HomeMy WebLinkAboutR-2003-078 ICMA Retirment Corporation for Administrative Services Agreement re: City’s 457 Deferred Compensation plan3.
RESOLUTION NO. R-2003- 78
A RESOLUTION authorizing and directing the City Manager of the City of Yakima to
execute a professional services agreement with the International City
Management Association Retirement Corporation for administrative
services for the deferred compensation plan of the City of Yakima.
WHEREAS, the City of Yakima provides a deferred compensation plan for various
groups of employees; and
WHEREAS, the City requires administrative services regarding the deferred
compensation plan and the assets thereof; and
WHEREAS, the International City Management Association Retirement Corporation
("ICMA") has provided these services to the City in a satisfactory manner for many years;
and
WHEREAS, ICMA is willing to continue to provide these services to the City in
accordance with the attached agreement; and
WHEREAS, the City Council deems it to be in the best interest of the City of Yakima
to authorize execution of the attached agreement with ICMA for administrative services
regarding the City's deferred compensation plan, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager of the City of Yakima is hereby authorized and directed to
execute the attached and incorporated professional services agreement with the
International City Management Association Retirement Corporation for administrative
services for the deferred compensation plan of the City of Yakima.
ADOPTED BY THE CITY COUNCIL this 20th day of May, 2003.
ATTEST:
City Clerk
(1k)res/finance icma contr may 03/.pm
ITEM TITLE:
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. *7-6
For Meeting Of: May 20, 2003
A Resolution Authorizing the Execution of an agreement with the ICMA
Retirement Corporation for Administrative Services relative to the City's 457
Deferred Compensation Plan.
SUBMITTED BY: Finance Department and
Human Resources Division
4L
CONTACT PERSON/TELEPHONE: Rita Anson, Finance Director, #575-6070'"
Tim Jensen,Treasury Services Officer, #575-6070
SUMMARY EXPLANATION:
The City provides a deferred compensation plan for various groups of employees and has
responsibility for obtaining investment alternatives and services for those employees participating
in this plan. The City's plan is part of the Vantage Trust, a common law trust for the commingled
investment of retirement funds held by state and local governmental units for their employees.
The International City Management Association - Retirement Corporation (RC) provides
administrative services for this plan to the City and provides investment advisory services to the
Trust. The attached resolution, if approved by Council, will formalize the terms and conditions
of the Administrative Services provided by RC and will reduce the compensation paid by the plan
participants for these services. RC has agreed to: (a) lower the plan administrative costs from
.55% to .29% per annum of the amount of Plan assets invested in the Trust, (b) eliminate the
account maintenance fee (this had previously been waived for the City) and (c) eliminate the
VantageTrust Mutual Fund Series services fee, previously set at .25% of average daily net Plan
assets invested in the VantageTrust Mutual Fund Series. In return for these cost and fee
reductions, this resolution, if approved by Council, establishes a three-year contract with RC and
includes automatic one-year extensions unless notification to the contrary is provided by the City
at least 60 days prior to the annual renewal date.
Resolution X Ordinance Other (Specify)
Contract X Mail to (name and address): ICMA-Retirement Corporation
2405 Evergreen Park Drive SW., Ste. B-4, Olympia, Wa. 98502-6000 Phone:
Funding Source N/A
APPROVED FOR SUBMITTAL: •>> City Manager
STAFF RECOMMENDATION: Adopt Resolution
BOARD/ COMMISSION RECOMMENDATION:
COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2003-78
\\Isnt\users\ranson\Council Agenda Items\2003\ICMA Admin Svcs Agreement\04-15-03 - Agenda Stmt - ICMA-RC Admin Svc Contract.doc
ADMINISTRATIVE SERVICES AGREEMENT
Type: 457
Account Number: 0356
Plan # 0356
ADMINISTRATIVE SERVICES AGREEMENT
This Agreement (herein referred to as the "Agreement"), made as of the day of ,
2003 (herein referred to as the "Inception Date"), between The International City
Management Association Retirement Corporation ("RC"), a nonprofit corporation
organized and existing under the laws of the State of Delaware; and the City of Yakima
("Employer") a municipal corporation organized and existing under the laws of the State
of Washington with an office at 129 North 2nd Street, Yakima, Washington 98901.
RECITALS
Employer acts as a public plan sponsor for a retirement plan ("Plan") with responsibility
to obtain investment alternatives and services for employees participating in that Plan.
The VantageTrust (the "Trust") is a common law trust governed by an elected Board of
Trustees for the commingled investment of retirement funds held by state and local
governmental units for their employees.
RC acts as investment adviser to the Trust; RC has designed, and the Trust offers, a
series of separate funds (the "Funds") for the investment of plan assets as referenced in
the Trust's principal disclosure document, "Making Sound Investment Decisions: A
Retirement Investment Guide." The Funds are available only to public employers and
only through the Trust and RC.
In addition to serving as investment adviser to the Trust, RC provides a complete
offering of services to public employers for the operation of employee retirement plans
including, but not limited to, communications concerning investment alternatives,
account maintenance, account record-keeping, investment and tax reporting, form
processing, benefit disbursement and asset management.
AGREEMENTS
1. Appointment of RC
Employer hereby designates RC as Administrator of the Plan to perform all non -
discretionary functions necessary for the administration of the Pian with respect to
assets in the Plan deposited with the Trust. The functions to be performed by . RC
include:
(a) allocation in accordance with participant direction of individual accounts to
investment Funds offered by the Trust;
(b) maintenance of individual accounts for participants reflecting amounts deferred,
income, gain, or Toss credited, and amounts disbursed as benefits;
Plan # 0356
(c) provision of periodic reports to the Employer and participants of the status of
Plan investments and individual accounts;
(d) timely communication to participants of information regarding their rights and
elections under the Plan; and
(e) disbursement of benefits as agent for the Employer in accordance with terms of
the Plan.
2. Adoption of Trust
Employer has adopted the Declaration of Trust of VantageTrust and agrees to the
commingled investment of assets of the Plan within the Trust. Employer agrees that
operation of the Plan and investment, management and disbursement of amounts
deposited in the Trust shall be subject to the Declaration of Trust, as it may be amended
from time to time and shall also be subject to terms and conditions set forth in
disclosure documents (such as the Retirement Investment Guide or Employer Bulletins)
as those terms and conditions may be adjusted from time to time. It is understood that
the term "Employer Trust" as it is used in the Declaration of Trust shall mean this
Administrative Services Agreement.
3. Exclusivity Agreement
Employer agrees that for the initial or succeeding term of this Agreement specified in
Section 10, so long as RC continues to perform the services required under this
Agreement in all material respects, Employer shall not obtain services covered by this
Agreement for this 457 plan from anyone other than RC; provided, however, that RC
agrees that Employer may utilize any person(s) and/or entity(ies) it chooses/selects to
review and advise the Employer concerning the services provided by RC under this
Agreement for this 457 plan. Employer acknowledges that RC has agreed to the
compensation to be paid to RC under this Agreement in the expectation that RC will be
able to offset costs allocable to performing this Agreement with revenues arising from
Employer's exclusive use of RC at the rates provided herein throughout the initial or
succeeding term.
Additionally, RC recognizes andagrees that within the six (6) -month period prior to the
end of the term of this Agreement, the Employer may initiate and conduct a selection
process to choose a person(s) and/or entity(ies) to provide the same and/or similar type
of services provided by RC to the Employer under this Agreement.
