or a provider of a credit           annuity contract or variable life insurance
enhancement or demand feature. This could                 policy through which you invest. If they were
cause the Fund’s NAV to decline below $1.00               included, the returns would be less than those
per share.                                                shown.

Credit risk also applies to securities issued by
U.S. Government-sponsored enterprises that
are not backed by the full faith and credit of
the U.S. Government. These securities are
supported solely by the credit of the issuing
agency, instrumentality or corporation.
Interest Rate Risk. Like the values of other
debt instruments, the market values of money
market instruments are affected by changes in
interest rates. When interest rates rise, the
market values of money market instruments


                                                      5
                Total Annual Returns for Calendar Years Ended December 31

     7
           5.92%
     6
                                                                                     4.62%
     5                                                                    4.35%
                     3.77%
     4
                                                               2.44%
     3
                                                                                               2.03%
     2
                                1.22%
                                          0.54% 0.71%
     1
                                                                                                          0.17%
     0
           2000       2001       2002      2003       2004      2005       2006      2007       2008      2009


During the periods shown, the highest quarterly return was 1.52% (for the quarter ended September 30, 2000) and the
lowest quarterly return was 0.00% (for the quarter ended December 31, 2009).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                        1 Year 5 Years                                   10 Years
 Cash Management Fund                                   0.17%    2.71%                                    2.56%


Investment Adviser: First Investors
Management Company, Inc. is the Fund’s
investment adviser.
Other Important Information About The
Fund: For important information about the
Purchase and Sale of Fund Shares and Tax
Information, please refer to the section “Other
Important Information” on page 39 of this
prospectus.




                                                           6
DISCOVERY FUND

Investment Objective: The Fund seeks long-term growth of capital.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.09%
 Total Annual Fund Operating Expenses                                                   0.84%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Discovery Fund                                $86           $268           $466         $1,037




                                                 7
Portfolio Turnover: The Fund pays                       Market Risk. Stock prices may decline over
transaction costs, such as commissions, when            short or even extended periods not only
it buys and sells securities (or “turns over” its       because of company-specific developments but
portfolio). A higher portfolio turnover may             also due to an economic downturn, a change
indicate higher transaction costs. These costs,         in interest rates or a change in investor
which are not reflected in annual fund                  sentiment.
operating expenses or in the example, affect
the Fund’s performance. During the most                 Small-Size and Mid-Size Company Risk. The
recent fiscal year, the Fund’s portfolio                market risk associated with the securities of
turnover rate was 66% of the average value of           small- and mid-size companies is generally
its whole portfolio.                                    greater than that associated with securities of
                                                        larger companies because such securities tend
Principal Investment Strategies: The Fund               to experience sharper price fluctuations than
primarily invests in common stocks of smaller           those of larger companies. At times, it may be
companies that have a new product or service,           difficult for the Fund to sell securities of small-
are in a position to benefit from some change           to-mid-size companies at reasonable prices.
in the economy, industry transformation, new
law, new regulation or new technology, or are           Undervalued Security Risk. The Fund seeks
experiencing some other “special situation”             to invest in stocks that are undervalued and
that makes them undervalued relative to their           that will rise in value due to anticipated events
long-term potential. The Fund may also invest           or changes in investor perceptions. If these
in stocks of mid-size or large companies. The           events do not occur, or investor perceptions
Fund may also emphasize certain industry                about the securities do not improve, the
sectors based on economic and market                    market price of these securities may not rise
conditions.                                             as expected or may fall.

In selecting stocks, the Fund relies on                 Sector Risk. The Fund will face a greater risk
fundamental and quantitative analysis to                of loss due to factors affecting a single sector
identify small-size company stocks with                 or industry than if the Fund always maintained
attractive growth prospects due to a special            wide diversity among the sectors and
situation. The Fund seeks to invest in                  industries in which it invests.
companies with improving business
                                                        Security Selection Risk. Securities selected
fundamentals, strong market shares for their
products or services and/or strong                      by the portfolio manager may perform
                                                        differently than the overall market or may not
management. The Fund may sell a stock if it
                                                        meet the portfolio manager’s expectations.
becomes fully valued, it appreciates in value to
the point that it is no longer a small company          Performance: The following bar chart and
stock, its fundamentals have deteriorated or            table provide some indication of the risks of
alternative investments become more                     investing in the Fund. The bar chart shows
attractive.                                             changes in the Fund’s performance from year
Principal Risks: You can lose money by                  to year for Class A shares. The table shows
investing in the Fund. The likelihood of a loss         how the Fund’s average annual returns for 1,
                                                        5, and 10 years compare to those of a broad
is greater if you invest for a short period of
                                                        measure of market performance. The Fund’s
time. Here are the principal risks of investing
in the Discovery Fund:                                  past performance is not necessarily an
                                                        indication of how the Fund will perform in the
                                                        future.




                                                    8
The bar chart and table do not reflect fees and
expenses that may be deducted by the variable
annuity contract or variable life insurance
policy through which you invest. If they were
included, the returns would be less than those
shown.


                Total Annual Returns for Calendar Years Ended December 31
      50
                                            39.24%
      40
                                                                                                           30.77%
      30
                                                                            22.51%
      20
                                                      12.78% 5.14%                    6.62%
      10
       0
             -0.22%
     -10
     -20
                      -21.12%
     -30
                                -27.11%                                                         -33.25%
     -40
             2000       2001      2002       2003      2004       2005       2006      2007       2008      2009

During the periods shown, the highest quarterly return was 23.09% (for the quarter ended June 30, 2001) and the lowest
quarterly return was -27.16% (for the quarter ended March 31, 2001).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                              5 Years       10 Years
Discovery Fund                                           30.77%                               3.69%         0.77%
Russell 2000 Index                                       27.17%                               0.51%         3.51%
(reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors                             Other Important Information About The
Management Company, Inc. is the Fund’s                          Fund: For important information about the
investment adviser and Paradigm Capital                         Purchase and Sale of Fund Shares and Tax
Management, Inc. (“Paradigm Capital                             Information, please refer to the section “Other
Management”) serves as subadviser of the                        Important Information” on page 39 of this
Fund.                                                           prospectus.
Portfolio Manager: Jonathan S. Vyorst,
Senior Vice President, and Jason V. Ronovech,
CFA and Vice President, of Paradigm Capital
Management, have served as Co-Portfolio
Managers of the Fund since 2007.




                                                           9
GOVERNMENT FUND

Investment Objective: The Fund seeks to achieve a significant level of current income which is
consistent with security and liquidity of principal.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.20%
 Total Annual Fund Operating Expenses                                                   0.95%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Government Fund                               $97           $303           $525         $1,166




                                                 10
Portfolio Turnover: The Fund pays                        Principal Risks: You can lose money by
transaction costs, such as commissions, when             investing in the Fund. The likelihood of a loss
it buys and sells securities (or “turns over” its        is greater if you invest for a short period of
portfolio). A higher portfolio turnover may              time. While the Fund invests in securities that
indicate higher transaction costs. These costs,          are issued or guaranteed by the U.S.
which are not reflected in annual fund                   Government, its agencies or instrumentalities,
operating expenses or in the example, affect             your investment in the Fund is not insured or
the Fund’s performance. During the most                  guaranteed by the U.S. Government. Here are
recent fiscal year, the Fund’s portfolio                 the principal risks of investing in the
turnover rate was 51% of the average value of            Government Fund:
its whole portfolio.
                                                         Interest Rate Risks. In general, when interest
Principal Investment Strategies: Under                   rates rise, the market value of a debt security
normal circumstances, the Fund invests at                declines, and when interest rates decline, the
least 80% of its net assets in securities issued         market value of a debt security increases.
or guaranteed as to payment of principal and             Securities with longer maturities are generally
interest by the U.S. Government, its agencies or         more sensitive to interest rate changes.
instrumentalities (“U.S. Government
Securities”).                                            To the extent the Fund invests in mortgage-
                                                         backed securities, the Fund is subject to not
U.S. Government Securities include U.S.                  only general interest rate risk but also to
Treasury obligations, securities that are issued         prepayment and extension risk. Specifically,
or guaranteed by the U.S. Government, and                changes in loan prepayment rates can affect
securities that are issued or guaranteed by              the Fund’s yield and sensitivity to changes in
agencies or instrumentalities that are                   interest rates.
sponsored by Congress but whose securities
are not guaranteed by the U.S. Government.               Credit Risk. This is the risk that an issuer of
U.S. Government Securities include mortgage-             bonds will be unable to pay interest or
backed securities that are issued or                     principal when due. The prices of bonds are
guaranteed by U.S. Government agencies or                affected by the credit quality of the issuer and,
instrumentalities.                                       in the case of mortgage-backed securities, the
                                                         credit quality of the underlying mortgages.
The Fund generally makes investment                      Credit risk applies to securities issued or
decisions based on its assessment of interest            guaranteed by U.S. Government-sponsored
rates, economic and market conditions, and               enterprises that are not supported by the full
the relative values of different types of U.S.           faith and credit of the U.S. Government.
Government securities. In selecting
investments, the Fund considers, among other             Security Selection Risk. Securities selected
factors, maturity, yield, relative value and, in         by the portfolio manager may perform
the case of mortgage-backed securities,                  differently than the overall market or may not
coupon and weighted average maturity. The                meet the portfolio manager’s expectations.
Fund will usually sell an investment when there
are changes in the interest rate environment
that are adverse to the investment.




                                                    11
Performance: The following bar chart and                        The bar chart and table do not reflect fees and
table provide some indication of the risks of                   expenses that may be deducted by the variable
investing in the Fund. The bar chart shows                      annuity contract or variable life insurance
changes in the Fund’s performance from year                     policy through which you invest. If they were
to year for Class A shares. The table shows                     included, the returns would be less than those
how the Fund’s average annual returns for 1,                    shown.
5, and 10 years compare to those of a broad
measure of market performance. The Fund’s
past performance is not necessarily an
indication of how the Fund will perform in the
future.

                Total Annual Returns for Calendar Years Ended December 31

     15

           10.54%
                      8.98%
     10
                                7.79%
                                                                                     6.55% 6.93%
                                                                           3.80%                          4.28%
       5
                                           3.18%      3.62%
                                                                2.54%


       0
             2000      2001       2002      2003      2004       2005      2006       2007      2008       2009


During the periods shown, the highest quarterly return was 4.20% (for the quarter ended September 30, 2001) and the
lowest quarterly return was -0.91% (for the quarter ended June 30, 2008).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                              5 Years      10 Years
Government Fund                                          4.28%                                4.81%        5.79%
BofA Merrill Lynch GNMA Master Index                     5.37%                                5.57%        6.38%
(reflects no deduction for fees, expenses or taxes)
Citigroup Government/Mortgage Index                      1.63%                               5.35%          6.35%
(reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors                             Other Important Information About The
Management Company, Inc. is the Fund’s                          Fund: For important information about the
investment adviser.                                             Purchase and Sale of Fund Shares and Tax
                                                                Information, please refer to the section “Other
Portfolio Manager: Clark D. Wagner,                             Important Information” on page 39 of this
Director of Fixed Income, has served as the                     prospectus.
Portfolio Manager of the Fund since 1995.




                                                          12
GROWTH & INCOME FUND

Investment Objective: The Fund seeks long-term growth of capital and current income.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.09%
 Total Annual Fund Operating Expenses                                                   0.84%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Growth & Income Fund                          $86           $268           $466         $1,037




                                                 13
Portfolio Turnover: The Fund pays                        Market Risk. Stock prices may decline over
transaction costs, such as commissions, when             short or even extended periods not only
it buys and sells securities (or “turns over” its        because of company-specific developments but
portfolio). A higher portfolio turnover may              also due to an economic downturn, a change
indicate higher transaction costs. These costs,          in interest rates or a change in investor
which are not reflected in annual fund                   sentiment. While dividend-paying stocks are
operating expenses or in the example, affect             generally considered less volatile than other
the Fund’s performance. During the most                  stocks, there can be no guarantee that the
recent fiscal year, the Fund’s portfolio                 Fund’s overall portfolio will be less volatile
turnover rate was 25% of the average value of            than the general stock market.
its whole portfolio.
                                                         Small-Cap and Mid-Cap Risk. The market
Principal Investment Strategies: The Fund                risk associated with small-cap and mid-cap
primarily invests in common stocks that offer            stocks is generally greater than that associated
the potential for capital growth, current                with large-cap stocks because such stocks
income or both. The Fund generally seeks to              tend to experience sharper price fluctuations
invest in common stocks of large-, mid-, and             than large-cap stocks. At times, it may be
small-cap companies that have a history of               difficult for the Fund to sell small-to-mid-cap
paying dividends. When the Fund cannot                   stocks at reasonable prices.
identify dividend-paying stocks that it finds
attractive, it may invest in non-dividend-paying         Dividend Risk. At times, the Fund may not be
stocks.                                                  able to identify dividend-paying stocks that are
                                                         attractive investments. The income received by
The Fund generally uses a “bottom-up”                    the Fund will also fluctuate due to the amount
approach to selecting investments. This means            of dividends that companies elect to pay. The
that the Fund generally identifies potential             Fund may not have sufficient income to pay its
investments through fundamental research and             shareholders regular dividends.
analysis and thereafter focuses on other issues,
such as economic trends, interest rates,                 Security Selection Risk. Securities selected
industry diversification and market                      by the portfolio manager may perform
capitalization. In deciding whether to buy or            differently than the overall market or may not
sell securities, the Fund considers, among               meet the portfolio manager’s expectations.
other things, the issuer’s financial strength,
                                                         Performance: The following bar chart and
management, earnings growth or potential
                                                         table provide some indication of the risks of
earnings growth and history (if any) of paying
                                                         investing in the Fund. The bar chart shows
dividends.
                                                         changes in the Fund’s performance from year
The Fund may sell a security if it becomes fully         to year for Class A shares. The table shows
valued, its fundamentals have deteriorated,              how the Fund’s average annual returns for 1,
alternative investments become more attractive           5, and 10 years compare to those of a broad
or if it is necessary to rebalance the portfolio.        measure of market performance. The Fund’s
                                                         past performance is not necessarily an
Principal Risks: You can lose money by                   indication of how the Fund will perform in the
investing in the Fund. The likelihood of a loss          future.
is greater if you invest for a short period of
time. Here are the principal risks of investing          The bar chart and table do not reflect fees and
in the Growth & Income Fund:                             expenses that may be deducted by the variable
                                                         annuity contract or variable life insurance
                                                         policy through which you invest. If they were
                                                         included, the returns would be less than those
                                                         shown.
                                                    14
Prior to October 18, 2006, the Fund was
known as the Growth Fund and was managed
pursuant to a different strategy. The Fund’s
performance likely would have been different
had it been following its current investment
policies and investment strategies.


                Total Annual Returns for Calendar Years Ended December 31
      40
                                           29.18%                                                        28.05%
      30
                                                                          14.35%
      20
                                                      10.77% 7.20%
      10
             0.03%                                                                    1.98%
        0

     -10
                      -13.36%
     -20
                                 -22.24%
     -30
                                                                                               -35.22%
     -40
              2000      2001       2002      2003      2004       2005      2006       2007      2008       2009

During the periods shown, the highest quarterly return was 17.42% (for the quarter ended June 30, 2009) and the lowest
quarterly return was -22.33% (for the quarter ended December 31, 2008).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                               5 Years      10 Years
Growth & Income Fund                                     28.05%                                0.73%        0.00%
S&P 500 Index                                            26.46%                                0.42%        -0.95%
(reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors
Management Company, Inc. is the Fund’s
investment adviser.
Portfolio Manager: Edwin D. Miska, Director
of Equities, has served as Portfolio Manager of
the Fund since 2006.
Other Important Information About The
Fund: For important information about the
Purchase and Sale of Fund Shares and Tax
Information, please refer to the section “Other
Important Information” on page 39 of this
prospectus.



                                                          15
HIGH YIELD FUND

Investment Objective: The Fund seeks high current income.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.15%
 Total Annual Fund Operating Expenses                                                   0.90%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 High Yield Fund                               $92           $287           $498         $1,108




                                                 16
Portfolio Turnover: The Fund pays                        Market Risk. The entire high yield bond
transaction costs, such as commissions, when             market can experience sharp price swings due
it buys and sells securities (or “turns over” its        to a variety of factors, including changes in
portfolio). A higher portfolio turnover may              economic forecasts, stock market volatility,
indicate higher transaction costs. These costs,          large sustained sales of high yield bonds by
which are not reflected in annual fund                   major investors, high-profile defaults or the
operating expenses or in the example, affect             market’s psychology. This degree of volatility
the Fund’s performance. During the most                  in the high yield market is usually associated
recent fiscal year, the Fund’s portfolio                 more with stocks than bonds.
turnover rate was 102% of the average value of
its whole portfolio.                                     Interest Rate Risk. In general, when interest
                                                         rates rise, the market value of a debt security
Principal Investment Strategies: The Fund                declines, and when interest rates decline, the
primarily invests in high yield, below                   market value of a debt security increases.
investment grade corporate bonds (commonly
known as “high yield” or “junk bonds”). High             Liquidity Risk. High yield debt securities tend
yield bonds include both bonds that are rated            to be less liquid than higher quality debt
below Baa by Moody’s Investors Service, Inc.             securities, meaning that it may be difficult to
or below BBB by Standard & Poor’s Ratings                sell high yield debt securities at a reasonable
Services as well as unrated bonds that are               price.
determined by the Fund to be of equivalent
                                                         Security Selection Risk. Securities selected
quality. High yield bonds generally provide
                                                         by the portfolio manager may perform
higher income than investment grade bonds to
                                                         differently than the overall market or may not
compensate investors for their higher risk of
                                                         meet the portfolio manager’s expectations.
default (i.e., failure to make required interest
or principal payments).                                  Performance: The following bar chart and
                                                         table provide some indication of the risks of
Although the Fund will consider ratings
                                                         investing in the Fund. The bar chart shows
assigned by ratings agencies in selecting high
                                                         changes in the Fund’s performance from year
yield bonds, it relies principally on its own
                                                         to year for Class A shares. The table shows
research and investment analysis. The Fund
                                                         how the Fund’s average annual returns for 1,
may sell a bond when it shows deteriorating
                                                         5, and 10 years compare to those of a broad
fundamentals or it falls short of the portfolio
                                                         measure of market performance. The Fund’s
manager’s expectations. It may also decide to
                                                         past performance is not necessarily an
continue to hold a bond (or related securities)
                                                         indication of how the Fund will perform in the
after a default.
                                                         future.
Principal Risks: You can lose money by
                                                         The bar chart and table do not reflect fees and
investing in the Fund. The likelihood of a loss
                                                         expenses that may be deducted by the variable
is greater if you invest for a short period of
                                                         annuity contract or variable life insurance
time. Here are the principal risks of investing
                                                         policy through which you invest. If they were
in the High Yield Fund:
                                                         included, the returns would be less than those
Credit Risk. This is the risk that an issuer of          shown.
bonds and other debt securities will be unable
                                                         On April 24, 2009, Muzinich & Co., Inc.
to pay interest or principal when due. High
                                                         (“Muzinich”) became the Fund’s subadviser.
yield bonds and other types of high yield debt
                                                         Therefore, the performance shown for the
securities have greater credit risk than higher
                                                         Fund is not necessarily reflective of how the
quality debt securities because the companies
                                                         Fund will perform in the future.
that issue them are not as financially strong as
companies with investment grade ratings.
                                                    17
                 Total Annual Returns for Calendar Years Ended December 31
   40
                                                                                                             35.15%

   30                                      26.14%

   20

                                                      9.94%                 9.77%
   10
                               2.25%
                                                                 0.41%                  1.06%
    0

                    -3.47%
  -10
         -6.36%
  -20

                                                                                                  -25.86%
  -30
          2000        2001       2002       2003       2004       2005       2006        2007       2008       2009

During the periods shown, the highest quarterly return was 15.22% (for the quarter ended June 30, 2009) and the lowest
quarterly return was -19.03% (for the quarter ended December 31, 2008).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                           1 Year                            5 Years       10 Years
High Yield Fund                                            35.15%                             2.22%         3.65%
Credit Suisse High Yield Index II                          54.22%                             5.99%         7.07%
(reflects no deduction for fees, expenses or taxes)
BofA Merrill Lynch BB-B US Cash Pay High Yield Constrained 45.98%                             5.50%          6.37%
Index (reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors                             Other Important Information About The
Management Company, Inc. is the Fund’s                          Fund: For important information about the
investment adviser and Muzinich serves as the                   Purchase and Sale of Fund Shares and Tax
Fund’s subadviser.                                              Information, please refer to the section “Other
                                                                Important Information” on page 39 of this
Portfolio Manager: The Fund has been                            prospectus.
managed by Muzinich by a team of investment
professionals since 2009, who have active
roles in managing the Fund. John Ingallinera
serves as Senior Portfolio Manager, and
Dennis V. Dowden, Wendy L. Nickerson and
Clinton Comeaux serve as Portfolio Managers
of the Fund. Each investment professional has
served as a Portfolio Manager of the Fund
since 2009.