4. Employer Duty to Furnish Information
Employer agrees to furnish to RC on a timely basis such information as is necessary for
RC to carry out its responsibilities as Adinistrator of the Plan, including information
Plan # 0356
needed to allocate individual participant accounts to Funds in the Trust, and information
as to the employment status of participants, and participant ages, addresses and other
identifying information (including tax identification numbers). RC shall be entitled to rely
upon the accuracy of any information that is furnished to it by responsible officials (City
Manager, Finance Director and Human Resources Division Manager, and/or as
otherwise designated by the Employer) of the Employer or any information relating to an
individual participant or beneficiary that is furnished by such participant or beneficiary,
and RC shall not be responsible for any error arising from its reliance on such
information to the extent such information is inaccurate. RC will provide timely account
information in reports, statements or accountings and annual audited financial
statements within thirty (30) days of completion.
5. Certain Representations, Warranties, and Covenants
RC represents and warrants to Employer that:
(a) RC is a non-profit corporation with full power and authority to enter into this
Agreement and to performits obligations under this Agreement. The ability of
RC to serve as investment adviser to the Trust is dependent upon the continued
willingness of the Trust for RC to serve in that capacity.
(b) RC is an investment adviser registered as such with the Securities and Exchange
Commission under the Investment Advisers Act of 1940, as amended. ICMA-RC
Services, Inc. (a wholly owned subsidiary of RC) is registered as a broker-dealer
with the Securities and Exchange Commission (SEC) and is and shall maintain
itself as a member in good standing of the National Association of Securities
Dealers, Inc. RC shall immediately notify the Employer in the event that RC
status as a member in good standing with the National Association of Securities
Dealers, Inc. changes.
RC covenants with employer that:
(c) RC shall maintain and administer the Plan in compliance with the requirements
for eligible deferred compensation plans under Section 457 of the Internal
Revenue Code; provided, however, RC shall not be responsible for the eligible
status of the Plan in the event that the Employer directs RC to administer the
Plan or disburse assets in a manner inconsistent with the requirements of
Section 457 or .otherwise causes the Plan not to be carried out in accordance
with its terms; provided, further, that if the plan document used by the Employer
contains terms that differ from the terms of RC's standardized plan document,
RC shall not be responsible for the eligible status of the Plan to the extent
affected by the differing terms in the Employer's plan document.
Plan # 0356
Employer represents and warrants to RC that:
(d) Employer is organized in the form and manner recited in the opening paragraph
of this Agreement with full power and authority to enter into and perform its
obligations under this Agreement and to act for the Plan and participants in the
manner contemplated in this Agreement. Execution, delivery, and performance
of this Agreement will not conflict with any law, rule, regulation or contract by
which the Employer is bound or to which it is a party.
6. Participation in Certain Proceedings
The Employer hereby authorizes RC to act as agent, to appear on its behalf, and to join
the Employer as a necessary party in all legal proceedings involving the garnishment of
benefits or the transfer of benefits pursuant to the divorce or separation of participants
in the Employer Plan. Unless Employer notifies RC otherwise, Employer consents to
the disbursement by RC of benefits that have been garnished or transferred to a former
spouse, spouse or child pursuant to a domestic relations order.
7. Compensation and Payment
(a) Plan Administration Fee. The amount to be paid for plan administration services
under this Agreement shall be 0.29% per annum of the amount of Plan assets
invested in the Trust. Such fee shall be computed based on average daily net
Plan assets in the Trust. RC shall notify the City by letter of any increase in the
plan administration fee at least sixty (60)days in advance of its effective date.
(b) VantageTrust Mutual Fund Series Services Fee. The VantageTrust Mutual Fund
Series Services Fee is waived by RC for the duration of this Agreement.
(c) Compensation for Management Services to the Trust and Advisory and other
Services to the Vantagepoint Funds. Employer acknowledges that in addition to
amounts payable under this Agreement, RC receives fees from the Trust for
investment management services furnished to the Trust. Employer further
acknowledges that certain wholly-owned subsidiaries of RC receive
compensation for advisory and other services furnished to the Vantagepoint
Funds, which serve as the underlying portfolios of a number of Funds offered
through the Trust. The fees referred to in this subsection are disclosed in the
Retirement Investment Guide, a copy of which is attached hereto as Exhibit "A,"
and incorporated herein by this reference. These fees are not assessed against
assets invested in the Trust's Mutual Fund Series.
(d) Payment Procedures. All payments to RC pursuant to this Section 7 shall be
paid out of the Plan assets held by the Trust and shall be paid by the Trust. The
amount of Plan assets held in the Trust shall be adjusted by the Trust as required
to reflect such payments.
Plan # 0356
8. Custody
Employer understands that amounts invested in the Trust are to be remitted directly to
the Trust in accordance with instructions provided to Employer by RC and are not to be
remitted to RC. In the event that any check or wire transfer is incorrectlylabeled or
transferred to RC, RC will return it to Employer with proper instructions.
9. Responsibility
RC shall not be responsible for any acts or omissions of any person other than RC, its
officials, directors, officers, agents, attorneys, employees, and/or volunteers in
connection with the administration or operation of the Plan.
10. Term
This Agreement shall be in effect for an initial term beginning on the Inception Date and
ending three (3) years after the Inception date. This Agreement will be renewed
automatically for each succeeding year unless written notice of termination is provided
by either party to the other no less than sixty (60) days before the end of such
Agreement year.
11. Severability
If any portion of.thisAgireement is changedper mutual agreement or any portion is held
invalid, the remainder Of the Agreement shall remain in full force and effect."
The waiver of either the Employer or RC:of•-the breach of any provision of this
Agreement `by":the other party shall<not operate and/or be construed as`a waiver of any
subseqUenf breach.: by either party or",`prevent either party thereafter enforcing such
provision. >,
13 Amendments and Adjustments
is Agreement may.; not be amended except bywritten instrument signed by the
e: `parties "agree. that: compensation for .services, under this Agreement and
administrative and operational arrangements may be_adjusted as follows:
xce t a8 .otherwise provided in section 7(a), RC may propose an adjustmentby written
notice to the Employer given at :least .sixty: (60) days before. the -effective date of the
adjustmentand. the :notice may.appear. i-, disclosure.; documents such as Employer
6-.
Plan # 0356
Bulletins and the Retirement Investment Guide. Such adjustment shall become
effective unless, within the sixty day period before the effective date, the Employer
notifies RC in writing that it does not accept such adjustment, in which event the parties
will negotiate with respect to the adjustment.
14. Notices
All notices required to be delivered under Sections 7 and 13 of this Agreement shall be
delivered personally or by registered or certified mail, postage prepaid, return receipt
requested, to (i) Legal Department, ICMA Retirement Corporation, '777 North Capitol
Street, N.E., Suite 600, Washington, D.C, 20002-4240; (ii) Employer. (through the City
Manager, Finance Director and Human Resources Manager, and/or as otherwise
designated by the Employer)- at the address set forth in the first paragraph hereof, or to
any other address designated by the party to receive the same by written notice
similarly given.
15. Complete Agreement
This Agreement shall constitute the sole agreement between RC and Employer relating
to the object of this`; Agreement and correctly sets forth the complete rights;:: duties and
obligations of each party to the other as of its date. Any prior agreements; promises,
negotiations or representations, verbal or otherwise, not expressly: set. forth.. in this
Agreement are:;,oorceland effect.
16. Goveri in
This agreement shall b
State of -Washington, a
to its conflicts:of Iaws p
17.
overned by,'andconstrued in accordance with the laws of the
plicable to contracts made:.:in that jurisdiction without reference
rovisions.
The venue for;.any:;action•to° e•nforce:: or: interpret,•this Agreement shall lie in the Superior
Court of..Washington for Yakima County, Washington.
Plan # 0356
In Witness Whereof, the parties hereto have executed this Agreement as of the
Inception Date first above written.
CITY OF YAKIMA
Signature/Date
Richard A. Zais, Jr.
City Manager
Name and Title (Please Print)
INTERNATIONAL CITY MANAGEMENT
ASSOCIATION RETIREMENT
CORPORATION
by:
Paul Gallagher
Corporate Secretary
EFFECTIVE APRIL 1, 2003
Making
und
Investment ecisions
A Retirement Investment Guide
VantageTrust
FUNDS
CONTENTS
SUMMARY .
FUNDS OF THE TRUST
SUMMARY OF FUND INVESTMENT
OBJECTIVES AND RISKS
1
1
3
PLAN FEES AND FUND EXPENSES 6
SELECTED PERFORMANCE DATA
A GENERAL DISCUSSION OF THE RISKS
OF INVESTING IN THE FUNDS OF
THE TRUST .
DESCRIPTIONS OF THE VANTAGETRUST
FUNDS . . .
VANTAGETRUST FUNDS ..
VANTAGETRUST INDEX FUNDS
VANTAGETRUST MODEL
PORTFOLIO FUNDS
VANTAGETRUST PLUS FUND
VANTAGETRUST MUTUAL FUND SERIES
OPERATION OF THE VANTAGETRUST
MUTUAL FUND SERIES FUNDS .
VANTAGE -CD LINE
MANAGEMENT OF THE FUNDS OF THE
TRUST
EXPLANATION OF PLAN FEES AND
FUND FEES AND EXPENSES ..
Plan Fees . .
Fund Fees and Expenses
DESCRIPTION OF THE RETIREMENT
CORPORATION .
DESCRIPTION OF THE TRUST COMPANY
AND VANTAGETRUST .
Purpose .. .
Organization .
Exemption from Registration under Federal
Securities Laws . .. .
Federal Tax Status ..
Participation Only by Eligible Plans
13
. 15
.20
.28
.31
.. .34
.35
Resignation or Removal of the Retirement
Corporation 42
Custodial Arrangements and Securities Lending 42
Adoption of the Trust . . 42
INVESTING IN THE TRUST . 43
Unit Accounting for All Funds
Except the PLUS Fund .. 43
Portfolio Valuation of the VantageTrust
Funds (but not the PLUS Fund) and
the VantageTrust Mutual Fund Series . .43
Portfolio Valuation of the VantageTrust
PLUS Fund 43
Reinvestment of Earnings 43
Reporting to Participants . 43
Contributions 44
Transfers and Allocations Among Funds 44
Telephone Transfers 45
Special Restrictions on Transfers 45
Restrictions on Competing Funds 45
Special Processing of Transfers from the
PLUS Fund where Competing Providers
Impose Restrictions 45
Transfer Restrictions in the Overseas
Equity Index Fund, Putnam International
Growth Fund and International Fund .46
Pricing and Timing of Transactions . . 46
Potential Restrictions Due to Market Activity 46
Special Circumstances Delaying or Suspending
Transactions in the VantageTrust Funds
and the VantageTrust Mutual Fund Series . 46
Disbursements to Participants in 401 and
457 Plans . . . .. . 46
INABILITY TO CONDUCT BUSINESS .48
.37 VANTAGELINE ... 48
VANTAGELINK INTERNET CAPABILITY 48
FINANCIAL HIGHLIGHTS INFORMATION 49
INDEPENDENT ACCOUNTANT .. . .69
40 INVESTMENT ADVISER .. . 69
CUSTODIAN . 69
...38
. .38
.38
.41
41 DIRECTORS OF VANTAGETRUST
41 COMPANY
41
41
. . 42
.69
Suththaiy
,f'
The ICMA Retirement Corporation (the "Retirement
Co-rporation',') and the VantageTrust Company (the
"Trust Company") provide plan administration services
and sponsor investment options for deferred compensa-
tion plans and qualified retirement plans (each a "Plan"
and collectively, "Plans") established by Public
Employers for their employees ("Participants"). These
Plans'are established under Section 457 and Section 401
of the Internal Revenue Code of 1986 (the "Code"),
respectively.
VantageTrust, a group trust that is sponsored and main
tamed by the Trust Company, is the' entity'throtigh'
which'these services are offered.
As used throughout this document, the term "Trust"
will refer to VantageTrust.
There is a full range of services available for Section 457
and Section 401 Plans, including: (1) administrative
services, such as record keeping and reporting, furnished
by the Retirement Corporation; (2) enrollment services,
provided through ICMA-RC Services,ILC; a broker-
dealer affiliated with the Retirement Corporation; and ,
(3) investment options provided by the Trust either
directly or through investments by, the Trust in The
Vantagepoint Funds, a series mutual fund affiliated with
Funds of the Trust
The Trust offers a number of different investment
options that are ordinarily'open for investment by
Participants in'Section 457 and 401 Plans.
Among other investment options, the Trust offers a
group of investment funds known as the VantageTrust
Funds. These Funds are invested solely in the shares of
a corresponding portfolio of The Vantagepoint Funds
with the same investment objective and policies.
The Trust also offers the stable value VantageTrust
the Retirement Corporation and registered with the
U.S. Securities and Exchange Commission (the "SEC").
The Vantagepoint Funds are advised'and"distributed by
affiliates of the Retirement Corporation and currently
offer 19 publicly'traded mutual funds having various
investment objectives and strategies.
The Retirement Corporation has admmister`ed retire-
ment plans and managed plan assets since 1972, and
has served as investment adviser to the Trust and its
predecessor since 1983 (see "Description of the
Retirement Corporation" and'"D'escription of the Trust
Company and VantageTrust"):
The Trust now invests approximately $10 billion in
retirement and deferred compensation plan, assets for
over 6,300 Public Employer plans.
This document is designed to provide you, as a poten-
tial investor in the Trust, with information concerning
the investment options described,' the fees and expenses'
you will pay should you decide to invest;: the'terms and,
conditions of investment in the Trust and certain other
Plan -related information.
PLUS Fund, whose portfolio consists primarily of
investment contracts issued by 'financial institutions
selected by the Retirement Corp'orat'ion. Investment
contracts provide income in amounts that can vary
(depending on contract terms), but are' valued at cost
plus accrued interest without reference to market activi-
ty. Accordingly, the PLUS Fund maintains a stable cap-
ital value in the absence of credit default.
In addition, the Trust offers the VantageTrust Mutual
Fund Series, each of which is a fund that invests solely
in a single underlying mutual fund. These underlying
funds are made available by well-known third -party
mutual fund complexes for investment by the Trust.
The investment objectives, policies and risks entailed in
Fund Summary
investing in the VantageTrust Mutual Fund Series are
described in this document.
You should read this document carefully before invest-
ing in one or more of the investment vehicles offered
through the Trust.
VANTAGETRUST FUNDS
VantageTrust Funds are unregistered commingled funds sponsored and maintained by the VantageTrust Company.
The Vantagepoint Funds are SEC registered mutual funds.