                                                          18
INTERNATIONAL FUND

Investment Objective: The Fund primarily seeks long-term capital growth.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.26%
 Total Annual Fund Operating Expenses                                                   1.01%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 International Fund                            $103          $322           $558         $1,236




                                                 19
Portfolio Turnover: The Fund pays                        In making sell decisions, the subadviser
transaction costs, such as commissions, when             considers, among other things, whether a
it buys and sells securities (or “turns over” its        security’s price target has been met, whether
portfolio). A higher portfolio turnover may              there has been an overvaluation of the issuer
indicate higher transaction costs. These costs,          by the market, whether there has been a clear
which are not reflected in annual fund                   deterioration of future earnings power and
operating expenses or in the example, affect             whether, in the subadviser’s opinion, there has
the Fund’s performance. During the most                  been a loss of long-term competitive
recent fiscal year, the Fund’s portfolio                 advantage.
turnover rate was 53% of the average value of
its whole portfolio.                                     Principal Risks: You can lose money by
                                                         investing in the Fund. The likelihood of a loss
Principal Investment Strategies: The Fund                is greater if you invest for a short period of
invests in a portfolio of common stocks and              time. Here are the principal risks of investing
other equity securities of companies that are            in the International Fund:
located outside of the United States. To a
limited degree, the Fund may also invest in              Market Risk. Stock prices may decline over
companies based in the United States.                    short or even extended periods not only
                                                         because of company-specific developments but
The Fund typically invests in the securities of          also due to an economic downturn, a change
medium to large size companies, but will also            in interest rates or a change in investor
invest in smaller companies. The Fund’s                  sentiment.
holdings may be limited to the securities of 40
to 60 different issuers.                                 Foreign Securities Risk. There are special
                                                         risk factors associated with investing in foreign
The Fund generally invests in securities that            securities, including the risks of fluctuations in
are traded in the foreign securities markets,            the exchange rates between the U.S. dollar and
though it may invest significantly in emerging           foreign currencies, potential political and
or developing markets. The Fund may also                 economic instability, differing accounting and
invest in derivatives, such as futures on foreign        financial reporting standards or inability to
securities or indices and foreign forward                obtain reliable financial information regarding
currency exchange contracts or foreign                   a company’s financial condition, less stringent
currency exchange transactions, for hedging              regulation and supervision of foreign
purposes or to gain exposure to foreign                  securities markets, custodians and securities
markets or currencies.                                   depositories, and potential restrictions in the
                                                         flow of capital.
The subadviser selects investments for the
Fund generally by screening a universe of                Emerging Markets Risk. The risks of
stocks that meet its “quality growth” criteria,          investing in foreign securities are heightened
which include high return on equity and low to           when investing in emerging or developing
moderate leverage, among others. The                     markets. The economies and political
subadviser then further narrows that universe            environments of emerging or developing
by using a bottom-up stock and business                  countries tend to be more unstable than those
analysis approach to identify companies whose            of developed countries, resulting in more
businesses are highly profitable, have                   volatile rates of returns than the developed
consistent operating histories and financial             markets and substantially greater risk to
performance and enjoy possible long-term                 investors.
economic prospects. The subadviser also
seeks to generate greater returns for the Fund
by investing in securities at a price below the
company’s intrinsic worth.
                                                    20
Liquidity Risk. The Fund is also susceptible               The bar chart and table do not reflect fees and
to the risk that certain securities may be                 expenses that may be deducted by the variable
difficult or impossible to sell at the time and            annuity contract or variable life insurance
the price that the Fund would like. This risk is           policy through which you invest. If they were
particularly acute in the case of foreign                  included, the returns would be less than
securities that are traded in smaller, less-               shown.
developed or emerging markets.
                                                           On June 27, 2006, the Fund changed
Small-Size and Mid-Size Company Risk. The                  subadvisers and its investment objectives and
market risk associated with the securities of              strategies. The Fund’s past performance likely
small- and mid-size companies is generally                 would have been different had it been
greater than that associated with securities of            following its current investment policies and
larger companies because such securities tend              investment strategies.
to experience sharper price fluctuations than
those of larger companies. At times, it may be
difficult for the Fund to sell securities of small-
to-mid-size companies at reasonable prices.
Limited Holdings Risk. The Fund’s assets
may be invested in a limited number of
issuers. This means that the Fund’s
performance may be substantially impacted by
the change in value of even a single holding.
Security Selection Risk. Securities selected
by the portfolio manager may perform
differently than the overall market or may not
meet the portfolio manager’s expectations.
Derivatives Securities Risk. Investments in
derivative securities can increase the volatility
of the Fund’s share price and expose the Fund
to significant additional costs and potential
investment losses
Performance: The following bar chart and
table provide some indication of the risks of
investing in the Fund. The bar chart shows
changes in the Fund’s performance from year
to year for Class A shares. The table shows
how the Fund’s average annual returns for 1,
5, and 10 years compare to those of a broad
measure of market performance. The Fund’s
past performance is not necessarily an
indication of how the Fund will perform in the
future.




                                                      21
                 Total Annual Returns for Calendar Years Ended December 31
     40
                                           32.52%
                                                                           27.79%
     30
                                                                                                            23.24%
                                                                                       20.99%
     20
                                                       14.58%
                                                                  9.22%
     10

       0

    -10
           -11.67
    -20
                     -14.79% -18.43%
    -30

    -40
                                                                                                -41.89%
    -50
             2000       2001      2002       2003       2004      2005       2006       2007      2008       2009

During the periods shown, the highest quarterly return was 19.05% (for the quarter ended June 30, 2009), and the lowest
quarterly return was -19.85% (for the quarter ended September 30, 2002).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                                5 Year       10 Year
International Fund                                       23.24%                                3.87%         1.21%
Morgan Stanley Capital International EAFE Index (Gross)  32.46%                                4.02%         1.58%
(reflects no deduction for fees, expenses or taxes)
Morgan Stanley Capital International EAFE Index (Net)    31.78%                                3.54%         1.18%
(reflects the deduction of foreign withholding taxes on
dividends)


Investment Adviser: First Investors
Management Company, Inc. is the Fund’s
investment adviser and Vontobel Asset
Management, Inc. (“Vontobel”) serves as the
subadviser of the Fund.
Portfolio Manager: Rajiv Jain, Senior Vice
President and Managing Director of Vontobel,
has served as Portfolio Manager of the Fund
since 2006.
Other Important Information About The
Fund: For important information about the
Purchase and Sale of Fund Shares and Tax
Information, please refer to the section “Other
Important Information” on page 39 of this
prospectus.

                                                           22
INVESTMENT GRADE FUND

Investment Objective: The Fund seeks to generate a maximum level of income consistent with
investment in investment grade debt securities.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                       N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                  N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                       0.75%
 Distribution and Service (12b-1) Fees                                                 0.00%
 Other Expenses                                                                        0.16%
 Total Annual Fund Operating Expenses                                                  0.91%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Investment Grade Fund                         $93           $290           $504         $1,120




                                                 23
Portfolio Turnover: The Fund pays                        To the extent the Fund invests in mortgage-
transaction costs, such as commissions, when             backed and other asset-backed securities, the
it buys and sells securities (or “turns over” its        Fund is subject to not only general interest rate
portfolio). A higher portfolio turnover may              risk but also to prepayment and extension
indicate higher transaction costs. These costs,          risk. Specifically, changes in loan prepayment
which are not reflected in annual fund                   rates can affect the Fund’s yield and sensitivity
operating expenses or in the example, affect             to changes in interest rates.
the Fund’s performance. During the most
recent fiscal year, the Fund’s portfolio                 Credit Risk. This is the risk that an issuer of
turnover rate was 79% of the average value of            bonds and other debt securities will be unable
its whole portfolio.                                     to pay interest or principal when due. The
                                                         prices of bonds and other debt securities are
Principal Investment Strategies: Under                   affected by the credit quality of the issuer and,
normal circumstances, the Fund will invest at            in the case of asset-backed securities, the
least 80% of its net assets in investment grade          credit quality of the underlying loans.
debt securities.
                                                         Liquidity Risk. High yield debt securities tend
The Fund may invest in a variety of different            to be less liquid than higher quality debt
types of investment grade securities, including          securities, meaning that it may be difficult to
corporate bonds, securities issued or                    sell high yield debt securities at reasonable
guaranteed by the U.S. Government or U.S.                prices.
Government-sponsored enterprises (some of
which are not backed by the full faith and               Security Selection Risk. Securities selected
credit of the U.S. Government), and mortgage-            by the portfolio manager may perform
backed and other asset-backed securities.                differently than the overall market or may not
                                                         meet the portfolio manager’s expectations.
In making investment decisions, the Fund
considers the outlook for interest rates,                Performance: The following bar chart and
economic and market conditions, credit                   table provide some indication of the risks of
ratings, and its own analysis of an issuer’s             investing in the Fund. The bar chart shows
financial condition. The Fund will not                   changes in the Fund’s performance from year
necessarily sell an investment if its rating is          to year for Class A shares. The table shows
reduced and it may hold securities that have             how the Fund’s average annual returns for 1,
been downgraded below investment grade                   5, and 10 years compare to those of a broad
(commonly known as “high yield” or “junk”                measure of market performance. The Fund’s
bonds).                                                  past performance is not necessarily an
                                                         indication of how the Fund will perform in the
Principal Risks: You can lose money by                   future.
investing in the Fund. The likelihood of a loss
is greater if you invest for a short period of           The bar chart and table do not reflect fees and
time. Here are the principal risks of investing          expenses that may be deducted by the variable
in the Investment Grade Fund:                            annuity contract or variable life insurance
                                                         policy through which you invest. If they were
Interest Rate Risk. In general, when interest            included, the returns would be less than those
rates rise, the market value of a debt security          shown.
declines, and when interest rates decline, the
market value of a debt security increases.
Securities with longer maturities are generally
more sensitive to interest rate changes.


                                                    24
                Total Annual Returns for Calendar Years Ended December 31
      25
                                                                                                         20.94%
      20
      15
             9.51% 7.86% 7.86% 8.60%
      10
                                                       4.04%               3.99% 5.52%
        5
                                                                 1.31%
        0
       -5
     -10
                                                                                               -11.60%
     -15
              2000      2001       2002      2003      2004       2005      2006       2007      2008       2009

During the periods shown, the highest quarterly return was 10.24% (for the quarter ended June 30, 2009) and the lowest
quarterly return was -9.82% (for the quarter ended September 30, 2008).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                               5 Years      10 Years
Investment Grade Fund                                    20.94%                                3.51%        5.52%
BofA Merrill Lynch U.S. Corporate Master Index           19.76%                                4.44%        6.57%
(reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors
Management Company, Inc. is the Fund’s
investment adviser.
Portfolio Manager: Clark D. Wagner,
Director of Fixed Income, serves as Co-
Portfolio Manager of the Fund and has served
as Portfolio Manager or Co-Portfolio Manager
of the Fund since 2007.
Rajeev Sharma has served as Co-Portfolio
Manager of the Fund since 2009.
Other Important Information About The
Fund: For important information about the
Purchase and Sale of Fund Shares and Tax
Information, please refer to the section “Other
Important Information” on page 39 of this
prospectus.




                                                          25
SELECT GROWTH FUND

Investment Objective: The Fund seeks long-term growth of capital.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.25%
 Total Annual Fund Operating Expenses                                                   1.00%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Select Growth Fund                            $102          $318           $552         $1,225




                                                 26
Portfolio Turnover: The Fund pays                         Stocks may be sold if they exhibit negative
transaction costs, such as commissions, when              investment or performance characteristics,
it buys and sells securities (or “turns over” its         including: a negative earnings forecast or
portfolio). A higher portfolio turnover may               report, valuation concerns, company officials’
indicate higher transaction costs. These costs,           downward guidance on company performance
which are not reflected in annual fund                    or earnings or announcement of a buyout.
operating expenses or in the example, affect
the Fund’s performance. During the most                   The Fund is actively managed, which may
recent fiscal year, the Fund’s portfolio                  result in higher portfolio turnover.
turnover rate was 102% of the average value of
                                                          Principal Risks: You can lose money by
its whole portfolio.
                                                          investing in the Fund. The likelihood of a loss
Principal Investment Strategies: The Fund                 is greater if you invest for a short period of
invests in a portfolio of approximately 40-45             time. Here are the principal risks of investing
common stocks that the Fund’s subadviser,                 in the Select Growth Fund:
Smith Asset Management Group, L.P.                        Market Risk. Stock prices may decline over
(“Smith”), believes offers the best potential for
                                                          short or even extended periods not only
earnings growth with the lowest risk of
                                                          because of company-specific developments but
negative earnings surprises.
                                                          also due to an economic downturn, a change
Smith employs quantitative and qualitative                in interest rates or a change in investor
analysis to identify high quality companies that          sentiment.
it believes has the ability to accelerate earnings
                                                          Small-Cap and Mid-Cap Risk. The market
growth and exceed investor expectations.
                                                          risk associated with small-cap and mid-cap
Beginning with a universe of stocks that
                                                          stocks is generally greater than that associated
includes large-, mid- and small-size
                                                          with large-cap stocks because such stocks
companies, Smith’s investment team uses risk
                                                          tend to experience sharper price fluctuations
control and valuation screens primarily based
                                                          than large-cap stocks. At times, it may be
on valuation, financial quality, stock volatility
                                                          difficult for the Fund to sell small-to-mid-cap
and corporate governance, to eliminate stocks
                                                          stocks at reasonable prices.
that are highly volatile or are more likely to
underperform the market.                                  Growth Stock Risk. The Fund’s focus on
                                                          growth stocks increases the potential volatility
Stocks that pass the initial screens are then
                                                          of its share price. If expectations are not met,
evaluated using a proprietary methodology and
                                                          the prices of these stocks may decline
fundamental analysis to produce a list of 80-
                                                          significantly.
100 eligible companies with a high probability
of earnings growth that exceeds investor                  Limited Holdings Risk. Because the Fund
expectations. The analysis includes an                    generally invests in a limited portfolio of only
evaluation of changes in Wall Street opinions,            40 to 45 stocks, it may be more volatile than
individual analysts’ historical accuracy,                 other funds whose portfolios are more broadly
earnings quality analysis and corporate                   diversified.
governance practices. Smith then constructs
the Fund’s portfolio based on a traditional               Security Selection Risk. Securities selected
fundamental analysis of the companies                     by the portfolio manager may perform
identified on the list to understand their                differently than the overall market or may not
business prospects, earnings potential,                   meet the portfolio manager’s expectations.
strength of management and competitive
positioning.


                                                     27
Active Trading Risk. The Fund may, at times,                    The bar chart and table do not reflect fees and
engage in short-term trading, which could                       expenses that may be deducted by the variable
produce higher transaction costs and taxable                    annuity contract or variable life insurance
distributions and may result in a lower total                   policy through which you invest. If they were
return for the Fund.                                            included, the returns would be less than those
                                                                shown.
Performance: The following bar chart and
table provide some indication of the risks of                   Prior to July 26, 2007, the Fund was known as
investing in the Fund. The bar chart shows                      the Focused Equity Fund, it was managed by a
changes in the Fund’s performance from year                     different subadviser and employed different
to year for Class A shares. The table shows                     strategies in seeking to invest in growth stocks.
how the Fund’s average annual returns for 1,                    Therefore, the performance shown below is
5, and 10 years compare to those of a broad                     not necessarily reflective of how the Fund will
measure of market performance. The Fund’s                       perform in the future.
past performance is not necessarily an
indication of how the Fund will perform in the
future.


                Total Annual Returns for Calendar Years Ended December 31
     40
                                           27.73%
     30
     20
                                                      5.87% 5.55%           9.47% 11.42%                    9.90%
     10
       0
    -10
           -10.93% -4.90%
    -20
    -30
                                 -28.09%
    -40
                                                                                                -41.47%
    -50
             2000      2001       2002       2003      2004       2005       2006      2007       2008       2009

During the periods shown, the highest quarterly return was 17.37% (for the quarter ended June 30, 2003) and the lowest
quarterly return was -24.25% (for the quarter ended December 31, 2008).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                              5 Years       10 Years
Select Growth Fund                                       9.90%                               -3.70%         -3.76%
Russell 3000 Growth Index                                37.01%                               1.58%         -3.53%
(reflects no deduction for fees, expenses or taxes)




                                                          28
Investment Adviser: First Investors
Management Company, Inc. is the Fund’s
investment adviser and Smith Asset
Management Group, L.P. (“Smith”) serves as
subadviser of the Fund.
Portfolio Manager: The Fund is managed by
Smith by a team of investment professionals
who have an equal role in managing the Fund,
which includes the following: Stephen S.
Smith, CFA, Chief Executive Officer and Chief
Investment Officer; John D. Brim, CFA,
Portfolio Manager; Royce W. Medlin, CFA,
Portfolio Manager; and Eivind Olsen, CFA,
Portfolio Manager. Each investment
professional has served as a Portfolio Manager
of the Fund since 2007, except for Mr. Olsen,
who has served as a Portfolio Manager since
2009.
Other Important Information About The
Fund: For important information about the
Purchase and Sale of Fund Shares and Tax
Information, please refer to the section “Other
Important Information” on page 39 of this
prospectus.




                                                  29
TARGET MATURITY 2010

Investment Objective: The Fund seeks a predictable compounded investment return for investors
who hold their Fund shares until the Fund’s maturity, consistent with preservation of capital.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.20%
 Total Annual Fund Operating Expenses                                                   0.95%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Target Maturity Fund 2010                     $97           $303           $525         $1,166




                                                 30
Portfolio Turnover: The Fund pays                        Principal Risks: You can lose money by
transaction costs, such as commissions, when             investing in the Fund. The likelihood of a loss
it buys and sells securities (or “turns over” its        is greater if you invest for a short period of
portfolio). A higher portfolio turnover may              time or liquidate your investment in the Fund
indicate higher transaction costs. These costs,          prior to the Fund’s maturity. Here are the
which are not reflected in annual fund                   principal risks of investing in the Target
operating expenses or in the example, affect             Maturity 2010 Fund:
the Fund’s performance. During the most
recent fiscal year, the Fund’s portfolio                 Interest Rate Risk. In general, when interest
turnover rate was 0% of the average value of             rates rise, the market value of a bond declines,
its whole portfolio.                                     and when interest rates decline, the market
                                                         value of a bond increases. The market prices
Principal Investment Strategies: The Fund                of zero coupon securities are generally more
invests at least 65% of its total assets in zero         volatile than the market prices of securities
coupon securities. The vast majority of the              paying interest periodically and, accordingly,
Fund’s investments consist of non-callable               will fluctuate far more in response to changes
zero coupon bonds issued by the U.S.                     in interest rates than those of non-zero coupon
Government, its agencies or instrumentalities,           securities having similar maturities and yields.
that mature on or around the maturity date of
the Fund (December 31, 2010). Zero coupon                Credit Risk. This is the risk that an issuer of
securities are debt obligations that do not              bonds will be unable to pay interest or
entitle holders to any periodic payments of              principal when due. The prices of bonds are
interest prior to maturity and therefore are             affected by the credit quality of the issuer.
issued and traded at discounts from their face           Credit risk applies to securities issued by U.S.
values.                                                  Government-sponsored enterprises (such as
                                                         Fannie Mae and Freddie Mac mortgage-backed
The Fund may also invest in mortgage-backed              securities) that are not supported by the full
securities issued by U.S. Government-                    faith and credit of the U.S. Government.
sponsored enterprises such as Federal
National Mortgage Association (“Fannie Mae”)             Security Selection Risk. Securities selected
and the Federal Home Loan Mortgage                       by the portfolio manager may perform
Corporation (“Freddie Mac”). Although such               differently than the overall market or may not
U.S. Government-sponsored enterprises are                meet the portfolio manager’s expectations.
chartered and sponsored by Acts of Congress,
                                                         Performance: The following bar chart and
their securities are not backed by the full faith
                                                         table provide some indication of the risks of
and credit of the U.S. Government.
                                                         investing in the Fund. The bar chart shows
The Fund seeks zero coupon bonds that will               changes in the Fund’s performance from year
mature on or about the Fund’s maturity date.             to year for Class A shares. The table shows
As the Fund’s zero coupon bonds mature, the              how the Fund’s average annual returns for 1,
proceeds will be invested in short term U.S.             5, and 10 years compare to those of a broad
government securities. On the Fund’s maturity            measure of market performance. The Fund’s
date, the Fund’s assets will be converted to             past performance is not necessarily an
cash and distributed, and the Fund will be               indication of how the Fund will perform in the
liquidated.                                              future.

Although the Fund generally follows a buy and
hold strategy, the Fund may sell an investment
when the Fund identifies an opportunity to
increase its yield or it needs cash to meet
redemptions.
                                                    31
The bar chart and table do not reflect fees and
expenses that may be deducted by the variable
annuity contract or variable life insurance
policy through which you invest. If they were
included, the returns would be less than those
shown.


                Total Annual Returns for Calendar Years Ended December 31
    25
           21.06%
                                18.88%
    20

    15
                                                                                      8.35%
    10
                                                                                                7.33%
                      5.15%               2.84%      3.96%
      5
                                                                1.46%      2.02%
      0
                                                                                                          -0.23%
     -5
            2000      2001       2002       2003      2004       2005       2006      2007       2008       2009

During the periods shown, the highest quarterly return was 12.19% (for the quarter ended September 30, 2002) and the
lowest quarterly return was -4.65% (for the quarter ended June 30, 2004).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                              5 Years      10 Years
Target Maturity Fund 2010                                -0.23%                               3.73%        6.87%
Citigroup Treasury/Government Sponsored Index            -2.59%                               4.91%        6.20%
(reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors
Management Company, Inc. is the Fund’s
investment adviser.
Portfolio Manager: Clark D. Wagner,
Director of Fixed Income, has served as
Portfolio Manager of the Fund since 1996.
Other Important Information About The
Fund: For important information about the
Purchase and Sale of Fund Shares and Tax
Information, please refer to the section “Other
Important Information” on page 39 of this
prospectus.



                                                          32
TARGET MATURITY 2015

Investment Objective: The Fund seeks a predictable compounded investment return for investors
who hold their Fund shares until the Fund’s maturity, consistent with preservation of capital.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.11%
 Total Annual Fund Operating Expenses                                                   0.86%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Target Maturity Fund 2015                     $88           $274           $477         $1,061




                                                 33
Portfolio Turnover: The Fund pays                        Principal Risks: You can lose money by
transaction costs, such as commissions, when             investing in the Fund. The likelihood of a loss
it buys and sells securities (or “turns over” its        is greater if you invest for a short period of
portfolio). A higher portfolio turnover may              time or liquidate your investment in the Fund
indicate higher transaction costs. These costs,          prior to the Fund’s maturity. Here are the
which are not reflected in annual fund                   principal risks of investing in the Target
operating expenses or in the example, affect             Maturity 2015 Fund:
the Fund’s performance. During the most
recent fiscal year, the Fund’s portfolio                 Interest Rate Risk. In general, when interest
turnover rate was 0% of the average value of             rates rise, the market value of a bond declines,
its whole portfolio.                                     and when interest rates decline, the market
                                                         value of a bond increases. The market prices
Principal Investment Strategies: The Fund                of zero coupon securities are generally more
invests at least 65% of its total assets in zero         volatile than the market prices of securities
coupon securities. The vast majority of the              paying interest periodically and, accordingly,
Fund’s investments consist of non-callable               will fluctuate far more in response to changes
zero coupon bonds issued by the U.S.                     in interest rates than those of non-zero coupon
Government, its agencies or instrumentalities,           securities having similar maturities and yields.
that mature on or around the maturity date of
the Fund (December 31, 2015). Zero coupon                Credit Risk. This is the risk that an issuer of
securities are debt obligations that do not              bonds will be unable to pay interest or
entitle holders to any periodic payments of              principal when due. The prices of bonds are
interest prior to maturity and therefore are             affected by the credit quality of the issuer.
issued and traded at discounts from their face           Credit risk applies to securities issued by U.S.
values.                                                  Government-sponsored enterprises (such as
                                                         Fannie Mae and Freddie Mac mortgage-backed
The Fund may also invest in mortgage-backed              securities) that are not supported by the full
securities issued by U.S. Government-                    faith and credit of the U.S. Government.
sponsored enterprises such as Federal
National Mortgage Association (“Fannie Mae”)             Security Selection Risk. Securities selected
and the Federal Home Loan Mortgage                       by the portfolio manager may perform
Corporation (“Freddie Mac”). Although such               differently than the overall market or may not
U.S. Government-sponsored enterprises are                meet the portfolio manager’s expectations.
chartered and sponsored by Acts of Congress,
                                                         Performance: The following bar chart and
their securities are not backed by the full faith
                                                         table provide some indication of the risks of
and credit of the U.S. Government.
                                                         investing in the Fund. The bar chart shows
The Fund seeks zero coupon bonds that will               changes in the Fund’s performance from year
mature on or about the Fund’s maturity date.             to year for Class A shares. The table shows
As the Fund’s zero coupon bonds mature, the              how the Fund’s average annual returns for 1,
proceeds will be invested in short term U.S.             5, and 10 years compare to those of a broad
government securities. On the Fund’s maturity            measure of market performance. The Fund’s
date, the Fund’s assets will be converted to             past performance is not necessarily an
cash and distributed, and the Fund will be               indication of how the Fund will perform in the
liquidated.                                              future.

Although the Fund generally follows a buy and
hold strategy, the Fund may sell an investment
when the Fund identifies an opportunity to
increase its yield or it needs cash to meet
redemptions.
                                                    34
The bar chart and table do not reflect fees and
expenses that may be deducted by the variable
annuity contract or variable life insurance
policy through which you invest. If they were
included, the returns would be less than those
shown.


                Total Annual Returns for Calendar Years Ended December 31
    30
          25.01%               23.36%
    25

    20
                                                                                               14.56%
    15
                                                     8.47%                           9.70%
    10
                                          3.24%                 4.39%
      5                                                                   1.85%
                      0.85%
      0
                                                                                                          -2.22%
     -5
            2000      2001       2002       2003      2004       2005       2006      2007       2008       2009

During the periods shown, the highest quarterly return was 15.59% (for the quarter ended September 30, 2002) and the
lowest quarterly return was -6.24% (for the quarter ended June 30, 2004).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                              5 Years      10 Years
Target Maturity Fund 2015                                -2.22%                               5.49%        8.57%
Citigroup Treasury/Government Sponsored Index            -2.59%                               4.91%        6.20%
(reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors
Management Company, Inc. is the Fund’s
investment adviser.
Portfolio Manager: Clark D. Wagner,
Director of Fixed Income, has served as
Portfolio Manager of the Fund since 1999.
Other Important Information About The
Fund: For important information about the
Purchase and Sale of Fund Shares and Tax
Information, please refer to the section “Other
Important Information” on page 39 of this
prospectus.



                                                          35
VALUE FUND

Investment Objective: The Fund seeks total return.
Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if you
buy and hold shares of the Fund. Investments in the Fund can only be made through a variable
annuity contract or life insurance policy offered by First Investors Life Insurance Company (“FIL”).
This table does not reflect expenses incurred from investing through a variable annuity contract or
life insurance policy offered by FIL. If they were included, the expenses shown in the table would be
higher.
 Shareholder Fees (fees paid directly from your investment)
 Maximum sales charge (load) imposed on purchases                                         N/A
 (as a percentage of offering price)
 Maximum deferred sales charge (load) (as a percentage of the lower of                    N/A
 purchase price or redemption price)
 Annual Fund Operating Expenses (expenses that you pay each year as a
 percentage of the value of your investment)
 Management Fees                                                                        0.75%
 Distribution and Service (12b-1) Fees                                                  0.00%
 Other Expenses                                                                         0.13%
 Total Annual Fund Operating Expenses                                                   0.88%

Example
The Example is intended to help you compare the cost of investing in the Fund with the cost of
investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the
time periods indicated and then redeem all of your shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Investments in the Fund can only be made through a variable annuity contract or
life insurance policy offered by FIL. The table below does not include the expenses you would incur
in purchasing such a variable annuity contract or life insurance policy. If they were included, the
expenses shown in the table below would be higher. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
                                              1 year        3 years        5 years      10 years
 Value Fund                                    $90           $281           $488         $1,084




                                                 36
Portfolio Turnover: The Fund pays                        Market Risk. Stock prices may decline over
transaction costs, such as commissions, when             short or even extended periods not only
it buys and sells securities (or “turns over” its        because of company-specific developments but
portfolio). A higher portfolio turnover may              also due to an economic downturn, a change
indicate higher transaction costs. These costs,          in interest rates or a change in investor
which are not reflected in annual fund                   sentiment.
operating expenses or in the example, affect
the Fund’s performance. During the most                  Undervalued Securities Risk. The Fund seeks
recent fiscal year, the Fund’s portfolio                 to invest in stocks that are undervalued and
turnover rate was 11% of the average value of            that will rise in value due to anticipated events
its whole portfolio.                                     or changes in investor perceptions. If these
                                                         events do not occur or investor perceptions
Principal Investment Strategies: The Fund                about the securities do not improve, the
invests, under normal market conditions,                 market price of these securities may not rise
primarily in dividend-paying stocks of                   as expected or may fall.
companies that the Fund believes are
undervalued in the market relative to their              Small-Cap and Mid-Cap Risk. The market
long term potential. The Fund normally will              risk associated with small-cap and mid-cap
diversify its assets among dividend-paying               stocks is generally greater than that associated
stocks of large-, mid- and small-cap                     with large-cap stocks because such stocks
companies. The Fund may also invest in stocks            tend to experience sharper price fluctuations
of companies of any size that do not pay                 than large-cap stocks. At times, it may be
dividends if they appear to be undervalued.              difficult for the Fund to sell small-to-mid-cap
                                                         stocks at reasonable prices.
The Fund uses both quantitative and qualitative
analysis in attempting to identify stocks that           Security Selection Risk. Securities selected
are undervalued. Quantitatively, the Fund                by the portfolio manager may perform
seeks companies with one or more of the                  differently than the overall market or may not
following: low price-to-cash flow ratios; low            meet the portfolio manager’s expectations.
price-to-book value ratios; low price-to-sales
ratios; low corporate leverage; and insider
buying. Qualitatively, the Fund assesses a
company’s corporate strategy and whether the
company is operating in the interests of
shareholders and analyzes a company’s
balance sheet, competition within a company’s
industry, barriers to entry and the potential for
product substitution.
The Fund may sell a security if it becomes fully
valued, its fundamentals have deteriorated,
alternative investments become more attractive
or if it is necessary to rebalance the portfolio.
Principal Risks: You can lose money by
investing in the Fund. The likelihood of a loss
is greater if you invest for a short period of
time. Here are the principal risks of investing
in the Value Fund:


                                                    37
Performance: The following bar chart and                        The bar chart and table do not reflect fees and
table provide some indication of the risks of                   expenses that may be deducted by the variable
investing in the Fund. The bar chart shows                      annuity contract or variable life insurance
changes in the Fund’s performance from year                     policy through which you invest. If they were
to year for Class A shares. The table shows                     included, the returns would be less than those
how the Fund’s average annual returns for 1,                    shown.
5, and 10 years compare to those of a broad
measure of market performance. The Fund’s
past performance is not necessarily an
indication of how the Fund will perform in the
future.


                Total Annual Returns for Calendar Years Ended December 31
     40
                                           27.59%
     30
                                                      16.39%                21.43%                        21.03%
     20
                                                                 6.09%
     10
      0
           -0.59%                                                                    -0.66%
    -10
    -20
                     -20.29%
    -30
                                -21.60%                                                        -29.41%
    -40
            2000       2001       2002      2003       2004       2005      2006       2007      2008       2009

During the periods shown, the highest quarterly return was 16.28% (for the quarter ended March 31, 2000) and the lowest
quarterly return was -19.03% (for the quarter ended December 31, 2008).

Average Annual Total Returns for Periods Ended December 31, 2009
                                                         1 Year                             5 Years       10 Years
Value Fund                                               21.03%                              1.80%          0.09%
S&P 500 Index                                            26.46%                              0.42%         -0.95%
(reflects no deduction for fees, expenses or taxes)


Investment Adviser: First Investors                             Other Important Information About The
Management Company, Inc. is the Fund’s                          Fund: For important information about the
investment adviser.                                             Purchase and Sale of Fund Shares and Tax
                                                                Information, please refer to the section “Other
Portfolio Manager: Matthew S. Wright has                        Important Information” on page 39 of this
served as Portfolio Manager of the Fund since                   prospectus.
1998.




                                                          38
Other Important Information

Purchase and Sale of Fund Shares:
Investments in a Fund can only be made
through a purchase of a variable annuity
contract or life insurance policy offered by FIL.
For information about purchasing or selling a
variable annuity contract or life insurance
policy, see the Separate Account prospectus,
which is attached to this prospectus. Subject to
the terms of the contract or policy you
purchased, you may purchase or redeem
shares of a Fund on any business day by
contacting your financial intermediary in
accordance with its policies; by writing to First
Investors Life Insurance Company at the
following address: Raritan Plaza I, P.O. Box
7836, Edison, NJ 08818 or by calling
1(800) 832-7783.
Tax Information: You will not be subject to
federal income taxes as the result of purchases
or sales of Fund shares by the Separate
Accounts, or Fund dividends, or other
distributions to the Separate Accounts. There
are tax consequences associated with investing
in the variable annuity contracts and variable
life insurance policies. These are discussed in
the attached Separate Account prospectus.




                                                    39
THE FUNDS IN GREATER DETAIL

This section describes the First Investors Life Series Funds in more detail. There are currently 12
different series of Funds within the Life Series Funds. Each individual Fund description in this
section provides more information about the Fund’s objective, principal investment strategies and
risks. These Funds are used solely as the underlying investment options for variable annuity
contracts or variable life insurance policies offered by First Investors Life Insurance Company
(“FIL”). This means that you cannot purchase shares of the Funds directly, but only through such a
contract or policy offered by FIL. The Fund or Funds that are available to you depend upon which
contract or policy you have purchased.
The investment objective of each Fund is non-fundamental, which means that the Board of Trustees
may change the investment objective of each Fund without shareholder approval. The Board may
take such action when it believes that a change in the objective is necessary or appropriate in light
of market circumstances or other events.




                                                 40
BLUE CHIP FUND

What are the Blue Chip Fund’s objective, principal investment
strategies and principal risks?

Objective:
The Fund seeks high total investment return.
Principal Investment Strategies:
Under normal circumstances, the Fund will               available in the Fund’s Statement of Additional
invest at least 80% of its net assets in common         Information (see back cover).
stocks of “Blue Chip” companies. The Fund
will provide shareholders with at least 60 days         The Statement of Additional Information also
notice before changing this 80% policy. The             describes non-principal investment strategies
Fund defines “Blue Chip” companies as large,            that the Fund may use, including investing in
well-established companies that have market             other types of securities that are not described
capitalizations of greater than $5 billion.             in this prospectus.

The Fund uses fundamental research to select            Principal Risks:
stocks of companies that it believes have
                                                        You can lose money by investing in the Fund.
attractive valuations and growth potential
                                                        The likelihood of a loss is greater if you invest
within their respective sectors and industries.
                                                        for a short period of time. Any investment
The Fund considers a variety of factors,
                                                        carries with it some level of risk. Here are the
including the strength of a company’s balance
                                                        principal risks of investing in the Blue Chip
sheet, its record of earnings growth and its
                                                        Fund:
competitive position. The Fund attempts to
stay broadly diversified but it may emphasize           Market Risk:
certain industry sectors based on economic
and market conditions.                                  Because the Fund primarily invests in common
                                                        stocks, it is subject to market risk. Stock
The Fund may sell a stock when it becomes               prices may decline over short or even
fully valued, its fundamentals have deteriorated        extended periods not only because of
or alternative investments become more                  company-specific developments but also due
attractive. The Fund may take temporary                 to an economic downturn, a change in interest
defensive positions that are inconsistent with          rates or a change in investor sentiment. Stock
the Fund’s principal investment strategies in           markets tend to run in cycles with periods
attempting to respond to adverse market,                when prices generally go up, known as “bull”
economic, political or other conditions. If it          markets, and periods when stock prices
does so, it may not achieve its investment              generally go down, referred to as “bear”
objective. The Fund may also choose not to              markets.
take defensive positions.
                                                        While Blue Chip companies are generally well-
Information on the Fund’s recent strategies             established companies, their stocks may
and holdings can be found in the most recent            fluctuate substantially in price.
annual report, and information concerning the
Fund’s policies and procedures with respect to
disclosure of the Fund’s portfolio holdings is


                                                   41
While the Fund generally attempts to stay
broadly diversified, it may emphasize certain
industry sectors based upon economic and
market conditions. The Fund’s performance
could be adversely affected if these industry
sectors perform worse than expected.
Security Selection Risk:
Securities selected by the portfolio manager
may perform differently than the overall
market or may not meet the portfolio
manager’s expectations. This may be a result
of specific factors relating to the issuer’s
financial condition or operations or changes
in the economy, governmental actions or
inactions, or changes in investor perceptions
regarding the issuer.




                                                42
CASH MANAGEMENT FUND

What are the Cash Management Fund’s objective, principal
investment strategies and principal risks?