VantageTrust Funds
Invest in:
VantageTrust PLUS Fund
VantageTrust Cash Management Fund
VantageTrust US Government Securities Fund
VantageTrust Asset Allocation Fund
VantageTrust Equity Income Fund
VantageTrust Growth & Income Fund
VantageTrust Growth Fund
VantageTrust Aggressive Opportunities Fund
VantageTrust International Fund
VantageTrust Core Bond Index Fund
VantageTrust 500 Stock Index Fund
VantageTrust Broad Market Index Fund
VantageTrust Mid/Small Company Index Fund
VantageTrust Overseas Equity Index Fund
VantageTrust Model Portfolio Savings Oriented Fund
VantageTrust Model Portfolio Conservative Growth Fund
VantageTrust Model Portfolio Traditional Growth Fund
VantageTrust Model Portfolio Long -Term Growth Fund
VantageTrust Model Portfolio All -Equity Growth Fund
VantageTrust Mutual Fund Series
2
High-grade investment contracts and wrapped investment
grade bonds
Vantagepoint Money Market Fund
Vantagepoint US Government Securities Fund
Vantagepoint Asset Allocation Fund
Vantagepoint Equity Income Fund
Vantagepoint Growth & Income Fund
Vantagepoint Growth Fund
Vantagepoint Aggressive Opportunities Fund
Vantagepoint International Fund
Vantagepoint Core Bond Index Fund
Vantagepoint 500 Stock Index Fund
Vantagepoint Broad Market Index Fund
Vantagepoint Mid/Small Company Index Fund
Vantagepoint Overseas Equity Index Fund
Vantagepoint Model Portfolio Savings Oriented Fund
Vantagepoint Model Portfolio Conservative Growth Fund
Vantagepoint Model Portfolio Traditional Growth Fund
Vantagepoint Model Portfolio Long -Term Growth Fund
Vantagepoint Model Portfolio All -Equity Growth Fund
Third -party mutual funds not affiliated with the
Retirement Corporation or the Trust Company
J
I
Summary of Fund Investment
Objectives And Risks
VantageTrust PLUS Fund
The PLUS Fund's primary investment objective is to
provide maximum current income consistent with pre-
serving capital and maintaining liquidity. The Fund
maintains a stable value, in the absence of credit
default, by investing in a diversified portfolio of high
quality guaranteed investment contracts("GICs") and
wrapped synthetic contracts. The Fund offers relative
safety of principal and stable value, but there is no
opportunity for capital appreciation through trading
gains, since there is no trading market for investment
contracts.
VantageTrust Funds
Cash Management Fund is invested in the
Vantagepoint Money Market Fund, the primary invest-
ment objective of which is to seek the maximum cur-
rent income, consistent with maintaining liquidity,
available through investment in a registered money
market mutual fund that in turn invests in high quali-
ty, short-term money market instruments. While
investment in a money market fund normally entails
minimal risk, it is possible for the Fund to.lose money.
The Fund is not insured or guaranteed by the Federal .
Deposit Insurance Corporation ("FDIC") or any other
government agency.
US Government Securities Fund is invested in the
Vantagepoint US Government Securities Fund, the pri-
mary investment objective of which is to offer current
income by investing in U.S. Treasury securities and
U.S. Government agency sponsored securities includ-
ing mortgage pass-through securities. As with any
bond fund, the value of the bonds held in the underly-
ing portfolio will normally fluctuate with interest rates
— generally in a direction opposite to that of interest
rates. The Fund could experience the volatility charac-
teristics of an intermediate-term bond fund.
Asset Allocation Fund is invested in the Vantagepoint
Asset Allocation Fund, the primary investment objec-
tive of which is to offer long-term capital growth by
investing in a portfolio tactically allocated among com-
mon stocks, bonds and short-term instruments. Under
normal circumstances, the Fund invests 40 percent to
70 percent of its assets in common stocks; however, the
allowable equity allocation may range from 0 percent
to 100 percent of Fund assets. Therefore, the Fund
may exhibit a level of price volatility and risk of loss
more consistent with a common stock portfolio espe-
cially over the shorter term.
Equity Income Fund is invested in the Vantagepoint
Equity Income Fund, the primary investment objective
of which is to offer long-term capital growth with con-
sistency derived from dividend yield by emphasizing
investment in established companies that pay divi-
dends, with a general focus on the stocks of large -capi-
talization companies. The Fund invests at least 80 per-
cent of its assets in equity securities under normal cir-
cumstances. The Fund's emphasis on income could
result in Tess volatility over the long term than is associ-
ated with other types of common stock funds.
Growth & Income Fund is invested in the
Vantagepoint Growth & Income Fund, the primary
investment objective of which is to offer long-term
capital growth and current income by investing prima-
rily in common stocks that offer the potential for capi-
tal appreciation and, secondarily, current income. The
Fund is subject to all the general risks of investing in
the stock market, notably the risk of price and earnings
volatility over the short term.
Growth Fund is invested in the Vantagepoint Growth
Fund, the primary investment objective of which is to
offer long-term capital growth by investing in common
stocks that are considered to have above-average poten-
tial for growth. Over shorter time periods the Fund
may experience a greater degree of volatility than the
stock market as a whole.
Aggressive Opportunities Fund is invested in the
Vantagepoint Aggressive Opportunities Fund, the pri-
mary investment objective of which is to offer high
long-term capital appreciation without emphasis on
current income by investing primarily in common
stocks of small- to medium -capitalization domestic and
foreign growth companies that offer the opportunity
3
for higher capital appreciation. The Fund is expected
to exhibit a greater degree of volatility especially over
shorter time periods.
International Fund is invested in the Vantagepoint
International Fund, the primary investment objective
of which is to offer long-term capital growth and diver-
sification by country by investing primarily in the
stocks of companies headquartered outside the United
States. Foreign securities are subject to the same mar-
ket risks as domestic securities, and involve additional
risk of loss due to political, economic, legal, regulatory,
operational and currency conversion factors.
VantageTrust Index Funds
For the VantageTrust Index Funds, each underlying
Vantagepoint Fund (in which the VantageTrust Index
Fund invests) in turn invests in the shares of a single
portfolio that seeks to approximate the performance of
a particular index. The investment objective of each
Vantagepoint Index Fund is non -fundamental and can
be changed without shareholder approval. Absent an
agreement to the contrary between your Employer and
the Retirement Corporation, Plans having total assets
administered by the Retirement Corporation of less
than $30 million invest through the applicable
VantageTrust Index Fund in Class I shares of the corre-
sponding Vantagepoint Index Fund. Plans having total
assets administered by the Retirement Corporation in
excess of $30 million that also have qualifying Plan
characteristics (as determined by the Retirement
Corporation) invest through the applicable
VantageTrust Index Fund in Class II shares.
The investment objectives and risks of investment in
the VantageTrust Index Funds are summarized below:
Core Bond Index Fund is invested in the
Vantagepoint Core Bond Index Fund, the investment
objective of which is to provide a portfolio that will
approximate the performance of the Lehman Brothers
Aggregate Bond Index. As with any bond fund, the
value of the bonds held in the underlying portfolio will
normally fluctuate in a direction opposite to that of
interest rates.
500 Stock Index Fund is invested in the Vantagepoint
500 Stock Index Fund, the investment objective of
which is to provide a portfolio that will approximate
the performance of the Standard & Poor's (S&P) 500
Index. The Fund will exhibit the volatility characteris-
tics of an investment in common stocks.
4
Broad Market Index Fund is invested in the
Vantagepoint Broad Market Index Fund, the invest-
ment objective of which is to provide a portfolio that
will approximate the performance of the Wilshire 5000
Index. The Fund is subject to the general risks of
investing in the stock market. Additionally, the
Wilshire 5000 Index includes small- and mid -capital-
ization companies whose stocks tend to have greater
price volatility than those of larger companies.
Mid/Small Company Index Fund is invested in the
Vantagepoint Mid/Small Company Index Fund, the
investment objective of which is to provide a portfolio
that will approximate the performance of the Wilshire
4500 Index. Due to an emphasis on small- to mid -
capitalization stocks, the Fund will exhibit greater price
volatility than an investment in larger more established
companies.
Overseas Equity Index Fund is invested in the
Vantagepoint Overseas Equity Index Fund, the invest-
ment objective of which is to provide a portfolio that
will approximate the performance of the Morgan
Stanley Capital International (MSCI) Europe,
Australasia, Far East (EAFE) Index. The Fund will be
exposed to the risks associated with investment in
stocks as well as the additional risks of investment in
foreign securities.
VantageTrust Model Portfolio Funds
The VantageTrust Model Portfolio Funds invest in cor-
responding Vantagepoint Model Portfolio Funds
which, in turn, invest in several of the Vantagepoint
Funds in varying proportions. The allocation of each
Vantagepoint Model Portfolio Fund among asset classes
and to each underlying Fund has been established by
Vantagepoint Investment Advisers, LLC ("VIA"), the
investment adviser to The Vantagepoint Funds and an
affiliate of the Retirement Corporation.