Objective:
The Fund seeks to earn a high rate of current
income consistent with the preservation of
capital and maintenance of liquidity.
Principal Investment Strategies:
The Fund invests primarily in high-quality                 Information on the Fund’s recent strategies
money market instruments that are                          and holdings can be found in the most recent
determined by the Fund’s Adviser to present                annual report, and information concerning the
minimal credit risk. The Fund’s investments                Fund’s policies and procedures with respect to
may include prime commercial paper; short-                 disclosure of the Fund’s portfolio holdings is
term corporate bonds and notes, including                  available in the Fund’s Statement of Additional
floating and variable rate notes; short-term               Information (see back cover).
obligations of U.S. Government-sponsored
enterprises (some of which are not backed by               The Statement of Additional Information also
the full faith and credit of the U.S.                      describes non-principal investment strategies
Government); bankers’ acceptances, which                   that the Fund may use, including investing in
are credit instruments guaranteed by a bank;               other types of securities that are not described
and negotiable certificates of deposit, which              in this prospectus.
are issued by banks in large denominations.
                                                           Principal Risks:
The Fund’s portfolio is managed to meet
                                                           While money market funds are designed to be
regulatory requirements that permit the Fund
                                                           relatively low-risk investments, they are not
to maintain a stable net asset value (“NAV”) of
                                                           entirely free of risk. Any investment carries
$1.00 per share. These include requirements
                                                           with it some level of risk. Although the Fund
relating to the credit quality, maturity, liquidity
                                                           tries to maintain a $1.00 share price, it may
and diversification of the Fund’s investments.
                                                           not be able to do so. It is therefore possible to
In buying and selling securities, the Fund will            lose money by investing in the Fund. Here are
consider ratings assigned by ratings services as           the principal risks of investing in the Cash
well as its own credit analysis. The Fund                  Management Fund:
considers, among other things, the issuer’s
                                                           Credit Risk:
earnings and cash flow generating capabilities,
the security’s yield and relative value, and the           The value of a money market instrument will
outlook for interest rates and the economy. In             decline if there is a default by or a
the case of instruments with demand features               deterioration in the credit quality of the issuer
or credit enhancements, the Fund may also                  or a provider of a credit enhancement or
consider the financial strength of the party               demand feature. This could cause the Fund’s
providing the demand feature or credit                     NAV to decline below $1.00 per share.
enhancement, including any ratings assigned
to such party.


                                                      43
Credit risk also applies to securities issued by        developments may cause the Fund’s
U.S. Government-sponsored enterprises that              investments to become less liquid and subject
are not backed by the full faith and credit of          to erratic price movements. The Fund could
the U.S. Government. These securities are               lose money if it cannot sell a security at the
supported by the credit of the issuing agency,          time and price that would be beneficial to the
instrumentality or corporation. For example,            Fund.
securities issued by the Federal National
Mortgage Association (“Fannie Mae”) and the             Yield Risk:
Federal Home Loan Mortgage Corporation
                                                        The yields received by the Fund on its
(“Freddie Mac”) are not backed by the full
                                                        investments will decline as interest rates
faith and credit of the U.S. Government.
                                                        decline.
In September 2008, the U.S. Treasury placed
                                                        An investment in the Fund is not a bank
Fannie Mae and Freddie Mac under
                                                        deposit and is not insured or guaranteed by
conservatorship and appointed the Federal
                                                        the Federal Deposit Insurance Corporation
Housing Finance Agency (“FHFA”) to manage
                                                        or any other government agency. Although
their daily operations. While the U.S. Treasury
                                                        the Fund seeks to preserve the value of your
also entered into arrangements to support
                                                        investment at $1.00 per share, it is possible
Fannie Mae and Freddie Mac, there is no
                                                        to lose money by investing in the Fund.
guarantee that these arrangements will ensure
that these entities will be able to honor their
obligations. Moreover, these arrangements do
not alter the fact that the securities issued by
Fannie Mae and Freddie Mac are not
guaranteed by the U.S. Treasury and are not
backed by the full faith and credit of the U.S.
Government.
Interest Rate Risk:
The Fund’s NAV could decline below $1.00 per
share because of a change in interest rates.
Like the values of other debt instruments, the
market values of money market instruments
are affected by changes in interest rates. When
interest rates rise, the market values of money
market instruments decline; and when interest
rates decline, the market values of money
market instruments increase. The price
volatility of money market instruments also
depends on their maturities and durations.
Generally, the shorter the maturity and
duration of a money market instrument, the
lesser its sensitivity to interest rates.
Liquidity Risk:
The Fund may be unable to sell a security
promptly and at an acceptable price, which
could have the effect of decreasing the overall
level of the Fund’s liquidity. Market
                                                   44
DISCOVERY FUND

What are the Discovery Fund’s objective, principal investment
strategies and principal risks?

Objective:
The Fund seeks long-term growth of capital.
Principal Investment Strategies:
The Fund primarily invests in common stocks              may also choose not to take defensive
of smaller companies that have a new product             positions. The Fund may, at times, engage in
or service, are in a position to benefit from            short-term trading, which could produce
some change in the economy, industry                     higher transaction costs and may result in a
transformation, new law, new regulation or               lower total return for the Fund.
new technology, or are experiencing some
other “special situation” that makes them                Information on the Fund’s recent strategies
undervalued relative to their long-term                  and holdings can be found in the most recent
potential. Although the Fund normally invests            annual report, and information concerning the
in stocks of smaller companies, the Fund may             Fund’s policies and procedures with respect to
also invest in stocks of mid-size or large               disclosure of the Fund’s portfolio holdings is
companies.                                               available in the Fund’s Statement of Additional
                                                         Information (see back cover).
In selecting stocks, the Fund relies on
fundamental and quantitative analysis. It                The Statement of Additional Information also
screens potential investments to identify those          describes non-principal investment strategies
that meet the Fund’s definition of small-size            that the Fund may use, including investing in
company stocks and have attractive growth                other types of securities that are not described
prospects due to some special situation. It              in this prospectus.
analyzes these stocks, looking for companies
                                                         Principal Risks:
that have one or more of the following
characteristics: improving business                      You can lose money by investing in the Fund.
fundamentals, strong market shares for their             The likelihood of a loss is greater if you invest
products or services and strong management.              for a short period of time. Any investment
The Fund may emphasize certain industry                  carries with it some level of risk. Here are the
sectors based on economic and market                     principal risks of investing in the Discovery
conditions.                                              Fund:
The Fund may sell a stock if it becomes fully            Market Risk:
valued, it appreciates in value to the point that
it is no longer a small company stock, its               Because the Fund primarily invests in common
fundamentals have deteriorated or alternative            stocks, an investment in the Fund is subject to
investments become more attractive. The                  market risk. Stock prices may decline over
Fund may take temporary defensive positions              short or even extended periods not only
that are inconsistent with the Fund’s principal          because of company-specific developments but
investment strategies in attempting to respond           also due to an economic downturn, a change
to adverse market, economic, political or                in interest rates or a change in investor
other conditions. If it does so, it may not              sentiment. Stock markets tend to run in cycles
achieve its investment objective. The Fund               with periods when prices generally go up,
                                                    45
known as “bull” markets, and periods when               Security Selection Risk:
stock prices generally go down, referred to as
“bear” markets.                                         Securities selected by the portfolio manager
                                                        may perform differently than the overall
Small-Size and Mid-Size Company Risk:                   market or may not meet the portfolio
                                                        manager’s expectations. This may be a result
The market risk associated with the securities          of specific factors relating to the issuer’s
of small- and mid-size companies is generally           financial condition or operations or changes
greater than that associated with securities of         in the economy, governmental actions or
larger companies because such securities tend           inactions, or changes in investor perceptions
to experience sharper price fluctuations than           regarding the issuer.
those of larger companies. The additional
volatility associated with small-to-mid-size
companies is attributable to a number of
factors, including the fact that the earnings of
small-to-mid-size companies tend to be less
predictable than those of larger, more
established companies. Stocks of small-to-
mid-size companies are also not as broadly
traded as stocks of larger companies. At
times, it may be difficult for the Fund to sell
securities of small-to-mid-size companies at
reasonable prices.
Undervalued Security Risk:
The Fund seeks to invest in stocks that are
undervalued and that will rise in value due to
anticipated events or changes in investor
perceptions. If these events do not occur, are
delayed or investor perceptions about the
securities do not improve, the market price of
these securities may not rise as expected or
may fall. Moreover, value stocks may fall out
of favor with investors and decline in price as
a class.
Sector Risk:
To the extent the Fund invests a significant
portion of its assets in one or more sectors or
industries at any time, the Fund will face a
greater risk of loss due to factors affecting a
single sector or industry than if the Fund
always maintained wide diversity among the
sectors and industries in which it invests.




                                                   46
GOVERNMENT FUND

What are the Government Fund’s objective, principal
investment strategies and principal risks?

Objective:
The Fund seeks to achieve a significant level of
current income which is consistent with
security and liquidity of principal.
Principal Investment Strategies:
Under normal circumstances, the Fund invests            factors, maturity, yield, relative value and, in
at least 80% of its net assets in securities            the case of mortgaged-backed securities,
issued or guaranteed as to payment of                   coupon and weighted average maturity. The
principal and interest by the U.S. Government,          Fund will usually sell an investment when there
its agencies or instrumentalities (“U.S.                are changes in the interest rate environment
Government Securities”). The Fund will notify           that are adverse to the investment.
shareholders at least 60 days before making
any change to this 80% policy.                          Information on the Fund’s recent strategies
                                                        and holdings can be found in the most recent
U.S. Government Securities include (a) U.S.             annual report, and information concerning the
Treasury obligations, (b) obligations issued or         Fund’s policies and procedures with respect to
guaranteed by U.S. Government agencies or               disclosure of the Fund’s portfolio holdings is
instrumentalities that are backed by the full           available in the Fund’s Statement of Additional
faith and credit of the U.S. Treasury or the            Information (see back cover).
right of the issuer to borrow from the U.S.
Treasury, and (c) obligations issued or                 The Statement of Additional Information also
guaranteed by agencies or instrumentalities             describes non-principal investment strategies
that are sponsored or chartered by the U.S.             that the Fund may use, including investing in
Government but whose obligations are backed             other types of securities that are not described
solely by the credit of the agency or                   in this prospectus.
instrumentality. U.S. Government Securities
                                                        Principal Risks:
include mortgage-backed securities that are
issued or guaranteed by the Federal National            You can lose money by investing in the Fund.
Mortgage Association (“Fannie Mae”) and                 The likelihood of a loss is greater if you invest
Federal Home Loan Mortgage Corporation                  for a short period of time. Any investment
(“Freddie Mac”).                                        carries with it some level of risk. While the
                                                        Fund invests in securities that are issued or
The Fund invests in all types of U.S.
                                                        guaranteed by the U.S. Government, its
Government Securities including those that are
                                                        agencies or instrumentalities, your investment
not backed by the full faith and credit of the
                                                        in the Fund is not insured or guaranteed by the
U.S. Treasury. The Fund uses a “top-down”
                                                        U.S. Government. Here are the principal risks
approach in making investment decisions
                                                        of investing in the Government Fund:
based on its assessment of interest rates,
economic and market conditions, and the
relative values of different types of U.S.
Government Securities. In selecting
investments, the Fund considers, among other
                                                   47
Interest Rate Risk:                                        guarantee that these arrangements will ensure
                                                           that these entities will be able to honor their
Because the Fund invests in fixed income                   obligations. Moreover, these arrangements do
securities, it is subject to interest rate risk. In        not alter the fact that the securities issued by
general, the market prices of these securities             Fannie Mae and Freddie Mac are not
rise when interest rates decline and fall when             guaranteed by the U.S. Treasury and are not
interest rates rise. Securities with longer                backed by the full faith and credit of the U.S.
maturities and lower coupons tend to be more               Government.
sensitive to interest rate changes than those
with shorter maturities and higher coupons.                Security Selection Risk:
To the extent the Fund invests in mortgage-                Securities selected by the portfolio manager
backed securities, the Fund is subject not only            may perform differently than the overall
to general interest rate risk, but also to                 market or may not meet the portfolio
prepayment and extension risk. Changes in                  manager’s expectations. This may be a result
loan prepayment rates may affect the Fund’s                of specific factors relating to the issuer’s
yield and sensitivity to change in interest rates.         financial condition or operations or changes
When interest rates decline, homeowners tend               in the economy, governmental actions or
to refinance their mortgages. When this                    inactions, or changes in investor perceptions
occurs, mortgages in the mortgage pools                    regarding the issuer.
suffer a higher rate of prepayment. This could
cause a decrease in the Fund’s income and
share price. When interest rates rise, the
Fund’s average maturity may lengthen due to a
drop in mortgage prepayments. This will
increase both the Fund’s sensitivity to interest
rates and its potential for price declines.
Credit Risk:
This is the risk that an issuer of bonds will be
unable to pay interest or principal when due.
The prices of bonds are affected by the credit
quality of the issuer. Credit risk applies to
securities issued or guaranteed by U.S.
Government-sponsored enterprises (such as
Fannie Mae and Freddie Mac) that are not
supported by the full faith and credit of the
U.S. Government. In the case of mortgage-
backed securities, if an issuer was to default
on its obligations, the Fund would be forced to
rely on the underlying mortgage backing the
security.
In September 2008, the U.S. Treasury placed
Fannie Mae and Freddie Mac under
conservatorship and appointed the Federal
Housing Finance Agency (“FHFA”) to manage
their daily operations. While the U.S. Treasury
also entered into arrangements to support
Fannie Mae and Freddie Mac, there is no
                                                      48
GROWTH & INCOME FUND

What are the Growth & Income Fund’s objectives, principal
investment strategies and principal risks?

Objectives:
The Fund seeks long-term growth of capital
and current income.
Principal Investment Strategies:
The Fund primarily invests in common stocks                Information on the Fund’s recent strategies
that offer the potential for capital growth,               and holdings can be found in the most recent
current income or both. The Fund generally                 annual report, and information concerning the
seeks to invest in common stocks of                        Fund’s policies and procedures with respect to
companies that have a history of paying                    disclosure of the Fund’s portfolio holdings is
dividends. When the Fund cannot identify                   available in the Fund’s Statement of Additional
dividend-paying stocks that it finds attractive, it        Information (see back cover).
may invest in non-dividend paying stocks. The
Fund will normally diversify its stock holdings            The Statement of Additional Information also
among stocks of large-, mid-, and small-cap                describes non-principal investment strategies
companies.                                                 that the Fund may use, including investing in
                                                           other types of securities that are not described
The Fund generally uses a “bottom-up”                      in this prospectus.
approach to selecting investments. This means
that the Fund generally identifies potential               Principal Risks:
investments through fundamental research and
                                                           You can lose money by investing in the Fund.
analysis and thereafter focuses on other issues,
                                                           The likelihood of a loss is greater if you invest
such as economic trends, interest rates,
                                                           for a short period of time. Any investment
industry diversification and market
                                                           carries with it some level of risk. Here are the
capitalization. In deciding whether to buy or
                                                           principal risks of investing in the Growth &
sell securities, the Fund considers, among
                                                           Income Fund:
other things, the issuer’s financial strength,
management, earnings growth or potential                   Market Risk:
earnings growth and history (if any) of paying
dividends.                                                 Because the Fund primarily invests in common
                                                           stocks, it is subject to market risk. Stock
The Fund may sell a security if it becomes fully           prices may decline over short or even
valued, its fundamentals have deteriorated or              extended periods not only because of
alternative investments become more                        company-specific developments but also due
attractive. The Fund may take temporary                    to an economic downturn, a change in interest
defensive positions that are inconsistent with             rates or a change in investor sentiment. Stock
the Fund’s principal investment strategies in              markets tend to run in cycles with periods
attempting to respond to adverse market,                   when prices generally go up, known as “bull”
economic, political or other conditions. If it             markets, and periods when stock prices
does so, it may not achieve its investment                 generally go down, referred to as “bear”
objectives. The Fund may also choose not to                markets.
take defensive positions.


                                                      49
While dividend-paying stocks are generally                Security Selection Risk:
considered less volatile than other stocks,
there can be no guarantee that the Fund’s                 Securities selected by the portfolio manager
overall portfolio will be less volatile than the          may perform differently than the overall
general stock market. Depending upon                      market or may not meet the portfolio
market conditions, the income from dividend-              manager’s expectations. This may be a result
paying stocks and other investments may not               of specific factors relating to the issuer’s
be sufficient to provide a cushion against                financial condition or operations or changes
general market downturns. Moreover, if the                in the economy, governmental actions or
Fund cannot identify dividend-paying stocks               inactions, or changes in investor perceptions
that it believes have sufficient growth potential,        regarding the issuer.
it may have a substantial portion of its
portfolio in non-dividend paying stocks.
Small-Cap and Mid-Cap Risk:
The market risk associated with small-cap and
mid-cap stocks is generally greater than that
associated with large-cap stocks because such
stocks tend to experience sharper price
fluctuations than large-cap stocks. The
additional volatility associated with small-to-
mid-cap stocks is attributable to a number of
factors, including the fact that the earnings of
small-to-mid-size companies tend to be less
predictable than those of larger, more
established companies. Small-to-mid-cap
stocks are also not as broadly traded as stocks
of companies with larger market
capitalizations. At times, it may be difficult for
the Fund to sell small-to-mid-cap stocks at
reasonable prices.
Dividend Risk:
At times, the Fund may not be able to identify
dividend-paying stocks that are attractive
investments. The income received by the Fund
will also fluctuate due to the amount of
dividends that companies elect to pay.
Depending upon market conditions, the Fund
may not have sufficient income to pay its
shareholders regular dividends.




                                                     50
HIGH YIELD FUND

What are the High Yield Fund’s objective, principal investment
strategies and principal risks?

Objective:
The Fund seeks high current income.
Principal Investment Strategies:
The Fund primarily invests in high yield, below         yield bonds, it relies principally on its own
investment grade corporate bonds (commonly              research and investment analysis. The Fund
known as “high yield” or “junk bonds”). High            considers a variety of factors, including the
yield bonds include both bonds that are rated           overall economic outlook, the issuer’s
below Baa by Moody’s Investors Service, Inc.            competitive position, the outlook of its
or below BBB by Standard & Poor’s Ratings               industry, its managerial strength, anticipated
Services as well as unrated bonds that are              cash flow, debt maturity schedules, borrowing
determined by the Fund to be of equivalent              requirements, interest or dividend coverage,
quality. High yield bonds generally provide             asset coverage and earnings prospects. The
higher income than investment grade bonds to            Fund may sell a bond when it shows
compensate investors for their higher risk of           deteriorating fundamentals or it falls short of
default (i.e., failure to make required interest        the portfolio manager’s expectations. It may
or principal payments). High yield bond                 also decide to continue to hold a bond (or
issuers include small or relatively new                 related securities, such as stocks or warrants)
companies lacking the history or capital to             after its issuer defaults or undergoes a
merit investment grade status, former blue              bankruptcy.
chip companies downgraded because of
financial problems, special purpose entities            Information on the Fund’s recent strategies
that are used to finance capital investment,            and holdings can be found in the most recent
sales or leases of equipment, loans or other            annual report, and information concerning the
programs and firms with heavy debt loads.               Fund’s policies and procedures with respect to
High yield securities may be backed by                  disclosure of the Fund’s portfolio holdings is
receivables or other assets.                            available in the Fund’s Statement of Additional
                                                        Information (see back cover).
The Fund seeks to reduce the risk of a default
by selecting bonds through careful credit               The Statement of Additional Information also
research and analysis. The Fund seeks to                describes non-principal investment strategies
reduce the impact of a potential default by             that the Fund may use, including investing in
diversifying its investments among bonds of             other types of securities that are not described
many different companies and industries. The            in this prospectus.
Fund attempts to invest in bonds that have
                                                        Principal Risks:
stable to improving credit quality and potential
for capital appreciation because of a credit            You can lose money by investing in the Fund.
rating upgrade or an improvement in the                 The likelihood of a loss is greater if you invest
outlook for a particular company, industry or           for a short period of time. Any investment
the economy as a whole.                                 carries with it some level of risk. Here are the
                                                        principal risks of investing in the High Yield
Although the Fund will consider ratings
                                                        Fund:
assigned by ratings agencies in selecting high
                                                   51
Credit Risk:                                            periods when prices generally go up, known
                                                        as “bull” markets, and periods when prices
This is the risk that an issuer of bonds and            generally go down, referred to as “bear”
other debt securities will be unable to pay             markets.
interest or principal when due. The prices of
bonds and other debt securities are affected by         Interest Rate Risk:
the credit quality of the issuer. High yield
bonds and other types of high yield debt                The market values of high yield bonds and
securities have greater credit risk than higher         other debt securities are affected by changes in
quality debt securities because the companies           interest rates. In general, when interest rates
that issue them are not as financially strong as        rise, the market value of a debt security
companies with investment grade ratings.                declines, and when interest rates decline, the
Changes in the financial condition of an issuer,        market value of a debt security increases.
general economic conditions and specific                Generally, the longer the maturity and duration
economic conditions that affect a particular            of a debt security, the greater its sensitivity to
type of issuer can impact the credit quality of         interest rates.
an issuer. Such changes may weaken an                   Liquidity Risk:
issuer’s ability to make payments of principal
or interest or cause an issuer to fail to make          High yield debt securities tend to be less liquid
timely payments of interest or principal.               than higher quality debt securities, meaning
Lower quality debt securities generally tend to         that it may be difficult to sell high yield debt
be more sensitive to these changes than higher          securities at a reasonable price, particularly if
quality debt securities. While credit ratings           there is a deterioration in the economy or in
may be available to assist in evaluating an             the financial prospects of their issuers. As a
issuer’s credit quality, they may not accurately        result, the prices of high yield debt securities
predict an issuer’s ability to make timely              may be subject to wide price fluctuations due
payments of principal and interest.                     to liquidity concerns.
During times of economic downturn, issuers              Security Selection Risk:
of high yield debt securities may not have the
ability to access the credit markets to                 Securities selected by the portfolio manager
refinance their bonds or meet other credit              may perform differently than the overall
obligations.                                            market or may not meet the portfolio
                                                        manager’s expectations. This may be a result
Market Risk:                                            of specific factors relating to the issuer’s
                                                        financial condition or operations or changes
The entire high yield bond market can
                                                        in the economy, governmental actions or
experience sharp price swings due to a variety
                                                        inactions, or changes in investor perceptions
of factors, including changes in economic               regarding the issuer.
forecasts, stock market volatility, large
sustained sales of high yield bonds by major
investors, high-profile defaults or the market’s
psychology. This degree of volatility in the
high yield market is usually associated more
with stocks than bonds. The prices of high
yield bonds and other high yield debt
securities held by the Fund could decline not
only due to a deterioration in the financial
condition of the issuers of such bonds, but
also due to overall movements in the high yield
market. Markets tend to run in cycles with
                                                   52
INTERNATIONAL FUND

What are the International Fund’s objective, principal
investment strategies and principal risks?

Objective:
The Fund primarily seeks long-term capital
growth.
Principal Investment Strategies:
The Fund invests in a portfolio of common               performance and enjoy possible long-term
stocks and other equity securities of                   economic prospects. The subadviser’s
companies that are located outside of the               investment process also considers a
United States. To a limited degree, the Fund            company’s intrinsic value relative to its
may also invest in companies based in the               earnings power and market price. The
United States.                                          subadviser believes that investing in these
                                                        securities at a price that is below their intrinsic
The Fund typically invests in the securities of         worth may generate greater returns for the
medium to large size companies, but will also           Fund than those obtained by paying premium
invest in smaller companies. The Fund’s                 prices for companies currently in market
holdings may be limited to the securities of 40         favor.
to 60 different issuers. The Fund may invest
significantly in emerging or developing                 In determining which portfolio securities to
markets such as Taiwan, Malaysia, India and             sell, the subadviser focuses on the operating
Brazil.                                                 results of the companies, and not price
                                                        quotations, to measure the potential success of
The Fund may also invest in derivatives, such           an investment. In making sell decisions, the
as futures on foreign securities or indices, and        subadviser considers, among other things,
foreign forward currency exchange contracts             whether a security’s price target has been met,
or foreign currency exchange transactions, for          whether there has been an overvaluation of the
hedging purposes or to gain exposure to                 issuer by the market, whether there has been a
foreign markets or currencies.                          clear deterioration of future earnings power
                                                        and whether, in the subadviser’s opinion,
The subadviser selects investments for the
                                                        there has been a loss of long-term competitive
Fund generally by screening a universe of
                                                        advantage.
stocks that meet its “quality growth” criteria,
which include high return on equity and low to          The Fund may take temporary defensive
moderate leverage, among others. The                    positions that are inconsistent with its
subadviser then further narrows that universe           principal investment strategies in attempting to
by using a bottom-up stock and business                 respond to adverse market, economic,
analysis approach. The subadviser makes its             political or other conditions. If it does so, it
assessments by examining companies one at a             may not achieve its investment objective. The
time, regardless of size, country of                    Fund may also choose not to take defensive
organization, place of principal business               positions.
activity or other similar selection criteria.
                                                        Information on the Fund’s recent strategies
The subadviser seeks to invest in companies             and holdings can be found in the most recent
whose businesses are highly profitable, have            annual report, and information concerning the
consistent operating histories and financial            Fund’s policies and procedures with respect to
                                                   53
disclosure of the Fund’s portfolio holdings is           financial information regarding a company’s
available in the Fund’s Statement of Additional          balance sheet and operations and less
Information (see back cover).                            stringent regulation and supervision of foreign
                                                         securities markets, custodians and securities
The Statement of Additional Information also             depositories. Funds that invest in foreign
describes non-principal investment strategies            securities are also subject to higher
that the Fund may use, including investing in            commission rates on portfolio transactions,
other types of securities that are not described         potentially adverse changes in tax and
in this prospectus.                                      exchange control regulations and potential
                                                         restrictions on the flow of international capital.
Principal Risks:
                                                         Many foreign countries impose withholding
You can lose money by investing in the Fund.             taxes on income and gains from investments in
The likelihood of a loss is greater if you invest        such countries, which the Fund may not
for a short period of time. Any investment               recover.
carries with it some level of risk. Here are the
                                                         Emerging Markets Risk:
principal risks of investing in the International
Fund:                                                    The risks of investing in foreign securities are
                                                         heightened when the securities are traded in
Market Risk:
                                                         emerging or developing markets. The
Because the Fund primarily invests in common             economies and political environments of
stocks, it is subject to market risk. Stock              emerging or developing countries tend to be
prices may decline over short or even                    more unstable than those of developed
extended periods not only because of                     countries, resulting in more volatile rates of
company-specific developments but also due               returns than the developed markets and
to an economic downturn, a change in interest            substantially greater risk to investors.
rates or a change in investor sentiment. Stock
                                                         Liquidity Risk:
markets tend to run in cycles with periods
when prices generally go up, known as “bull”             The Fund is also susceptible to the risk that
markets, and periods when stock prices                   certain securities may be difficult or
generally go down, referred to as “bear”                 impossible to sell at the time and the price that
markets.                                                 the Fund would like. As a result, the Fund may
                                                         have to lower the price on certain securities
Foreign Securities Risk:
                                                         that it is trying to sell, sell other securities
There are special risk factors associated with           instead or forego an investment opportunity,
investing in foreign securities. Some of these           any of which could have a negative effect on
factors are also present when investing in the           Fund management or performance. This risk
United States but are heightened when                    is particularly acute in the case of foreign
investing in non-U.S. markets, especially in             securities that are traded in smaller, less-
smaller, less-developed or emerging markets.             developed or emerging markets.
For example, fluctuations in the exchange
                                                         Small-Size and Mid-Size Company Risk:
rates between the U.S. dollar and foreign
currencies may have a negative impact on                 The market risk associated with the securities
investments denominated in foreign currencies            of small- and mid-size companies is generally
by eroding or reversing gains or widening                greater than that associated with securities of
losses from those investments. The risks of              larger companies because such securities tend
investing in foreign securities also include             to experience sharper price fluctuations than
potential political and economic instability,            those of larger companies. The additional
differing accounting and financial reporting             volatility associated with small-to-mid-size
standards or inability to obtain reliable
                                                    54
companies is attributable to a number of                 Foreign Currency Exchange Transactions and
factors, including the fact that the earnings of         Foreign Forward Currency Contracts Risk:
small-to-mid-size companies tend to be less
predictable than those of larger, more                   These transactions involve a number of risks,
established companies. Stocks of small-to-               including the possibility of default by the
mid-size companies are also not as broadly               counterparty to the transaction and, to the
traded as stocks of larger companies. At                 extent the portfolio manager’s judgment as to
times, it may be difficult for the Fund to sell          certain market movements is incorrect, the
securities of small-to-mid-size companies at             risk of losses that are greater than if the
reasonable prices.                                       investment technique had not been used. For
                                                         example, there may be an imperfect
Limited Holdings Risk:                                   correlation between the Fund's portfolio
                                                         holdings of securities denominated in a
The Fund’s assets may be invested in a limited           particular currency and the forward contracts
number of issuers. This means that the Fund’s            entered into by the Fund. An imperfect
performance may be substantially impacted by             correlation of this type may prevent the Fund
the change in value of even a single holding.            from achieving the intended hedge or expose
The price of a share of the Fund can therefore           the Fund to the risk of currency exchange loss.
be expected to fluctuate more than a fund that           These investment techniques also tend to limit
invests in substantially more companies.                 any potential gain that might result from an
Moreover, the Fund’s share price may decline             increase in the value of the hedged position.
even when the overall market is increasing.
Accordingly, an investment in the Fund may
therefore entail greater risks.
Security Selection Risk:
Securities selected by the portfolio manager
may perform differently than the overall
market or may not meet the portfolio
manager’s expectations. This may be a result
of specific factors relating to the issuer’s
financial condition or operations or changes
in the economy, governmental actions or
inactions, or changes in investor perceptions
regarding the issuer.
Derivatives Securities Risk:
Investments in derivative securities can
increase the volatility of the Fund’s share price
and expose the Fund to significant additional
costs and potential investment losses. At
times, it may be difficult to sell or value
derivative securities due to the lack of an
available trading market.




                                                    55
INVESTMENT GRADE FUND

What are the Investment Grade Fund’s objective, principal
investment strategies and principal risks?

Objective:
The Fund seeks to generate a maximum level
of income consistent with investment in
investment grade debt securities.
Principal Investment Strategies:
The Fund primarily invests in investment grade            The Fund may adjust the average weighted
securities. Under normal circumstances, the               maturity of the securities in its portfolio based
Fund will invest at least 80% of its net assets in        on its interest rate outlook. If it believes that
investment grade debt securities. The Fund                interest rates are likely to fall, it may attempt to
will provide shareholders with at least 60 days           buy securities with longer maturities. By
notice before changing this 80% policy. The               contrast, if it believes interest rates are likely
Fund defines investment grade debt securities             to rise, it may attempt to buy securities with
as those that are rated within the four highest           shorter maturities or sell securities with longer
ratings categories by Moody’s Investors                   maturities.
Service, Inc. (“Moody’s”) or Standard &
Poor’s Ratings Services (“S&P”) or that are               The Fund will not necessarily sell an
unrated but determined by the Fund’s Adviser              investment if its rating is reduced. The Fund
to be of quality equivalent to those within the           usually will sell a security when it shows
four highest ratings of Moody’s or S&P.                   deteriorating fundamentals, it falls short of the
                                                          portfolio manager’s expectations, or a more
The Fund may invest in a variety of different             attractive investment is available. However, it
types of investment grade securities, including           may hold securities that have been
corporate bonds, securities issued or                     downgraded below investment grade
guaranteed by the U.S. Government or U.S.                 (commonly known as “high yield” or “junk”
Government-sponsored enterprises (some of                 bonds).
which are not backed by the full faith and
credit of the U.S. Government) and mortgage-              Information on the Fund’s recent strategies
backed and other asset-backed securities.                 and holdings can be found in the most recent
                                                          annual report, and information concerning the
The Fund attempts to stay broadly diversified,            Fund’s policies and procedures with respect to
but it may emphasize certain industries based             disclosure of the Fund’s portfolio holdings is
on the outlook for interest rates, economic               available in the Fund’s Statement of Additional
forecasts and market conditions. In selecting             Information (see back cover).
investments, the Fund considers, among other
things, the issuer’s earnings and cash flow               The Statement of Additional Information also
generating capabilities, asset quality, debt              describes non-principal investment strategies
levels, industry characteristics and                      that the Fund may use, including investing in
management strength. The Fund also                        other types of securities that are not described
considers ratings assigned by ratings services            in this prospectus.
in addition to its own research and investment
analysis.


                                                     56
Principal Risks:                                         general economic conditions and specific
                                                         economic conditions that affect a particular
You can lose money by investing in the Fund.             type of issuer can impact the credit quality of
The likelihood of a loss is greater if you invest        an issuer. Such changes may weaken an
for a short period of time. Any investment               issuer’s ability to make payments of principal
carries with it some level of risk. Here are the         or interest, or cause an issuer to fail to make
principal risks of investing in the Investment           timely payments of interest or principal.
Grade Fund:                                              Lower quality debt securities generally tend to
                                                         be more sensitive to these changes than higher
Interest Rate Risk:
                                                         quality debt securities, but the lowest rating
The market values of bonds and other debt                category of investment grade securities may
securities are affected by changes in interest           have speculative characteristics as well. While
rates. In general, when interest rates rise, the         credit ratings may be available to assist in
market value of a debt security declines, and            evaluating an issuer’s credit quality, they may
when interest rates decline, the market value            not accurately predict an issuer’s ability to
of a debt security increases. Generally, the             make timely payment of principal and interest.
longer the maturity and duration of a debt
                                                         During times of economic downturn, issuers
security, the greater its sensitivity to interest
                                                         of high yield debt securities may not have the
rates.
                                                         ability to access the credit markets to
To the extent the Fund invests in mortgage-              refinance their bonds or meet other credit
backed and other asset-backed securities, the            obligations.
Fund is subject not only to general interest rate
                                                         Credit risk also applies to securities issued by
risk, but also to prepayment and extension
                                                         U.S. Government-sponsored enterprises that
risk. Changes in loan prepayment rates may
                                                         are not backed by the full faith and credit of
affect the Fund’s yield and sensitivity to
                                                         the U.S. Government. These securities are
changes in interest rates. When interest rates
                                                         supported by the credit of the issuing agency,
decline, borrowers tend to refinance their
                                                         instrumentality or corporation. For example,
loans. When this occurs, the loans that back
                                                         securities issued by the Federal National
these securities suffer a higher rate of
                                                         Mortgage Association (“Fannie Mae”) and the
prepayment. This could cause a decrease in
                                                         Federal Home Loan Mortgage Corporation
the Fund’s income and share price. When
                                                         (“Freddie Mac”) are not backed by the full
interest rates rise, the Fund’s average maturity
                                                         faith and credit of the U.S. Government.
may lengthen due to a drop in prepayments.
This will increase both the Fund’s sensitivity to        In September 2008, the U.S. Treasury placed
interest rates and its potential for price               Fannie Mae and Freddie Mac under
declines.                                                conservatorship and appointed the Federal
                                                         Housing Finance Agency (“FHFA”) to manage
Credit Risk:
                                                         their daily operations. While the U.S. Treasury
This is the risk that an issuer of bonds and             also entered into arrangements to support
other debt securities will be unable to pay              Fannie Mae and Freddie Mac, there is no
interest or principal when due. The prices of            guarantee that these arrangements will ensure
bonds and other debt securities are affected by          that these entities will be able to honor their
the credit quality of the issuer. High yield debt        obligations. Moreover, these arrangements do
securities have greater credit risk than higher          not alter the fact that the securities issued by
quality debt securities because the companies            Fannie Mae and Freddie Mac are not
that issue them are not as financially strong as         guaranteed by the U.S. Treasury and are not
companies with investment grade ratings.                 backed by the full faith and credit of the U.S.
Changes in the financial condition of an issuer,         Government.

                                                    57
Liquidity Risk:
High yield debt securities tend to be less liquid
than higher quality debt securities, meaning
that it may be difficult to sell high yield debt
securities at reasonable prices, particularly if
there is a deterioration in the economy or in
the financial prospects of their issuers. As a
result, the prices of high yield debt securities
may be subject to wide price fluctuations due
to liquidity concerns.
Security Selection Risk:
Securities selected by the portfolio manager
may perform differently than the overall
market or may not meet the portfolio
manager’s expectations. This may be a result
of specific factors relating to the issuer’s
financial condition or operations or changes
in the economy, governmental actions or
inactions, or changes in investor perceptions
regarding the issuer.




                                                    58
SELECT GROWTH FUND

What are the Select Growth Fund’s objective, principal
investment strategies and principal risks?

Objective:
The Fund seeks long-term growth of capital.
Principal Investment Strategies:
The Fund invests in a portfolio of                      accuracy, earnings quality analysis and
approximately 40-45 common stocks that the              corporate governance practices.
Fund’s subadviser, Smith Asset Management
Group, L.P. (“Smith”), believes offers the best         The screening steps produce a list of
potential for earnings growth with the lowest           approximately 80-100 eligible companies that
risk of negative earnings surprises. The Fund           are subjected to traditional fundamental
is managed by an investment team.                       analysis to further understand each company’s
                                                        business prospects, earnings potential,
When selecting investments for the Fund,                strength of management and competitive
Smith employs quantitative and qualitative              positioning. The investment team uses the
analysis to identify high quality companies that        results of this analysis to construct a portfolio
it believes have the ability to accelerate              of approximately 40-45 stocks that are
earnings growth and exceed investor                     believed to have the best growth and risk
expectations. The security selection process            characteristics.
consists of three steps. Beginning with a
universe of stocks that includes large-, mid-           Holdings in the portfolio become candidates
and small-size companies, Smith’s investment            for sale if the investment team identifies what
team first conducts a series of risk control and        they believe to be negative investment or
valuation screens designed to eliminate those           performance characteristics. Reasons to sell a
stocks that are highly volatile or are more             stock may include: a negative earnings forecast
likely to underperform the market. Smith                or report, valuation concerns, company
considers four primary factors when                     officials’ downward guidance on company
conducting the risk control and valuation               performance or earnings or announcement of
screens. Those factors are: valuation, financial        a buyout. When a stock is eliminated from the
quality, stock volatility and corporate                 portfolio, it is generally replaced with the
governance.                                             stock that the investment team considers to be
                                                        the next best stock that has been identified by
Stocks that pass the initial screens are then           Smith’s screening process.
evaluated using a proprietary methodology that
attempts to identify stocks with the highest            The Fund is actively managed, which may
probability of producing an earnings growth             result in higher portfolio turnover.
rate that exceeds investor expectations. In
                                                        Information on the Fund’s recent strategies
other words, the investment team seeks to
                                                        and holdings can be found in the most recent
identify stocks that are well positioned to
                                                        annual report, and information concerning the
benefit from a positive earnings surprise. The
                                                        Fund’s policies and procedures with respect to
process incorporates the following
                                                        disclosure of the Fund’s portfolio holdings is
considerations: changes in Wall Street
                                                        available in the Fund’s Statement of Additional
opinions, individual analysts’ historical               Information (see back cover).