Model Portfolio Savings Oriented Fund is invested
in the Vantagepoint Model Portfolio Savings Oriented
Fund, the primary investment objective of which is to
offer capital preservation, reasonable current income,
and some capital growth with minimal risk through
exposure to stable value and fixed income securities as
well as stocks.
Model Portfolio Conservative Growth Fund is
invested in the Vantagepoint Model Portfolio
Conservative Growth Fund, the primary investment
objective of which is to offer reasonable current income
and capital preservation, with modest potential for cap-
ital growth through exposure to stable value and fixed"
income securities as well as stocks.
Model Portfolio` Traditional Growth. Fundis investee
in the Vantagepoint Mddel Portfolio Traditional
Growth Fund, the primary investment objective of
which is to offer moderate capital growth and reason-
able current income through exposure to domestic and
international stocks as well as stable value andfixed
income securities.
Model Portfolio Long -Term Growth Fund is invested
in the Vantagepoint Model Portfolio Long -Term
Growth Fund, the primary investment objective of
which is to offer high long-term capital growth and
modest current income through exposure to domestic
and international stocks and an exposure to fixed
income securities.
Model Portfolio All -Equity Growth Fund' is invested
in the Vantagepoint Model Portfolio All -Equity
Growth Fund, the primary investment objective of
which is to offer high long-term capital growth
through exposure to domestic and international equity
securities. The Vantagepoint Model Portfolio All -
Equity Growth Fund has 100% allocation under nor-
mal circumstances to underlying funds that invest at
least 80% of their assets in equity securities.
VantageTrust Mutual Fund Series
In addition to the VantageTrust Funds, the Trust offers
the VantageTrust Mutual Fund Series. The portfolio of
each Series Fund consists solely of the shares of a single
designated third -party mutual fund that are acquired,
held, and redeemed by the Trust only in response to
Participant investments and withdrawals from the
Series Fund or upon termination of the Fund.
Each underlying mutual fund for the VantageTrust
Mutual Fund Series, selected after due diligence review
by the Trust, offers a distinct investment strategy. The
VantageTrust Mutual Fund Series expands and comple-
ments the other Funds offered by the Trust.
FIXED INCOME FUNDS
VT PIMCO Total Return Fund (Administrative
Shares)
VT PIMCO High Yield Fund (Administrative Shares)
U.S. EQUITY FUNDS
VT Fidelity Puritan® Fund
VT Lord Abbett Large Company Value Fund (Class A.
Shares)
VT American Century® Value Fund (Investor Class) 2
VT Gabelli Value Fund (Class A Shares)
VT Calvert Social Investment Fund Equity Portfolio
(Class A Shares)
VT MFS Large Company Growth Fund (Class A
Shares) 3
VT Fidelity Contrafund®
VT Fidelity Magellan® Fund
VT Putnam Voyager Fund (Class A Shares)
VT American Century Ultra® Fund (Investor Class) 2
VT T. Rowe Price® Small -Cap Stock Fund
(Advisor Class) 4
VT T. Rowe Price® Small Cap Value Fund
(Advisor Class) 4
VT INVESCO Small Company Growth Fund
(Investor Class)
INTERNATIONAL/GLOBAL FUNDS
VT Janus Adviser Series Worldwide Fund (Class I
Shares)
VT Putnam International Growth Fund (Class A
Shares) 5
1 Invests solely in the Lord Abbett Affiliated Fund.
2 American Century & Ultra are registered trademarks
of American Century Services Corporation.
3 Invests solely in MFS Massachusetts Investors
Growth Stock Fund.
T. Rowe Price is a registered trademark of T. Rowe
Price Group, Inc. - all rights reserved.
4
5
The VT Putnam International Growth Fund will be
renamed the VT Putnam International Equity Fund effec-
tive April 30, 2003.
5
Plan Fees and Fund Expenses
The following tables are designed to assist you in under-
standing the various costs you will bear, directly or indi-
rectly, if you invest in one or more of the VantageTrust
Funds.
The asset-based fees and expenses, which are expressed
and calculated as a percentage of average daily net
assets, are assessed against your account balance and
deducted from Fund assets. The effect of these fees and
expenses is factored into the calculation of daily Fund
net asset values and investment returns. The account
maintenance fee, if any, is deducted annually from your
account.
Please read "Explanation of Plan Fees and Fund Fees
and Expenses" appearing elsewhere in this document for
a detailed explanation of fees and expenses.
You do not pay fees of any kind when you buy, sell, or
exchange (transfer) your interests in the Funds of the
Trust.
DISTRIBUTION AND TRANSACTION EXPENSES
Distribution Charges (12b-1 Fees)
Minimum Sales Charge (Load) Imposed on Purchases
Minimum Deferred Sales Charge (Load)
Maximum Sales Charge (Load) imposed on
Reinvested Dividends (and other distributions)
Redemption Fee
Exchange Fee
6
None
None
None
None
None
None
ANNUAL PLAN FEES AND FUND;.EXPENSES
PAIDTOTHE RETIREMENT CORPORATION
Plan Fees
Plan Administration Fee 0.29% of total account
Fund Expenses*
Management Fee for all VantageTrust Funds
Except the PLUS Fund
PLUS Fund. Management Fee
None
0.45%
* Fees shown above do not include annual operating expenses which are estimated to lie 0.01% for.each •
VantageTrust Fund. In addition, the PLUS Fund incurs estimated annual expenses of approximately 0.01%:relat- '
ed to the liquidity pool. They consist of subadviser fees and'custody charges. These expenses may vary from`year
to year, and are included in the calculation of each Fund's daily net asset value.
7
OTHER ANNUAL FUND EXPENSES FOR THE VANTAGETRUST FUNDS
These expenses are charged by the underlying Vantagepoint mutual funds and are included in the calculation of
each VantageTrust Fund's daily net asset value.
Annual Vantagepoint Fund Expenses+
Advisory Other Total
VantageTrust Funds Fee Expenses+ Expenses
Cash Management Fund 0.10% 0 51% 0.61%
US Government Securities Fund 0.10% 0.51% 0.61%
Asset Allocation Fund 0.10% 0.65% 0 75%
Equity Income Fund 0.10% 0.80% 0.90%
Growth & Income Fund 0 10% 0.71% 0.81%
Growth Fund 0 10% 0.78% 0.88%
Aggressive Opportunities Fund 0 10% 1 04% 1.14%
International Fund 0.10% L06% 1.16%
VantageTrust Index Funds
Core Bond Index Fund**
Class I
Class II
500 Stock Index Fund**
Class I
Class II
Broad Market Index Fund**
Class I
Class II
Mid/Small Company Index Fund**
Class I
Class II
Overseas Equity Index Fund**
Class I
Class II
VantageTrust Model Portfolio Funds
Model Portfolio Savings Oriented Fund
Model Portfolio Conservative Growth Fund
Model Portfolio Traditional Growth Fund
Model Portfolio Long -Term Growth Fund
Model Portfolio All -Equity Growth Fund
0 05%
0 05%
0 05%
0.05%
0.05%
0.05%
0.05%
0.05%
0.05%
0.05%
0 10%
0.10%
0.10%
0.10%
0.10%
0.43%
0.23%
0 42%
0.22%
0.44%
0.24%
0.48%
0.28%
0.65%
0 45%
0.92%
0.90%
0.92%
0.88%
1 05%
0.48%
0.28%
0 47%
0.27%
0.49%
0.29%
0.53%
0.33%
0.70%
0 50%
1.02%
1.00%
1.02%
0.98%
115%
+ Amounts shown are annualized based on the audited figures of The Vantagepoint Funds period ending
December 31, 2002. Actual expenses may vary from those shown.