                                                   59
The Statement of Additional Information also              Growth Stock Risk:
describes non-principal investment strategies
that the Fund may use, including investing in             The Fund’s focus on growth stocks increases
other types of securities that are not described          the potential volatility of its share price.
in this prospectus.                                       Growth stocks are stocks of companies which
                                                          are expected to increase their revenues or
Principal Risks:                                          earnings at above average rates. If
                                                          expectations are not met, the prices of these
You can lose money by investing in the Fund.              stocks may decline significantly.
The likelihood of a loss is greater if you invest
for a short period of time. Any investment                Limited Holdings Risk:
carries with it some level of risk. Here are the
principal risks of investing in the Select                Because the Fund generally invests in a limited
Growth Fund:                                              portfolio of only 40 to 45 stocks, it may be
                                                          more volatile than other funds whose
Market Risk:                                              portfolios are more broadly diversified. The
                                                          performance of any one of the Fund’s stocks
Because the Fund primarily invests in common              could significantly impact the Fund’s
stocks, it is subject to market risk. Stock               performance.
prices may decline over short or even
extended periods not only because of                      Security Selection Risk:
company-specific developments but also due
to an economic downturn, a change in interest             Securities selected by the portfolio manager
rates or a change in investor sentiment. Stock            may perform differently than the overall
markets tend to run in cycles, with periods               market or may not meet the portfolio
when prices generally go up, known as “bull”              manager’s expectations. This may be a result
markets, and periods when stock prices                    of specific factors relating to the issuer’s
generally go down, referred to as “bear”                  financial condition or operations or changes
markets.                                                  in the economy, governmental actions or
                                                          inactions, or changes in investor perceptions
Small-Cap and Mid-Cap Risk:                               regarding the issuer.
The market risk associated with small-cap and             Active Trading Risk:
mid-cap stocks is generally greater than that
associated with large-cap stocks because such             The Fund may, at times, engage in short-term
stocks tend to experience sharper price                   trading, which could produce higher
fluctuations than large-cap stocks. The                   transaction costs and taxable distributions and
additional volatility associated with small-to-           may result in a lower total return for the Fund.
mid-cap stocks is attributable to a number of
factors, including the fact that the earnings of
small-to-mid-size companies tend to be less
predictable than those of larger, more
established companies. Small-to-mid-cap
stocks are also not as broadly traded as stocks
of companies with larger market
capitalizations. At times, it may be difficult for
the Fund to sell small-to-mid-cap stocks at
reasonable prices.




                                                     60
TARGET MATURITY 2010 FUND

What are the Target Maturity 2010 Fund’s objective, principal
investment strategies and principal risks?

Objective:
The Fund seeks a predictable compounded
investment return for investors who hold their
Fund shares until the Fund’s maturity,
consistent with preservation of capital.
Principal Investment Strategies:
The Fund invests at least 65% of its total assets        who hold their Fund shares until the Fund’s
in zero coupon securities. The vast majority of          maturity. On the Fund’s maturity date, the
the Fund’s investments consist of non-callable           Fund’s assets will be converted to cash and
zero coupon bonds issued by the U.S.                     distributed, and the Fund will be liquidated.
Government, its agencies or instrumentalities,
that mature on or around the maturity date of            Although the Fund generally follows a buy and
the Fund (December 31, 2010). Zero coupon                hold strategy, the Fund may sell an investment
securities are debt obligations that do not              when the Fund identifies an opportunity to
entitle holders to any periodic payments of              increase its yield or it needs cash to meet
interest prior to maturity and therefore are             redemptions.
issued and traded at discounts from their face
                                                         Information on the Fund’s recent strategies
values.
                                                         and holdings can be found in the most recent
The Fund may also invest in mortgage-backed              annual report, and information concerning the
securities issued by U.S. Government-                    Fund’s policies and procedures with respect to
sponsored enterprises such as Federal                    disclosure of the Fund’s portfolio holdings is
National Mortgage Association (“Fannie Mae”)             available in the Fund’s Statement of Additional
and the Federal Home Loan Mortgage                       Information (see back cover).
Corporation (“Freddie Mac”). Although such
                                                         The Statement of Additional Information also
U.S. Government-sponsored enterprises are
                                                         describes non-principal investment strategies
chartered and sponsored by Acts of Congress,
                                                         that the Fund may use, including investing in
their securities are not backed by the full faith
                                                         other types of securities that are not described
and credit of the U.S. Government. Thus, their           in this prospectus.
mortgage-backed securities are supported by
the credit of the issuing agency, instrumentality        Principal Risks:
or corporation and the underlying mortgages
backing the securities.                                  You can lose money by investing in the Fund.
                                                         The likelihood of a loss is greater if you invest
The Fund seeks zero coupon bonds that will               for a short period of time or liquidate your
mature on or about the Fund’s maturity date.             investment in the Fund prior to the Fund’s
As the Fund’s zero coupon bonds mature, the              maturity. Any investment carries with it some
proceeds will be invested in short term U.S.             level of risk. Here are the principal risks of
government securities. The Fund generally                investing in the Target Maturity 2010 Fund:
follows a buy and hold strategy consistent with
attempting to provide a predictable
compounded investment return for investors

                                                    61
Interest Rate Risk:                                       not alter the fact that the securities issued by
                                                          Fannie Mae and Freddie Mac are not
The market value of a bond is affected by                 guaranteed by the U.S. Treasury and are not
changes in interest rates. When interest rates            backed by the full faith and credit of the U.S.
rise, the market value of a bond declines, and            Government.
when interest rates decline, the market value
of a bond increases. The price volatility of a            Security Selection Risk:
bond also depends on its maturity and
duration. Generally, the longer the maturity              Securities selected by the portfolio manager
and duration of a bond, the greater its                   may perform differently than the overall
sensitivity to interest rates.                            market or may not meet the portfolio
                                                          manager’s expectations. This may be a result
The market prices of zero coupon securities               of specific factors relating to the issuer’s
are generally more volatile than the market               financial condition or operations or changes
prices of securities paying interest periodically         in the economy, governmental actions or
and, accordingly, will fluctuate far more in              inactions, or changes in investor perceptions
response to changes in interest rates than                regarding the issuer.
those of non-zero coupon securities having
similar maturities and yields. As a result, the
net asset value of shares of the Fund may
fluctuate over a greater range than shares of
other funds that invest in securities that have
similar maturities and yields but that make
current distributions of interest.
Credit Risk:
This is the risk that an issuer of bonds will be
unable to pay interest or principal when due.
The prices of bonds are affected by the credit
quality of the issuer. Credit risk also applies to
securities issued by U.S. Government-
sponsored enterprises (such as Fannie Mae
and Freddie Mac mortgage-backed securities)
that are not supported by the full faith and
credit of the U.S. Government. In the event
that the issuers were to default on their
obligations, the Fund would be forced to rely
on the underlying mortgages backing the
securities.
In September 2008, the U.S. Treasury placed
Fannie Mae and Freddie Mac under
conservatorship and appointed the Federal
Housing Finance Agency (“FHFA”) to manage
their daily operations. While the U.S. Treasury
also entered into arrangements to support
Fannie Mae and Freddie Mac, there is no
guarantee that these arrangements will ensure
that these entities will be able to honor their
obligations. Moreover, these arrangements do
                                                     62
TARGET MATURITY 2015 FUND

What are the Target Maturity 2015 Fund’s objective, principal
investment strategies and principal risks?

Objective:
The Fund seeks a predictable compounded
investment return for investors who hold their
Fund shares until the Fund’s maturity,
consistent with the preservation of capital.
Principal Investment Strategies:
The Fund invests at least 65% of its total assets        who hold their Fund shares until the Fund’s
in zero coupon securities. The vast majority of          maturity. On the Fund’s maturity date, the
the Fund’s investments consist of non-callable           Fund’s assets will be converted to cash and
zero coupon bonds issued by the U.S.                     distributed, and the Fund will be liquidated.
Government, its agencies or instrumentalities,
that mature on or around the maturity date of            Although the Fund generally follows a buy and
the Fund (December 31, 2015). Zero coupon                hold strategy, the Fund may sell an investment
securities are debt obligations that do not              when the Fund identifies an opportunity to
entitle holders to any periodic payments of              increase its yield or it needs cash to meet
interest prior to maturity and therefore are             redemptions.
issued and traded at discounts from their face
                                                         Information on the Fund’s recent strategies
values.
                                                         and holdings can be found in the most recent
The Fund may also invest in mortgage-backed              annual report, and information concerning the
securities issued by U.S. Government-                    Fund’s policies and procedures with respect to
sponsored enterprises such as Federal                    disclosure of the Fund’s portfolio holdings is
National Mortgage Association (“Fannie Mae”)             available in the Fund’s Statement of Additional
and the Federal Home Loan Mortgage                       Information (see back cover).
Corporation (“Freddie Mac”). Although such
                                                         The Statement of Additional Information also
U.S. Government-sponsored enterprises are
                                                         describes non-principal investment strategies
chartered and sponsored by Acts of Congress,
                                                         that the Fund may use, including investing in
their securities are not backed by the full faith
                                                         other types of securities that are not described
and credit of the U.S. Government. Thus, their           in this prospectus.
mortgage-backed securities are supported by
the credit of the issuing agency, instrumentality        Principal Risks:
or corporation and the underlying mortgages
backing the securities.                                  You can lose money by investing in the Fund.
                                                         The likelihood of a loss is greater if you invest
The Fund seeks zero coupon bonds that will               for a short period of time or liquidate your
mature on or about the Fund’s maturity date.             investment in the Fund prior to the Fund’s
As the Fund’s zero coupon bonds mature, the              maturity. Any investment carries with it some
proceeds will be invested in short term U.S.             level of risk. Here are the principal risks of
government securities. The Fund generally                investing in the Target Maturity 2015 Fund:
follows a buy and hold strategy consistent with
attempting to provide a predictable
compounded investment return for investors

                                                    63
Interest Rate Risk:                                       not alter the fact that the securities issued by
                                                          Fannie Mae and Freddie Mac are not
The market value of a bond is affected by                 guaranteed by the U.S. Treasury and are not
changes in interest rates. When interest rates            backed by the full faith and credit of the U.S.
rise, the market value of a bond declines, and            Government.
when interest rates decline, the market value
of a bond increases. The price volatility of a            Security Selection Risk:
bond also depends on its maturity and
duration. Generally, the longer the maturity              Securities selected by the portfolio manager
and duration of a bond, the greater its                   may perform differently than the overall
sensitivity to interest rates.                            market or may not meet the portfolio
                                                          manager’s expectations. This may be a result
The market prices of zero coupon securities               of specific factors relating to the issuer’s
are generally more volatile than the market               financial condition or operations or changes
prices of securities paying interest periodically         in the economy, governmental actions or
and, accordingly, will fluctuate far more in              inactions, or changes in investor perceptions
response to changes in interest rates than                regarding the issuer.
those of non-zero coupon securities having
similar maturities and yields. As a result, the
net asset value of shares of the Fund may
fluctuate over a greater range than shares of
other funds that invest in securities that have
similar maturities and yields but that make
current distributions of interest.
Credit Risk:
This is the risk that an issuer of bonds will be
unable to pay interest or principal when due.
The prices of bonds are affected by the credit
quality of the issuer. Credit risk also applies to
securities issued by U.S. Government-
sponsored enterprises (such as Fannie Mae
and Freddie Mac mortgage-backed securities)
that are not supported by the full faith and
credit of the U.S. Government. In the event
that the issuers were to default on their
obligations, the Fund would be forced to rely
on the underlying mortgages backing the
securities.
In September 2008, the U.S. Treasury placed
Fannie Mae and Freddie Mac under
conservatorship and appointed the Federal
Housing Finance Agency (“FHFA”) to manage
their daily operations. While the U.S. Treasury
also entered into arrangements to support
Fannie Mae and Freddie Mac, there is no
guarantee that these arrangements will ensure
that these entities will be able to honor their
obligations. Moreover, these arrangements do
                                                     64
VALUE FUND

What are the Value Fund’s objective, principal investment
strategies and principal risks?

Objective:
The Fund seeks total return.
Principal Investment Strategies:

The Fund invests, under normal market                   attractive. The Fund may take temporary
conditions, primarily in dividend-paying stocks         defensive positions that are inconsistent with
of companies that the Fund believes are                 the Fund’s principal investment strategies in
undervalued in the market relative to their             attempting to respond to adverse market,
long term potential.                                    economic, political or other conditions. If it
                                                        does so, it may not achieve its investment
In selecting stocks, the Fund typically begins          objective. The Fund may also choose not to
by identifying companies that pay dividends.            take defensive positions.
The Fund then analyzes companies that appear
to be undervalued. Quantitatively, the Fund             Information on the Fund’s recent strategies
looks for companies that have one or more of            and holdings can be found in the most recent
the following characteristics: low price-to-            annual report, and information concerning the
earnings ratios, low price-to-cash flow ratios,         Fund’s policies and procedures with respect to
low price-to-book value ratios, low price-to-           disclosure of the Fund’s portfolio holdings is
sales ratios, low corporate leverage, and               available in the Fund’s Statement of Additional
insider buying.                                         Information (see back cover).
Qualitatively, the Fund assesses whether                The Statement of Additional Information also
management is implementing a reasonable                 describes non-principal investment strategies
corporate strategy and is operating in the              that the Fund may use, including investing in
interests of shareholders. Other                        other types of securities that are not described
considerations may include analysis of the              in this prospectus.
company’s balance sheet, competition within a
company’s industry, barriers to entry and the           Principal Risks:
potential for product substitution.
                                                        You can lose money by investing in the Fund.
The Fund normally will diversify its assets             The likelihood of a loss is greater if you invest
among dividend-paying stocks of large-, mid-            for a short period of time. Any investment
and small-cap companies. The Fund may also              carries with it some level of risk. Here are the
invest in stocks of companies of any size that          principal risks of investing in the Value Fund:
do not pay dividends if they appear to be
                                                        Market Risk:
undervalued. Market capitalization is not an
initial factor during the security selection            Because the Fund primarily invests in common
process, but it is considered in assembling the         stocks, it is subject to market risk. Stock
total portfolio.                                        prices may decline over short or even
                                                        extended periods not only because of
The Fund may sell a security if it becomes fully
                                                        company-specific developments but also due
valued, its fundamentals have deteriorated or
                                                        to an economic downturn, a change in interest
alternative investments become more
                                                        rates or a change in investor sentiment. Stock
                                                   65
markets tend to run in cycles with periods
when prices generally go up, known as “bull”
markets, and periods when stock prices
generally go down, referred to as “bear”
markets.
Undervalued Securities Risk:
The Fund seeks to invest in stocks that are
undervalued and that will rise in value due to
anticipated events or changes in investor
perceptions. If these events do not occur, are
delayed or investor perceptions about the
securities do not improve, the market price of
these securities may not rise as expected or
may fall. Moreover, value stocks may fall out
of favor with investors and decline in price as
a class.
Small-Cap and Mid-Cap Risk:
The market risk associated with small-cap and
mid-cap stocks is generally greater than that
associated with large-cap stocks because such
stocks tend to experience sharper price
fluctuations than large-cap stocks. The
additional volatility associated with small-to-
mid-cap stocks is attributable to a number of
factors, including the fact that the earnings of
small-to-mid-size companies tend to be less
predictable than those of larger, more
established companies. Small-to-mid-cap
stocks are also not as broadly traded as stocks
of companies with larger market
capitalizations. At times, it may be difficult for
the Fund to sell small-to-mid-cap stocks at
reasonable prices.
Security Selection Risk:
Securities selected by the portfolio manager
may perform differently than the overall
market or may not meet the portfolio
manager’s expectations. This may be a result
of specific factors relating to the issuer’s
financial condition or operations or changes
in the economy, governmental actions or
inactions, or changes in investor perceptions
regarding the issuer.



                                                     66
FUND MANAGEMENT IN GREATER DETAIL

The Adviser.                                            Clark D. Wagner, Director of Fixed Income,
                                                        has served as Portfolio Manager of the
First Investors Management Company, Inc.                Government Fund since 1995, Target Maturity
(“FIMCO” or “Adviser”) is the investment                2010 Fund since 1996 and Target Maturity
adviser to each Fund. FIMCO has been the                2015 Fund since 1999. He also serves as Co-
investment adviser to the First Investors Family        Portfolio Manager of the Investment Grade
of Funds since 1965. Its address is 110 Wall            Fund and has served as Portfolio Manager or
Street, New York, NY 10005. As of December              Co-Portfolio Manager of the Investment Grade
31, 2009, FIMCO served as investment adviser            Fund since 2007. Mr. Wagner also serves as a
to 39 mutual funds or series of funds with total        Portfolio Manager and Co-Portfolio Manager
net assets of approximately $6.5 billion.               for other First Investors Funds and has been a
FIMCO supervises all aspects of each Fund’s             Portfolio Manager with FIMCO since 1991.
operations. For the fiscal year ended
December 31, 2009, FIMCO received advisory              Edwin D. Miska, Director of Equities, has
fees, net of waiver (if any), as follows: 0.75%         served as Portfolio Manager of the Growth &
of average daily net assets for Blue Chip Fund;         Income Fund since 2006. He also serves as a
0.33% of average daily net assets for Cash              Portfolio Manager and Co-Portfolio Manager
Management Fund; 0.75% of average daily net             for other First Investors Funds, and joined
assets for Discovery Fund; 0.60% of average             FIMCO in 2002 as a Portfolio Manager.
daily net assets for Government Fund; 0.75%
of average daily net assets for Growth &                Rajeev Sharma serves as the Co-Portfolio
Income Fund; 0.75% of average daily net                 Manager of the Investment Grade Fund and
assets for High Yield Fund; 0.75% of average            also serves as a Co-Portfolio Manager of
daily net assets for International Fund; 0.60%          another First Investors Fund. Mr. Sharma
of average daily net assets for Investment              joined FIMCO in July 2009 and prior to joining
Grade Fund; 0.75% of average daily net assets           FIMCO, Mr. Sharma was a Vice-President and
for Select Growth Fund; 0.60% of average daily          Senior Corporate Credit Analyst at Lazard Asset
net assets for Target Maturity 2010 Fund;               Management, LLC (2005-2009) and Associate
0.60% of average daily net assets for Target            Director, Corporate Ratings at Standard &
Maturity 2015 Fund and 0.75% of average                 Poor’s Ratings Services (2002-2005).
daily net assets for Value Fund. The gross
                                                        Matthew S. Wright has served as Portfolio
advisory fees (fees before any applicable
                                                        Manager of the Blue Chip Fund since 2005 and
waivers) are set forth in the Separate Account
                                                        the Value Fund since 1998. Mr. Wright also
prospectus that is attached to this prospectus.
                                                        serves as a Portfolio Manager for other First
During the fiscal year ended December 31,               Investors Funds. Mr. Wright joined FIMCO in
2009, the Adviser waived Management Fees for            February 1996 as an Equity Analyst.
the: Cash Management Fund in the amount of              The Subadvisers.
0.42%; Government Fund in the amount of
0.15%; Investment Grade Fund in the amount              Paradigm Capital Management, Inc.
of 0.15%; Target Maturity Fund 2010 in the              (“Paradigm Capital Management”) serves as
amount of 0.15%; and Target Maturity Fund               subadviser of the Discovery Fund. Paradigm
2015 in the amount of 0.15%. These waivers              Capital Management has discretionary trading
are not reflected in the Annual Fund Operating          authority over all of the Fund’s assets, subject
Expenses tables, which are located in the “The          to continuing oversight and supervision by
Funds Summary Section” of this prospectus.              FIMCO and the Fund’s Board of Trustees.

                                                   67
Paradigm Capital Management is located at              investment fund that accepts investments from
Nine Elk Street, Albany, NY 12207.                     non-U.S. investors only and that was organized
                                                       by an affiliate of Vontobel. Vontobel has
Paradigm Capital Management is an investment           provided investment advisory services to
management firm that provides investment               mutual fund clients since 1990. As of
services to high net worth individuals, pension        December 31, 2009, Vontobel managed
and profit sharing plans, investment                   approximately $7.8 billion. Of that amount,
companies, and other institutions. As of               Vontobel acted as investment adviser or
December 31, 2009, Paradigm Capital                    subadviser to 9 registered investment
Management held investment management                  companies or series of such companies with
authority with respect to approximately $1.9           net assets of approximately $2.1 billion.
billion in assets. Of that amount, Paradigm
Capital Management acted as investment                 Rajiv Jain, Senior Vice President and Managing
adviser or subadviser to 6 registered                  Director of Vontobel, has served as Portfolio
investment companies or series of such                 Manager of the International Fund since 2006
companies with net assets of approximately             and also serves as a Portfolio Manager for
$525.2 million.                                        another First Investors Fund. Mr. Jain joined
                                                       Vontobel in 1994 as an equity analyst and
Jonathan S. Vyorst, Senior Vice President, and         associate manager of its international equity
Jason V. Ronovech, CFA and Vice President, of          portfolios.
Paradigm Capital Management, have served as
Co-Portfolio Managers of the Discovery Fund            Smith Asset Management Group, L.P.
since 2007. Messrs. Vyorst and Ronovech also           (“Smith”) serves as the investment subadviser
serve as Co-Portfolio Managers for another             of the Select Growth Fund. Smith has
First Investors Fund. Mr. Vyorst joined                discretionary trading authority over all of the
Paradigm Capital Management in 2007 as a               Fund’s assets, subject to continuing oversight
Portfolio Manager. He previously served as             and supervision by FIMCO and the Fund’s
Managing Director and Portfolio Manager at             Board of Trustees. Smith is located at 100
William D. Witter Inc., LLC (2006–2007) and            Crescent Court, Suite 1150, Dallas, TX 75201.
as Vice President at Allianz Private Client            Smith is an investment management firm that
Services (2001–2005). Mr. Ronovech joined              provides investment services to a diverse list of
Paradigm Capital Management in 2000 as an              clients including public funds, endowments,
equity analyst and has served as Portfolio             foundations, corporate pension and multi-
Manager for Paradigm Funds Advisor LLC                 employer plans. As of December 31, 2009,
(affiliate of Paradigm Capital Management)             Smith held investment management authority
since 2005.                                            with respect to approximately $3 billion in
                                                       assets. Of that amount, Smith acted as
Vontobel Asset Management, Inc. (formerly              investment adviser or subadviser to 6
named Vontobel USA Inc.) (“Vontobel”)                  registered investment companies or series of
serves as the investment subadviser of the             such companies, with net assets of
International Fund. Vontobel has                       approximately $428.2 million.
discretionary trading authority over all of the
Fund’s assets, subject to continuing oversight         The Select Growth Fund is managed by a team
and supervision by FIMCO and the Fund’s                of investment professionals who have an equal
Board of Trustees. Vontobel is located at 1540         role in managing the Fund, including the
Broadway, New York, NY 10036. Vontobel is a            following: Stephen S. Smith, CFA, Chief
wholly-owned and controlled subsidiary of              Executive Officer and Chief Investment Officer
Vontobel Holding AG, a Swiss bank holding              of Smith (1995 to present); John D. Brim,
company, having its registered offices in              CFA, a Portfolio Manager of Smith (1998 to
Zurich, Switzerland. Vontobel acts as the              present); Royce W. Medlin, CFA, a Portfolio
subadviser to five series of a Luxembourg              Manager of Smith, who joined Smith in 2006
                                                  68
and prior thereto was President and Portfolio           Other Information.
Manager of Belmont Wealth Management
(2002-2005); and Eivind Olsen, CFA, a                   Except for the Cash Management Fund, the
Portfolio Manager of Smith, who joined Smith            Statement of Additional Information provides
in 2008 and prior thereto served as a Portfolio         additional information about the portfolio
Manager with Brazos Capital                             manager’s compensation, other accounts
Management/John McStay Investment Counsel               managed by the portfolio manager, and the
(1998-2008). Each investment professional               portfolio manager’s ownership of securities in
has served as a Portfolio Manager of the Fund           a Fund.
since 2007, except Mr. Olsen, who has served
                                                        Descriptions of the factors considered by the
as a Portfolio Manager of the Fund since 2009.
                                                        Board of Trustees in considering the approval
The same team of investment professionals
                                                        of the Advisory and Subadvisory Agreements
also manage another First Investors Fund.
                                                        are available in the Fund’s Semi-Annual Report
Muzinich & Co., Inc. (“Muzinich”) serves as             to shareholders for the six months ending
the investment subadviser of the High Yield             June 30, 2009.
Fund. Muzinich has discretionary trading
                                                        The Funds have received an exemptive order
authority over all of the Fund’s assets, subject
                                                        from the Securities and Exchange Commission
to continuing oversight and supervision by
                                                        (“SEC”), which permits FIMCO to enter into
FIMCO and the Fund’s Board of Trustees.
                                                        new or modified subadvisory agreements with
Muzinich is located at 450 Park Avenue, New
                                                        existing or new subadvisers without approval
York, NY 10022. Muzinich is an institutional
                                                        of the Fund’s shareholders but subject to the
asset manager specializing in high yield bond
                                                        approval of the Fund’s Board of Trustees. In
portfolio and other credit-oriented strategies.
                                                        addition, there is a rule pending at the SEC,
As of December 31, 2009, Muzinich managed
                                                        which, if adopted, would permit the Funds to
more than $6.3 billion in assets.
                                                        act in such manner without seeking an
The Fund is managed by a team of investment             exemptive order. In the event that a
professionals who have active roles in                  subadviser is added or modified, the
managing the Fund, including the following:             prospectus will be supplemented.
John Ingallinera, Senior Portfolio Manager,
                                                        The following is information about the indices
who joined Muzinich in 2003 and prior
                                                        that are used by the Funds in the Average
thereto was the head of high yield trading at
                                                        Annual Total Returns tables which are located
Lehman Brothers (1994-2001); Dennis V.
                                                        in the “The Funds Summary Section” of this
Dowden, Portfolio Manager, who joined                   prospectus:
Muzinich in 2001 and prior thereto was
Director of high yield research at ABN AMRO              The BofA Merrill Lynch GNMA Master
Inc. (1999-2001); Wendy L. Nickerson,                   Index is a market capitalization-weighted
Portfolio Manager, who joined Muzinich in               index, including generic-coupon GNMA
2004 and prior thereto was Managing Director            mortgages, with at least $150 million principal
and Director of high yield research at Wells            amounts outstanding.
Fargo (2001-2003); and Clinton Comeaux,
Portfolio Manager, who joined Muzinich in                The Citigroup Government/Mortgage
2006 and prior thereto was a research analyst           Index is an unmanaged index that is a
at WR Huff Asset Management (2004-2006).                combination of the Citigroup U.S. Government
Each investment professional has been a                 Index and the Citigroup Mortgage Index. The
Portfolio Manager of the Fund since 2009 and            Government Index tracks the performance of
the same team of investment professionals also          the Treasury and government-sponsored
manages another First Investors Fund.                   indices within the U.S. Broad Investment Grade
                                                        Bond Index. The Mortgage Index tracks the

                                                   69
performance of the mortgage component of                The Morgan Stanley Capital International
the U.S. BIG Bond Index, comprising 30- and            EAFE Index (Gross) and the Morgan Stanley
-15 year GNMA, FNMA and FHLMC pass-                    Capital International EAFE Index (Net) are free
throughs and FNMA and FHLMC balloon                    float-adjusted market capitalization indices
mortgages.                                             that measure developed foreign market equity
                                                       performance, excluding the U.S. and Canada.
 The BofA Merrill Lynch U.S. Corporate                The Morgan Stanley Capital International EAFE
Master Index includes publicly-issued, fixed-          Index (Net) is calculated on a total-return
rate, nonconvertible investment grade dollar-          basis with net dividends reinvested after
denominated, SEC-registered corporate debt             deduction of foreign withholding taxes. These
having at least one year to maturity and an            indices are unmanaged and not available for
outstanding par value of at least $250 million.        direct investment.
 The Credit Suisse High Yield Index II is              The Citigroup Treasury/Government
designed to measure the performance of the             Sponsored Index is a market capitalization-
high yield bond market.                                weighted index that consists of debt issued by
                                                       the U.S. Treasury and U.S. Government
 The BofA Merrill Lynch BB-B US Cash Pay
                                                       sponsored agencies
High Yield Constrained Index (“BofA Merrill
Lynch Index”) contains all securities in the           The Government Fund elected to change to the
BofA Merrill Lynch US Cash Pay High Yield              Citigroup Government/Mortgage Index from
Index rated BB1 through B3, based on an                the BofA Merrill Lynch GNMA Master Index
average of Moody’s Investment Service, Inc.,           since it more closely reflects the performance
Standard & Poors Ratings Services and Fitch            of the securities in which the Fund invests.
Ratings, but caps issuer exposure at 2%.               After this year, the Fund will not show a
                                                       comparison to the BofA Merrill Lynch GNMA
 The S&P 500 Index is an unmanaged
                                                       Master Index.
capitalization-weighted index of 500 stocks
designed to measure the performance of the             The High Yield Fund elected to change to the
broad domestic economy through changes in              BofA Merrill Lynch Index from the Credit
the aggregate market value of such stocks,             Suisse High Yield Index II since the BofA
which represent all major industries.                  Merrill Lynch Index more closely reflects the
                                                       performance of the securities in which the
 The Russell 3000 Growth Index is an
                                                       Fund invests. After this year, the Fund will not
unmanaged index that measures the
                                                       show a comparison to the Credit Suisse High
performance of those Russell 3000 Index                Yield Index II.
companies with higher price-to-book ratios
and higher forecasted growth values. (The
Russell 3000 Index is an unmanaged index
that measures the performance of the 3,000
largest U.S. companies based on total market
capitalization).
 The Russell 2000 Index consists of the
smallest 2,000 companies in the Russell 3000
Index (which represents approximately 98%
of the investable U.S. equity market).




                                                  70
SHAREHOLDER INFORMATION
How and when do the Funds
price their shares?

The share price (which is called “net asset              or trades infrequently and its market value is
value” or “NAV” per share) for each Fund is              therefore slow to react to information. In such
calculated as of the close of regular trading on         cases, the Fund’s investment adviser will price
the New York Stock Exchange (“NYSE”)                     the security based upon its estimate of the
(normally 4:00 p.m. Eastern Time) each day               security’s market value using some or all of
that the NYSE is open (“Business Day”).                  the following factors: the information that is
Shares of each Fund will not be priced on the            available as of the close of trading on the
days on which the NYSE is closed for trading,            NYSE, including issuer-specific news; general
such as most national holidays and Good                  market movements; sector movements; or
Friday. In the event that the NYSE closes early,         movements of similar securities.
the share price will be determined as of the
time of the closing. To calculate the NAV, each          Foreign securities are generally priced based
Fund first values its assets, subtracts its              upon their market values as of the close of
liabilities, and then divides the balance, called        foreign markets in which they principally trade
net assets, by the number of shares                      (“closing foreign market prices”). Foreign
outstanding.                                             securities may be priced based upon fair value
                                                         estimates (rather than closing foreign market
Each Fund, except for the Cash Management                prices) provided by a pricing service when
Fund, generally values its investments based             price movements in the U.S. subsequent to the
upon their last reported sale prices, market             closing of foreign markets have exceeded a
quotations, or estimates of value provided by a          pre-determined threshold or when foreign
pricing service as of the close of trading on the        markets are closed regardless of movements
NYSE (collectively, “current market values”).            in the U.S. markets. The pricing service, its
Debt obligations with maturities of 60 days or           methodology or threshold may change from
less are valued at amortized cost.                       time to time. As in the case of all securities
                                                         owned by the Funds, foreign securities may
If current market values for investments are             also be valued at fair value prices as
not readily available, are deemed to be                  determined by the investment adviser of the
unreliable, or do not appear to reflect                  Funds for the other reasons described above.
significant events that have occurred prior to
the close of trading on the NYSE, the                    In the event that a security, domestic or
investments may be valued at fair value prices           foreign, is priced using fair value pricing, a
as determined by the investment adviser of the           Fund’s value for that security is likely to be
Funds under procedures that have been                    different than the security’s last reported
approved by the Board of Trustees of the                 market sale price or quotation. Moreover, fair
Funds. The Funds may fair value a security               value pricing is based upon opinions or
due to, among other things, the fact that: (a) a         predictions on how events or information may
pricing service does not offer a current market          affect market prices. Thus, different
value for the security; (b) a current market             investment advisers may, in good faith and
value furnished by a pricing service is believed         using reasonable procedures, conclude that
to be stale; (c) the security does not open for          the same security has a different fair value.
trading or stops trading and does not resume             Finally, the use of fair value pricing for one or
trading before the close of trading on the               more securities held by a Fund could cause a
NYSE, pending some corporate announcement                Fund’s net asset value to be materially different
or development; or (d) the security is illiquid
                                                    71
than if the Fund had employed market values             prospectus, which is attached to this
in pricing its securities.                              prospectus.
Because foreign markets may be open for                 Shares of First Investors Funds may only be
trading on days that the U.S. markets are               exchanged between Funds that are available to
closed, the values of securities held by the            the contract or policy you have purchased.
Funds that trade in markets outside the United
States may fluctuate on days that Funds are not         What are the Funds’ policies
open for business.                                      on frequent trading in the
The Cash Management Fund values its assets              shares of the Funds?
using the amortized cost method which is
intended to permit the Fund to maintain a               With the exception of the Cash Management
stable $1.00 per share. The NAV of the Cash             Fund, each Fund is designed for long-term
Management Fund could nevertheless decline              investment purposes and it is not intended to
below $1.00 per share.                                  provide a vehicle for frequent trading. The
                                                        Board of Trustees of the Funds has adopted
How do I buy and sell                                   policies and procedures to detect and prevent
                                                        frequent trading in the shares of each of the
shares?
                                                        Funds, other than the Cash Management Fund.
You cannot invest directly in the Funds.                These policies and procedures apply uniformly
Investments in each of the Funds may only be            to all accounts. However, the ability of the
made through a purchase of a variable annuity           Funds to detect and prevent frequent trading in
contract (“contract”) or variable life                  certain accounts, such as omnibus accounts, is
insurance policy (“policy") offered by FIL.             limited.
The payments received by FIL from the sale of           It is the policy of each Fund to decline to
these contracts and policies, less applicable           accept any new account that the Fund has
charges and expenses, are invested in Separate          reason to believe will be used for market
Accounts, that in turn invest in the Life Series        timing purposes, based upon the amount
Funds.                                                  invested, the Fund or Funds involved, and the
The Fund or Funds that are available to you             background of the shareholder or broker-
depend upon which contract or policy you                dealer involved. Alternatively, a Fund may
have purchased. For information about how               allow such an account to be opened if it is
to buy or sell a contract and/or policy and the         provided with written assurances that the
Funds that are available for the contract or            account will not be used for market timing.
policy you own or are considering, see the              It is the policy of the Funds to monitor activity
Separate Account prospectus, which is                   in existing accounts to detect market-timing
attached to this prospectus. This prospectus is         activity. The criteria used for monitoring differ
not valid unless a Separate Account prospectus          depending upon the type of account involved.
is attached hereto.                                     It is the policy of the Funds to reject, without
                                                        any prior notice, any purchase or exchange
Can I exchange my shares                                transaction if the Funds believe that the
for the shares of other First                           transaction is part of a market timing strategy.
Investors Funds?                                        The Funds also reserve the right to reject
                                                        exchanges that in the Funds’ view are
Subject to the restrictions on frequent trading         excessive, even if the activity does not
discussed below, for information about how to           constitute market timing.
exchange shares of a Fund for shares of other
First Investors Funds, see the Separate Account
                                                   72
If the Funds reject an exchange because it is            take advantage of the fact that the valuation of
believed to be part of a market timing strategy          foreign securities held by a Fund may not
or otherwise, neither the redemption nor the             reflect information or events that have
purchase side of the exchange will be                    occurred after the close of the foreign markets
processed. Alternatively, the Funds may                  on which such securities principally trade but
restrict exchange activity that is believed to be        before the close of the NYSE. To the extent
part of a market timing strategy or refuse to            that these policies are not successful in
accept exchange requests via telephone, or any           preventing a shareholder from engaging in
other electronic means.                                  time zone arbitrage, it may cause dilution in
                                                         the value of the shares held by other
In the case of all the Funds, to the extent that         shareholders.
the policies of the Funds are not successful in
detecting and preventing frequent trading in             What about dividends and
the shares of the Funds, frequent trading may:
                                                         capital gain distributions?
(a) interfere with the efficient management of
the Funds by, among other things, causing the            The Separate Accounts, which own the shares
Funds to hold extra cash or to sell securities to        of the Funds, will receive all dividends and
meet redemptions; (b) increase portfolio                 other distributions. As described in the
turnover, brokerage expenses, and                        attached Separate Account prospectus, all
administrative costs; and (c) harm the                   dividends and other distributions are then
performance of the Funds, particularly for               reinvested by the appropriate Separate
long-term shareholders who do not engage in              Account in additional shares of the Fund.
frequent trading.
                                                         Except for the Cash Management Fund, to the
In the case of the Funds that invest in high             extent that it has net investment income, each
yield bonds, the risk of frequent trading                Fund will declare and pay, on an annual basis,
includes the risk that investors may attempt to          dividends from net investment income. To the
take advantage of the fact that high yield bonds         extent that the Cash Management Fund has net
generally trade infrequently and therefore their         investment income, the Fund will declare daily
prices are slow to react to information. To the          and pay monthly dividends from net
extent that these policies are not successful in         investment income. Each Fund will declare
preventing a shareholder from engaging in                and distribute any net realized capital gains on
market timing, it may cause dilution in the              an annual basis, usually after the end of each
value of the shares held by other shareholders.          Fund’s fiscal year. The Cash Management
In the case of the Funds that invest in small-           Fund does not expect to realize any long-term
size and/or mid-size company stocks, the risk            capital gains.
of frequent trading includes the risk that
investors may attempt to take advantage of the           What about taxes?
fact that small-size and mid-size company
                                                         You will not be subject to federal income taxes
stocks may trade infrequently and thus their
                                                         as the result of purchases or sales of Fund
prices may be slow to react to information. To
                                                         shares by the Separate Accounts, or Fund
the extent that these policies are not successful
                                                         dividends, or other distributions to the
in preventing a shareholder from engaging in
                                                         Separate Accounts. There are tax
market timing, it may cause dilution in the
                                                         consequences associated with investing in the
value of the shares held by other shareholders.
                                                         variable annuity contracts and variable life
In the case of the Funds that invest in foreign          insurance policies. These are discussed in the
securities, the risks of frequent trading include        attached Separate Account prospectus.
the risk of time zone arbitrage. Time zone
arbitrage occurs when shareholders attempt to
                                                    73
Mixed and Shared Funding

Each of the Funds sells its shares not only to
Separate Accounts that serve as the funding
vehicles for variable annuity contracts, but also
to Separate Accounts that serve as the funding
vehicle for variable life insurance policies.
The Funds do not anticipate any disadvantage
resulting from this arrangement. However, it
is possible that a material conflict of interest
could arise between the interests of different
Policyowners and/or different Contractowners
that invest in the same Fund. If such a conflict
were to arise, a Separate Account may be
forced to withdraw its participation in the
Fund. It is also possible that the failure of one
Separate Account to comply with the tax laws
could cause all of the Separate Accounts to
lose their tax-deferred status. These are risks
that are common to many variable life
insurance policies.