**
8
Absent an agreement to the contrary between your Employer and the Retirement Corporation, or specific
qualifying Plan characteristics (as determined by the Retirement Corporation), Plans having total assets
administered by the Retirement Corporation under $30 million invest through the applicable VantageTrust
Index Fund in Class I shares of the corresponding Vantagepoint Index Fund. Plans having total assets admin-
istered by the Retirement Corporation in excess of $30 million or that have other qualifying Plan characteris-
tics (as determined by the Retirement Corporation) invest through the applicable VantageTrust Index Fund in
Class II shares. The Retirement Corporation may implement average account balance requirements.
OTHER ANNUAL FUND EXPENSES FOR THE TRUST
MUTUAL FUND SERIES
Fixed Income Funds
VT PIMCO Total Return Fund (Administrative Shares)
VT PIMCO High Yield Fund (Administrative Shares)
U.S. Equity Funds
VT Fidelity Puritan® Fund
VT Lord Abbett Large Company Value Fund (Class A Shares)
VT American Century® Value Fund (Investor Class)
VT Gabelli Value Fund (Class A Shares)
VT Calvert Social Investment Fund Equity Portfolio (Class A Shares)
VT MFS Large Company Growth Fund (Class A Shares)
VT Fidelity Contrafund®
VT Fidelity Magellan® Fund
VT Putnam Voyager Fund (Class A Shares)
VT American Century Ultra® Fund (Investor Class)
VT T. Rowe Price® Small Cap Stock Fund (Advisor Class)
VT T. Rowe Price® Small Cap Value Fund (Advisor Class)
VT INVESCO Small Company Growth Fund (Investor Class)
International/Global Funds
VT Janus Adviser Series Worldwide Fund (Class I Shares)
VT Putnam International Growth Fund (Class A Shares)
Annual Mutual Fund Expenses+
Advisory Other Fund Total
Fee Expenses Expenses
0.25% 0.43% 0.68%
0.25% 0.50% 075%
0.43% 0.21% 0:64%
0.31% 0 48% 0.79%'
1.00% - 1.00%
1.00% 0.40% 1.40%
0.70% 0.54% 1.24%
0.33% 0.61% 0.94%
0.75% 0.16% 0.91%
0.69% 0.19% 0.88%
0.47% 0.49% 0.96%
0.98% - 0.98%
0.77% 0.39% -1.16%
0.67% 0.38% 1.05%
0 64% 0 81% 1.45%
0.65% 0.55% 1.20%
0.60% 0.56% 1.16%
+ These expenses are charged by the underlying mutual funds, and the data in the table is derived from the most
current prospectus for each mutual fund as of December 31, 2002. These amounts may vary from year to year.
9
TOTAL AMOUNT YOU WOULD PAY PER YEAR
EXPRESSED AS A PERCENTAGE OF ASSETS YOU INVEST
1) Assume you are a Plan Participant and you invest in the VantageTrust Growth Fund, which in turn invests in
the underlying Vantagepoint Growth Fund. You would pay the following annual asset-based charges:
Plan Fees
Plan Administration Fee 0.29%
Fund Expenses
VantageTrust Management Fee None
VantageTrust Operating Expenses 0.01%
Vantagepoint Growth Fund Expenses 0.88%
Total Annual Cost 1.18%
2) Assume you are a Plan Participant and you invest in the VantageTrust PLUS Fund. You would pay the follow-
ing annual asset-based charges:
Plan Fees
Plan Administration Fee
Fund Expenses
PLUS Fund Management Fee
PLUS Fund Operating Expenses
0.29%
0.45%
0.02%
Total Annual Cost 0.76%
3) Assume you are a Plan Participant and you invest in the VantageTrust Model Portfolio Traditional Growth
Fund. You would pay the following annual asset-based charges:
Plan Fees
Plan Administration Fee
Fund Expenses
Vantagepoint Model Portfolio Traditional
Growth Fund Expenses
VantageTrust Operating Expenses
0.29%
1.02%
0.01%
Total Annual Cost 1.32%
4) Assume you are a Plan Participant and you invest in the VT American Century Ultra® Fund. You would pay
the following annual asset-based charges:
Plan Fees
Plan Administration Fee
Fund Expenses
Mutual Fund Expenses (American Century)
0.29%
0.98%
Total Annual Cost 1.27%
10
PLAN FEES AND 'FUND EXPENSES FOR THE
VANTAGETR.UST FUNDS
The following example illustrates the fees and expenses
that you would. pay on a hypothetical $10,000 invest-
ment in each of these Funds of the Trust over various
time periods assuming: (1) continuation into the future
of annual VatifageTrust operating expenses and annual
Vantagepoint Fund Expenses at the level shown in the
previous tables; (2) a plan administration fee of 0.29%;
(3) a management fee of 0.45% for the PLUS Fund;
PLAN FEES AND FUND EXPENSES*
1 Year
(4) a 5% annual return; and (5) redemption at the end
of each time period shown. Any fee's paid directly by
your Employer are not included in this example.
This example should not be considered a representation
of past or future expenses. Although your actual" costs
may be'higher or lower, based on these assumptions, '
your costs would be:
3 Years
5 Years 10 Years
Plan Administration Fee
FUND EXPENSES
VantageTrust Funds
Cash Management Fund
US Government Securities Fund
Asset Allocation Fund .
Equity Income Fund
Growth & Income Fund
Growth Fund
Aggressive Opportunities Fund
International Fund
VantageTrust Index Funds
Core Bond Index Fund
Class I
Class II
500 Stock Index Fund
Class I
Class II
Broad Market Index Fund
Class I
Class II
Mid/Small Company Index Fund
Class I
Class II
Overseas Equity Index Fund
Class I
Class II
VantageTrust Stable Value Fund
PLUS Fund
VantageTrust Model Portfolio Funds
Model Portfolio Savings Oriented Fund
Model Portfolio Conservative Growth Fund
Model Portfolio Traditional Growth Fund
Model Portfolio Long -Term Growth Fund
Model Portfolio All -Equity Growth Fund
$30 $93 $163 $369—
$64
64
78
93
84
91
118
120
$199
199
244
291
263
285
367
374
$347
347
424
506
457
495
636
647
$776
776
945
1,123
, 1,017
1,100
1,404
1,427
50 158. f - 275 617
30 93 163 369
49 154 269 605
29 90 158 356
51 161• 280 629
31 97 169 381•
55 174 302 678
35 109 191 431
73 228 396 885
52 164 '286 642
48 151 264 593
106 329 571 1,264
104 323 560 1,241
106 329 571 1,264
101 317 549 1,217
119 370 642 1,415
* The account maintenance. fee, if any, is not shown since it is not related to the amount of assets in any
Participant's account.
11
PLAN FEES AND FUND EXPENSES FOR THE
VANTAGETRUST MUTUAL FUND SERIES
The following example illustrates the fees and expenses
that you would pay on a hypothetical $10,000 invest-
ment in each of the Funds of the Trust over various
time periods, assuming: (1) continuation into future
years of annual mutual fund expenses at the level set
forth in the VantageTrust Mutual Fund Series Fee and
Expense Table; (2) a plan administration fee of 0.29%,
(3) a 5% annual return; and (4) redemption at the end
PLAN FEES AND FUND EXPENSES
of each time period shown. Any fees paid directly by
your Employer are not included in this example.