                                                    74
FINANCIAL HIGHLIGHTS

The financial highlights shown in the tables
represent the financial history of the
predecessor funds of the same name, which
were acquired by the Funds in a
reorganization on April 28, 2006. Each Fund
has adopted the financial history of its
respective predecessor fund. The financial
highlights tables are intended to help you
understand the financial performance of each
Fund for the years indicated. The following
tables set forth the per share data for each
fiscal year ended December 31, except as
otherwise indicated. Certain information
reflects financial results for a single Fund
share. The total returns in the tables represent
the rates that an investor would have earned
(or lost) on an investment in each Fund
(assuming reinvestment of all dividends and
other distributions). The information has
been audited by Tait, Weller & Baker LLP, an
independent registered public accounting
firm, whose report, along with the Funds’
financial statements, is included in the Funds’
Statement of Additional Information, which is
available for free upon request and on our
website at www.firstinvestors.com.




                                                   75
FIRST INVESTORS LIFE SERIES FUNDS




 Per Share Data



        Net Asset        Income from                                     Less Distributions
        Value at         Investment Operations                           from
        Beginning        Net           Net Realized       Total from     Net              Net             Total
        of Year          Investment    and                Investment     Investment       Realized        Distributions
                         Income        Unrealized         Operations     Income           Gains
                                       Gain (Loss)
                                       on
                                       Investments

 Blue Chip

 2005     $20.18            $.20          $.67               $.87           $.20               __            $.20
 2006      20.85             .26          2.74               3.00             .20              __             .20
 2007      23.65             .31            .67                .98            .26              __             .26
 2008      24.37             .36         (8.10)             (7.74)            .31              __             .31
 2009      16.32             .31          3.04               3.35             .36              __             .36
 Cash Management

 2005      $1.00            $.024           __               $.024          $.024              __            $.024
 2006        1.00            .043           __                 .043           .043             __             .043
 2007        1.00            .045           __                 .045           .045             __             .045
 2008        1.00            .020           __                 .020           .020             __             .020
 2009        1.00            .002           __                 .002           .002             __             .002

 †      The effect of fees and charges incurred at the separate account level are not reflected in these
        performance figures. If they were included, the performance figures would be less than shown.
 ††     Net of expenses waived or assumed by the Adviser.
 a      The ratios do not include a reduction of expenses from cash balances maintained with the Bank of New
        York Mellon or from brokerage service arrangements.
 b      For each of the years shown, the expense ratio after fee credits was .70%. The Adviser has voluntarily
        waived advisory fees to limit the Cash Management Fund’s overall expense to .70%.
 c      For the period January 1, 2009 to January 31, 2009, the expense ratio after fee credits was 0.70% and for
        the period February 1, 2009 to December 31, 2009, the expense ratio after fee credits was 0.60%. In
        addition, the Adviser waived additional advisory fees to prevent a negative yield on the Fund’s shares.



                                                    76
            Total      Ratios/Supplemental Data
            Return


Net         Total      Net         Ratio to Average         Ratio to Average      Portfolio
Asset       Return†    Assets at   Net Assets††             Net Assets            Turnover
Value at    (%)        End of                               Before Expenses       Rate (%)
                                   Expenses    Net
End of                 Year        Before      Investment   Waived or Assumed
Year                   (in         Fee         Income       Expenses Net
                       Millions)   Creditsa    (%)          (%)      Investment
                                   (%)                               Income (%)


Blue Chip

$20.85         4.34      174          .85           .93       N/A        N/A         34
  23.65      14.49       181          .82          1.13       N/A        N/A          4
  24.37        4.21      173          .81          1.20       N/A        N/A          5
  16.32      (32.08)     107          .83          1.67       N/A        N/A          8
  19.31      21.61       121          .84          1.78       N/A        N/A         15
Cash Management

  $1.00        2.44        $6         .72b         2.38        1.09       1.99      N/A
   1.00        4.35         7         .74b         4.26        1.09       3.87      N/A
   1.00        4.62        15         .72b         4.49        1.04       4.14      N/A
   1.00        2.03        13         .71b         2.02         .96       1.77      N/A
   1.00         .17        11         .56 c         .18         .98       (.24)     N/A




                                              77
FIRST INVESTORS LIFE SERIES FUNDS




 Per Share Data



          Net Asset       Income from                                     Less Distributions
          Value at        Investment Operations                           from
          Beginning       Net           Net Realized       Total from     Net             Net             Total
          of Year         Investment    and                Investment     Investment      Realized        Distributions
                          Income        Unrealized         Operations     Income          Gains
                                        Gain (Loss) on
                                        Investments



 Discovery

 2005      $24.53            $.08        $1.18              $1.26             $__             $__              $__
 2006        25.79            .06          5.74              5.80             .04              __             .04
 2007        31.55            .11          1.86              1.97             .06            2.66            2.72
 2008        30.80            .30       (10.11)             (9.81)            .11            1.44            1.55
 2009        19.44            .22          5.63              5.85             .27              __             .27
 Government

 2005      $10.38            $.51         $(.26)             $.25            $.53              __            $.53
 2006        10.10            .51          (.14)               .37             .51             __             .51
 2007          9.96           .48           .15                .63             .52             __             .52
 2008        10.07            .44           .24                .68             .45             __             .45
 2009        10.30            .42            __                .42             .43             __             .43

 †      The effect of fees and charges incurred at the separate account level are not reflected in these performance
        figures. If they were included, the performance figures would be less than shown.
 ††     Net of expenses waived or assumed by the Adviser.
 a      The ratios do not include a reduction of expenses from cash balances maintained with the Bank of New York
        Mellon or from brokerage service arrangements.




                                                     78
            Total      Ratios/Supplemental Data
            Return


Net         Total      Net         Ratio to Average         Ratio to Average      Portfolio
Asset       Return†    Assets at   Net Assets††             Net Assets            Turnover
Value at    (%)        End of                               Before Expenses       Rate (%)
                                   Expenses    Net
End of                 Year        Before      Investment   Waived or Assumed
Year                   (in         Fee         Income       Expenses Net
                       Millions)   Creditsa    (Loss) (%)   (%)      Investment
                                   (%)                               Income (%)


Discovery

$25.79         5.14     $137          .90           .15       N/A        N/A        111
  31.55      22.51       158          .82           .19       N/A        N/A         58
  30.80        6.62      161          .82           .35       N/A        N/A         55
  19.44      (33.25)     101          .83          1.15       N/A        N/A         52
  25.02      30.77       127          .84          1.03       N/A        N/A         66
Government

$10.10         2.54      $20          .81          4.85         .96       4.70       52
   9.96        3.80        20         .78          5.10         .93       4.95       28
  10.07        6.55        21         .80          4.94         .95       4.75       24
  10.30        6.93        24         .79          4.56         .94       4.41       39
  10.29        4.28        26         .80          3.87         .95       3.72       51




                                              79
FIRST INVESTORS LIFE SERIES FUNDS




 Per Share Data



          Net Asset      Income from                                    Less Distributions
          Value at       Investment Operations                          from
          Beginning      Net           Net Realized      Total from     Net             Net            Total
          of Year        Investment    and               Investment     Investment      Realized       Distributions
                         Income        Unrealized        Operations     Income          Gains
                                       Gain (Loss) on
                                       Investments



 Growth & Income*

 2005      $33.75           $.16        $2.25             $2.41            $.25            $__            $.25
 2006        35.91            .20         4.68              4.88            .16           2.27            2.43
 2007        38.36            .41          .25               .66            .20           5.43            5.63
 2008        33.39            .40      (11.38)           (10.98)            .41           2.24            2.65
 2009        19.76            .27         5.06              5.33            .40              __            .40
 High Yield

 2005        $8.66          $.65        $ (.61)             $.04           $.63              __           $.63
 2006         8.07            .62          .12               .74            .67              __            .67
 2007         8.14            .57         (.47)              .10            .63              __            .63
 2008         7.61            .56        (2.39)            (1.83)           .59              __            .59
 2009         5.19            .51         1.12              1.63            .58              __            .58

 *      Prior to October 18, 2006, the Fund was known as the Growth Fund.
 †      The effect of fees and charges incurred at the separate account level are not reflected in these
        performance figures. If they were included, the performance figures would be less than shown.
 ††     Net of expenses waived or assumed by the Adviser.
 a      The ratios do not include a reduction of expenses from cash balances maintained with the Bank of New
        York Mellon or from brokerage service arrangements.




                                                    80
             Total      Ratios/Supplemental Data
             Return


Net          Total      Net         Ratio to Average         Ratio to Average        Portfolio
Asset        Return†    Assets at   Net Assets††             Net Assets              Turnover
Value at     (%)        End of                               Before Expenses         Rate (%)
                                    Expenses    Net
End of                  Year        Before      Investment   Waived or Assumed
Year                    (in         Fee         Income       Expenses   Net
                        Millions)   Creditsa    (%)          (%)        Investment
                                    (%)                                 Income (%)


Growth & Income

$35.91          7.20     $249          .85           .46        N/A         N/A         93
  38.36       14.35       268          .82           .55        N/A         N/A        127
  33.39         1.98      258          .81          1.14        N/A         N/A         38
  19.76       (35.22)     155          .83          1.48        N/A         N/A         28
  24.69       28.05       187          .84          1.27        N/A         N/A         25
High Yield

  $8.07          .41      $69          .87          8.01        N/A         N/A         35
   8.14         9.77        68         .85          7.63        N/A         N/A         31
   7.61         1.06        79         .86          7.19        N/A         N/A         28
   5.19       (25.86)       52         .86          8.27        N/A         N/A         17
   6.24       35.15         66         .90          8.66        N/A         N/A        102




                                               81
FIRST INVESTORS LIFE SERIES FUNDS




 Per Share Data



          Net Asset       Income from                                      Less Distributions
          Value at        Investment Operations                            from
          Beginning       Net            Net Realized       Total from     Net              Net             Total
          of Year         Investment     and                Investment     Investment       Realized        Distributions
                          Income         Unrealized         Operations     Income           Gains
                                         Gain (Loss) on
                                         Investments



 International*

 2005      $18.55            $.28         $1.41              $1.69            $.24              $__            $.24
 2006        20.00             .29          5.09               5.38             .15             .64             .79
 2007        24.59             .04          4.26               4.30             .83           3.36             4.19
 2008        24.70             .30         (9.68)             (9.38)            .04           2.65             2.69
 2009        12.63             .65          2.03               2.68             .59              __             .59
 Investment Grade

 2005      $11.67            $.56          $(.42)              $.14           $.67               __            $.67
 2006        11.14             .53          (.11)               .42             .62              __             .62
 2007        10.94             .43           .15                .58             .60              __             .60
 2008        10.92             .41         (1.60)             (1.19)            .57              __             .57
 2009          9.16            .69          1.10               1.79             .60              __             .60

 *      Prior to June 27, 2006, the Fund was known as the International Securities Fund.
 †      The effect of fees and charges incurred at the separate account level are not reflected in these performance
        figures. If they were included, the performance figures would be less than shown.
 ††     Net of expenses waived or assumed by the Adviser.
 a      The ratios do not include a reduction of expenses from cash balances maintained with the Bank of New
        York Mellon or from brokerage service arrangements.




                                                      82
           Total       Ratios/Supplemental Data
           Return


Net        Total       Net         Ratio to Average         Ratio to Average        Portfolio
Asset      Return†     Assets at   Net Assets††             Net Assets              Turnover
Value at   (%)         End of                               Before Expenses         Rate (%)
                                   Expenses    Net
End of                 Year        Before      Investment   Waived or Assumed
Year                   (in         Fee         Income       Expenses   Net
                       Millions)   Creditsa    (%)          (%)        Investment
                                   (%)                                 Income (%)


International

$20.00          9.22    $105          .99           .80       N/A          N/A        104
  24.59     27.79        129          .97          1.24       N/A          N/A        157
  24.70     20.99        154          .90          1.30       N/A          N/A         97
  12.63     (41.89)        85         .94          1.41       N/A          N/A        128
  14.72     23.24        101         1.01          2.30       N/A          N/A         53
Investment Grade

$11.14          1.31     $38          .75          4.91         .90        4.76        24
  10.94         3.99       37         .74          4.82         .89        4.67        86
  10.92         5.52       39         .73          4.97         .88        4.81        38
   9.16     (11.60)        32         .74          5.30         .89        5.15       133
  10.35     20.94          39         .76          5.38         .91        5.23        79




                                              83
FIRST INVESTORS LIFE SERIES FUNDS




 Per Share Data



          Net Asset       Income from                                      Less Distributions
          Value at        Investment Operations                            from
          Beginning       Net            Net Realized       Total from     Net              Net             Total
          of Year         Investment     and                Investment     Investment       Realized        Distributions
                          Income         Unrealized         Operations     Income           Gains
                                         Gain (Loss) on
                                         Investments



 Select Growth*

 2005        $8.34           $.05           $.41               $.46           $.10              $__            $.10
 2006         8.70             .07           .75                .82             .05              __             .05
 2007         9.47             .01          1.06               1.07             .07              __             .07
 2008        10.47             __          (4.31)             (4.31)            .01             .09             .10
 2009         6.06             .01           .59                .60              __              __               __
 Target Maturity 2010

 2005      $14.98            $.70          $(.50)              $.20           $.70            $.14             $.84
 2006        14.34             .75          (.49)               .26             .72             .12             .84
 2007        13.76             .69           .41               1.10             .77              __             .77
 2008        14.09             .75           .26               1.01             .73             .02             .75
 2009        14.35             .77          (.81)              (.04)            .78             .18             .96

 *      Prior to July 26, 2007, the Fund was known as the Focused Equity Fund.
 †      The effect of fees and charges incurred at the separate account level are not reflected in these performance
        figures. If they were included, the performance figures would be less than shown.
 ††     Net of expenses waived or assumed by the Adviser.
 a      The ratios do not include a reduction of expenses from cash balances maintained with the Bank of New
        York Mellon or from brokerage service arrangements.




                                                      84
           Total       Ratios/Supplemental Data
           Return


Net        Total       Net         Ratio to Average         Ratio to Average        Portfolio
Asset      Return†     Assets at   Net Assets††             Net Assets              Turnover
Value at   (%)         End of                               Before Expenses         Rate (%)
                                   Expenses    Net
End of                 Year        Before      Investment   Waived or Assumed
Year                   (in         Fee         Income       Expenses   Net
                       Millions)   Creditsa    (Loss) (%)   (%)        Investment
                                   (%)                                 Income (%)


Select Growth

  $8.70       5.55       $11          .99           .57       N/A         N/A          66
   9.47       9.47         12         .92           .77       N/A         N/A          80
  10.47     11.42          13        1.14           .15       N/A         N/A         161
   6.06     (41.47)         9         .99          (.05)      N/A         N/A         107
   6.66       9.90         10        1.00           .22       N/A         N/A         102
Target Maturity 2010

$14.34        1.46       $16         .76           4.74         .91        4.59         3
  13.76       2.02         14        .76           5.13         .91        4.98         3
  14.09       8.35         15        .76           5.33         .91        5.16        11
  14.35       7.33         14        .76           5.03         .91        4.88         0
  13.35       (.23)        11        .80           5.13         .95        4.98         0




                                              85
FIRST INVESTORS LIFE SERIES FUNDS




 Per Share Data



          Net Asset       Income from                                   Less Distributions
          Value at        Investment Operations                         from
          Beginning       Net           Net Realized      Total from    Net             Net                Total
          of Year         Investment    and               Investment    Investment      Realized           Distributions
                          Income        Unrealized        Operations    Income          Gains
                                        Gain (Loss) on
                                        Investments



 Target Maturity 2015

 2005      $14.37           $.53          $.08              $.61           $.52             $__              $.52
 2006        14.46            .57          (.32)              .25            .52             __                .52
 2007        14.19            .59           .74             1.33             .58             __                .58
 2008        14.94            .63         1.49              2.12             .58             __                .58
 2009        16.48            .62        (1.00)              (.38)           .63            .02                .65
 Value

 2005      $13.71           $.25          $.57              $.82           $.22              __              $.22
 2006        14.31            .27         2.76              3.03             .26             __                .26
 2007        17.08            .31          (.42)             (.11)           .27             __                .27
 2008        16.70            .40        (5.24)            (4.84)            .29             __                .29
 2009        11.57            .29         1.96              2.25             .36             __                .36

 †      The effect of fees and charges incurred at the separate account level are not reflected in these
        performance figures. If they were included, the performance figures would be less than shown.
 ††     Net of expenses waived or assumed by the Adviser.
 a      The ratios do not include a reduction of expenses from cash balances maintained with the Bank of
        New York Mellon or from brokerage service arrangements.




                                                    86
           Total       Ratios/Supplemental Data
           Return


Net        Total       Net         Ratio to Average         Ratio to Average      Portfolio
Asset      Return†     Assets at   Net Assets††             Net Assets            Turnover
Value at   (%)         End of                               Before Expenses       Rate (%)
                                   Expenses    Net
End of                 Year        Before      Investment   Waived or Assumed
Year                   (in         Fee         Income       Expenses Net
                       Millions)   Creditsa    (%)          (%)      Investment
                                   (%)                               Income (%)


Target Maturity 2015

$14.46        4.39       $22          .73          4.14         .88       3.99        0
  14.19       1.85         24         .70          4.38         .85       4.23        2
  14.94       9.70         27         .70          4.32         .85       4.16        3
  16.48     14.56          29         .69          4.01         .84       3.86        0
  15.45      (2.22)        27         .71          3.91         .86       3.76        0
Value

$14.31        6.09       $79          .87          1.89       N/A        N/A         21
  17.08     21.43          94         .83          1.73       N/A        N/A         15
  16.70       (.66)        91         .83          1.75       N/A        N/A         17
  11.57     (29.41)        58         .85          2.47       N/A        N/A         15
  13.46     21.03          66         .88          2.45       N/A        N/A         11




                                              87
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LIFE SERIES FUNDS                               Statement of Additional Information
                                                (SAI):
                                                The SAI provides more detailed information
Blue Chip                                       about the Funds and is incorporated by
                                                reference into this prospectus.
Cash Management
                                                To obtain free copies of the Reports and the
Discovery                                       SAI or to obtain other information, you may
Government                                      visit our website at: www.firstinvestors.com
                                                or contact the Funds at:
Growth & Income
                                                Administrative Data Management Corp.
High Yield                                      Raritan Plaza I
                                                Edison, NJ 08837-3620
International                                   Telephone: 1 (800) 423-4026
Investment Grade                                You can review and copy Fund documents
Select Growth                                   (including the Reports and the SAI) at the
                                                Public Reference Room of the SEC in
Target Maturity 2010                            Washington, D.C. You can also obtain
                                                copies of Fund documents after paying a
Target Maturity 2015                            duplicating fee (i) by writing to the Public
                                                Reference Section of the SEC, Washington,
Value                                           D.C. 20549 or (ii) by electronic request at
                                                publicinfo@sec.gov. To find out more, call
For more information about the Funds, the
                                                the SEC at 1 (202) 551-8090. Text-only
following documents are available for free
                                                versions of Fund documents can be viewed
upon request:
                                                online or downloaded from the EDGAR
                                                database on the SEC’s Internet website at
Annual/Semi-Annual Reports:                     http://www.sec.gov.
Additional information about each Fund’s
investments is available in the Fund’s annual   (Investment Company Act File No. 811-04325)
and semi-annual reports to shareholders.
In each Fund’s annual report, you will find
a discussion of the market conditions and
investment strategies that significantly
affected the Fund’s performance during its
last fiscal year.

								
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