This example should not be considered a representation
of past or future expenses. 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
Plan Administration Fee
FUND EXPENSES
Fixed Income Funds
VT PIMCO Total Return Fund (Administrative Shares)
VT PIMCO High Yield Fund (Administrative Shares)
U.S. Equity Funds
VT Fidelity Puritan® Fund
VT Lord Abbett Large Company Value Fund (Class A Shares)
VT American Century® Value Fund (Investor Class)
VT Gabelli Value Fund (Class A Shares)
VT Calvert Social Investment Fund Equity Portfolio (Class A Shares)
VT MFS Large Company Growth Fund (Class A Shares)
VT Fidelity Contrafund®
VT Fidelity Magellan® Fund
VT Putnam Voyager Fund (Class A Shares)
VT American Century Ultra® Fund (Investor Class)
VT T. Rowe Price® Small Cap Stock Fund (Advisor Class)
VT T. Rowe Price® Small Cap Value Fund (Advisor Class)
VT INVESCO Small Company Growth Fund (Investor Class)
International/Global Funds
VT Janus Adviser Series Worldwide Fund (Class I Shares)
VT Putnam International Growth Fund (Class A Shares)
12
$30 $93 $163 $369
$70 $218 $380 $849
77 241 418 933
66 205 358 800
81 253 440 981
103 320 555 1,229
144 446 771 1,689
127 396 685 1,507
96 301 522 1,159
93 291 506 1,123
90 282 490 1,088
98 307 533 1,182
100 314 544 1,206
119 370 642 1,415
108 336 582 1,288
149 462 797 1,745
123 383 663 1,461
119 370 642 1,415
Selected Performance Data
Prior to March 1, 1999, the Plan fees and Fund expens-
es for each Fund charged during the time periods
shown below were different from the Plan fees and
Fund expenses currently associated with investments in
the VantageTrust Funds. The information provided
below for the VantageTrust Funds and the VantageTrust
Mutual Fund Series reflects the fees charged during
those time periods, depicts the performance of the
Funds prior to the change in structure, and does not
retroactively reflect the April 1999 reduction in annual
plan administration fees.
SELECTED PERFORMANCE DATA FOR THE VANTAGETRUST FUNDS (Results of a $10,000
investment during the calendar year ending December 31, 2002) Past performance is no guarantee of future
results.'
VantageTrust Funds
PLUS Fund
Cash Management Fund
US Government Securities Fund
Asset Allocation Fund
Equity Income Fund
Growth & Income Fund
Growth Fund
Aggressive Opportunities Fund
International Fund
VantageTrust Index Funds
Core Bond Index Fund
500 Stock Index Fund
Broad Market Index Fund
Mid/Small Company Index fund
Overseas Equity Index Fund
VantageTrust Model Portfolio Funds
Savings Oriented Fund
Conservative Growth Fund
Traditional Growth Fund
Long -Term Growth Fund
All -Equity Growth Fund
Invested for 1 Year
Annualized Cumulative Value on
Return Return 12/31/02
4.5% 4.5% $10,446
1.0% 1.0% $10,099
8.4% 8.4% $10,839
-16.1% -16.1% $8,395
-15.2% -15.2% $8,479
-23.2% -23.2% $7,684
-24.5% -24.5% $7,553
-38.7% -38.7% $6,134
-16.4% -16.4% $8,363
9 5% 9 5% $10,954
-22.4% -22.4% $7,758
-21.6% -21.6% $7,836
-18.5% -18.5% $8,148
-16.8% -16.8% $8,317
-1.7% -1 7% $9,831
-7.0% -7.0% $9,302
-12.9% -12.9% $8,708
-18.3% -18:3% $8,173
-24.3% -24.3% $7,566
Invested for 5 Years
Annualized Cumulative Value on
Return Return 12/31/02
Invested for 10 Years
or Since Inception*
Annualized Cumulative Value on
Return Return 12/31/02
5.3% 29.7% $12,975 5.9% 77.2%
3.8% 20.7% $12,065 4.1% 49.0%
6.5% 37 1% $13,711 6.2% 82.3%
0.6% 2.8% $10,285 7.3% 103.2%
1 4% 7 4% $10,735 10.2% 133.6%
4.7% 21 4%
0.0% 0.0% $10,000 8.1% 118.7%
-3.5% -16.3% $8,371 7.2% 77 4%
-4.0% -18.4% $8,160 0.5% 4.2%
$17,715
$14,902
$18,226
$20,320
$23,360
$12,140
$21,871
$17,738
$10,420'
6.7% 38.1% $13,812 6.5% 88.4% $18,843
-1.2% -6.0% $9,401 1 4% 8.3% $10,830
-1.6% -7.7% $9,230 8.3% 92.5% $19,250
-2.4% -11.6% $8,839 0.8% 4;3% $10,430
-3.7%, -17 4% $8,265 -4.2% -21 4% $7,860
4.1% 22.3% $12,228 6.4% 63.0% $16,300
3.3% 17.6% $11,757 5.7% 45.2% $14,520
2.2% 11 7% $11,174 5 5% 43.5% $14,348
1.8% 9 5% $10,948 5.3% 41.8% $14,177
- -18.3% -36.6% $6,342
• Inception dates: US Government Securities Fund - June 1, 1992; Equity Income Fund - April 1, 1994; Aggressive Opportunities Fund, Broad Market Index
Fund, and International Fund - October 1, 1994; Savings Oriented Fund - February 9, 1995; Conservative Growth Fund, Traditional Growth Fund, Long -Term
Growth Fund - April 1, 1996; 500.Stock Index Fund, Mid/Small Cap Index Fund, and Overseas Equity Index Fund - June 1, 1997; Growth & Income Fund -
October 1, 1998; and All -Equity Growth Fund - October 2, 2000.
This information has been compiled from various sources and is presumed to be correct. It is being provided for educational purposes only and should not be
relied upon solely when making investment decisions. The Vantagepoint Funds in which the VantageTrust Funds invest are distributed by ICMA-RC Services,
LLC, a broker-dealer affiliate of the Retirement Corporation. ICMA-RC Services, LLC, is a member of the NASD/SIPC. 1-800-669-7400.
13
SELECTED PERFORMANCE DATA FOR THE VANTAGETRUST MUTUAL FUND SERIES
(Results of a $10,000 Investment during the calendar year ending December 31, 2002) Past performance is no
guarantee of future results. Performance of the VantageTrust Mutual Fund Series reflects all fees and expenses
charged during the time periods shown. It excludes account maintenance fees if any, that are deducted from your
account.'
Fixed Income Funds
VT PIMCO Total Return Fund
(Administrative Class)
VT PIMCO High Yield Fund
(Administrative Class)
U.S. Equity Funds
VT Fidelity Puritan® Fund
VT Lord Abbett Large Company
Value Fund (Class A Shares)
VT American Century® Value Fund
(Investor Class)
VT Calvert Social Investment Fund Equity
Portfolio (Class A Shares)
VT Gabelli Value Fund
(Class A Shares)
VT MFS Large Company Growth Fund
(Class A Shares)
VT Fidelity Contrafund®
VT Fidelity Magellan® Fund
VT Putnam Voyager Fund
(Class A Shares)
VT American Century Ultra ® Fund
(Investor Class)
VT T. Rowe Price® Small Cap Value Fund
(Advisor Class)
VT T Rowe Price® Srnall Cap Stock Fund
(Advisor Class)
VT Invesco Small Company Growth Fund
(Investor Class)
International/Global Funds
VT Janus Adviser Series Worldwide Fund
(Class I Shares)
VT Putnam International Growth Fund
(Class A Shares)
Invested for 1 Year
Annualized Cumulative Value on
Return Return 12/31/02
-8.2% -8.2% $9,182
-19.0% -19.0% $8,104
-12.9% -12.9% $8,707
-16.2% -16.2% $8,380
-28.6% -28.6% $7,139
-9.9% -9.9% $9,012
-23.9% -23.9% $7,615
-26.7% -26.7% $5,665
-23.4% -23.4% $7,664
-14.7% -14.7% $8,528
-31.6% -31.6% $6,841
-17.3% -17.3% $8,268
Invested for 5 Years
Annualized Cumulative Value on
Return Return 12/31/02
Invested for 10 Years
or Since Inception`
Annualized Cumulative Value on
Return Return 12/31/02
5 9% $10,590
12.9% $11,290
2.9% 15.1% $11,511 77% 75.2% $17,520
-9 7% -20.5% $7,950
3.5% 18.8% $11,880 4.0% 23.2% $12,320
5.0% $10,500
5 4% 30.0% $13,002 10.6% 107.9% $20,790
3.5% 18.6% $11,857
-0.2% -0.9% $9,914
-2.1% -10.0% $9,001
-0.4% -2.0% $9,796
-2.6% -10.4% $8,960
74.3% $17,430
37.9% $13,790
58.5% $15,850
4.3% 34.2% $13,420
-0.9% $9,910
-3.3% -7.3% $9,270
-30.3% -55.6% $4,440
8.3%
4.7%
6.3%
-1.0% $9,900
-4.7% -15 5% $8,450
Fund Inception Dates: VT Putnam Voyager Fund - June 2, 1995; VT Fidelity Puritan® Fund - June 6, 1995; VT Gabelli Value Fund - October 2, 1995; VT
American Century Ultra® Fund, VT Fidelity Magellan® Fund, and VT Fidelity Contrafund® - January 2, 1996; VT American Century® Value Fund -
September 1, 1997; VT MFS Large Company Growth Fund - October 1, 1998; VT Putnam International Growth Fund - July 1, 1999; and VT Lord Abbett
Large Company Value Fund, VT INVESCO Small Company Growth Fund, and VT T. Rowe Price® Small -Cap Stock Fund - October 1, 2000; VT PIMCO
Total Return Fund, VT PIMCO High Yield Fund, VT Calvert Social Investment Fund, VT T. Rowe Price® Small Cap Value Fund and VT Janus Adviser Series
Worldwide fund - July 26, 2002.
This information has been compiled from various sources and is presumed to be correct. It is being provided for educational purposes only and should not be
relied upon solely when making investment decisions. The Vantagepoint Funds in which the VantageTrust Funds invest are distributed by ICMA-RC Services,
LLC, a broker dealer affiliate of the Retirement Corporation. ICMA-RC Services, LLC, is a member of the NASD/SIPC. 1-800-669-7400.
14
A General Discussion of the Risks of
Investing in the Funds of the Trust
Each VantageTrust Fund (except the PLUS Fund) and
each VantageTrust Mutual Fund Series Fund invests
directly in a single underlying mutual fund. In .the
VantageTrust Funds, the underlying Vantagepoint
Money Market Fund invests in an additional mutual
fund and each of the underlying Vantagepoint Index
Funds in turn invests in an additional "master" fund
(see "The VantageTrust Index Funds"). The
VantageTrust Model Portfolio Funds invest in corre-
sponding Vantagepoint Model Portfolio Funds which,
in turn, invest in other Vantagepoint Funds rather than
investing directly in a portfolio of securities.
Each underlying mutual fund invests in a basket of
securities, commonly called a "portfolio." The mutual
fund's portfolio holdings consist of those types of secu-
rities in which the mutual fund is authorized to invest,
as described in the mutual fund's prospectus.
Depending on its authorized investments and the deci-
sions and strategies of its investment adviser(s), the
mutual fund's portfolio might, at any: given time, hold
equity securities (such as common stocks), fixed income
securities (such as corporate bonds), cash or cash equiv-
alents (such as money market instruments), other finan-
cial instruments (such as futures contracts), or a combi-
nation of all of those.
The following is a general description of the types of
risks you will face as a VantageTrust investor. As you
read about these risks, it is important to think about
one of the main axioms of investing: as a general rule,
the higher the potential reward, the higher the risk of
losing money. The reverse is also generally true: the
lower the potential reward, the lower the risk.
Depending on the particular VantageTrust Fund(s) in
which you invest,you will be exposed to the following
types of risk:
Stock Market Risk
Market risk is the possibility that stock prices overall
will decline over short or extended periods. Markets
tend to move in cycles, with periods of rising prices and
periods of falling prices.
To illustrate the volatility of the U.S. stock market, the
table below shows the best, worst and average total
returns for the U.S. stock market over various time peri-
ods as measured by the S&P 500 Index.
The S&P 500 Index tracks mainly large -capitalization
stocks. Other groupings of stocks are likely to carry dif-
ferent degrees of volatility. For example, small -capital-
ization stocks, as a group, have historically exhibited
greater short-term volatility than that of the S&P 500
Index. All of the VantageTrust Funds, except the Cash
Management Fund, the PLUS Fund, the US
Government Securities Fund, the, Core Bond Index
Fund, the VT PIMCO Total Return Fund and the VT
PIMCO High Yield Fund, are subject to stock market
risk, proportional to each Fund's equity exposure.
The VantageTrust Funds that invest a significant por-
tion of their assets in equity securities are suitable for
persons with long-term investment horizons (10 years
or more). Such investors should not generally invest all
of their assets in stock funds and should consider diver-
sification among other asset classes.
AVERAGE ANNUAL U.S. STOCK MARKET RETURNS (192672002)
AS MEASURED BYTHE S&P 500 INDEX*
1 Year 5 Years
,10 Years 20 Years
Best
Worst
Average
53.99%
-43.34%
12.20%
28.55%
-12.47%
10.93%
20.06%
-0.89%
11.22%
17.87%
3.11%
11.52%
* The S&P 500 Index is a registered trademark of Standard & Poor's and is an unmanaged index of the common stock prices
of 500 widely held U.S. stocks that includes the reinvestment of dividends. You cannot invest directly in the S&P 500 Index,
therefore its performance does not represent the expenses associated with the management of an actual portfolio. Past per-
formance is no guarantee of future results.
15
Foreign Securities Risk
Foreign securities are subject to the same market risks
as U.S. securities, such as general economic conditions
and company and industry prospects. However, for-
eign securities involve the additional risk of loss due to
political, economic, legal, regulatory, operational, and
currency conversion factors. These risk factors may
even be more prevalent in emerging markets. Foreign
securities are also subject to the risks associated with
the changing value of foreign currencies. The
Aggressive Opportunities Fund, International Fund,
VT Putnam International Growth Fund, VT Janus
Adviser Series Worldwide Fund, Overseas Equity Index
Fund and the portion of each Model Portfolio Fund
invested in the Vantagepoint International and
Aggressive Opportunities Funds are subject to these
risks.
Bond Market Risk
Bonds also experience market risk, which is mostly
caused by changes in interest rates. The general rule is
that if interest rates rise, bond prices will fall. The
reverse is also true: if interest rates fall, bond prices
will generally rise. These rules apply to government
securities as well as to corporate fixed income securi-
ties.
For example, if you own a bond paying interest at a
rate of 5%, and interest rates rise to 7%, your bond is
not worth as much in the market as a bond paying
interest at a rate of 7% As a result, the market value
of your bond declines.
A bond with a longer maturity (or a bond fund with a
longer average maturity) will show more price volatility
than shorter -term bonds. Money market instruments,
such as those in the Cash Management Fund, carry lit-
tle market risk due to their extreme short-term nature
though it is possible to lose principal.
Mortgage pass-through securities are exposed to pre-
payment risk, which is the possibility that mortgage
holders will repay their loans early during periods of
falling interest rates, necessitating reinvestment in
lower -yielding instruments. Additionally, mortgage
securities are exposed to spread risk which is the possi-
bility that the yield demanded by investors will rise rel-
ative to Treasury yields.
16
Credit Risk
Bonds and bond funds are also exposed to credit risk,
which is the possibility that the issuer of a bond will
default on its obligation to pay interest and principal.
U.S. Treasury securities, which are backed by the full
faith and credit of the U.S Government, have virtually
no credit risk. Corporate bonds rated BBB or above,
such as some of the bonds held by the Vantagepoint
Core Bond Index Fund, are generally considered to
carry minimal credit risk. Corporate bonds rated lower
than BBB are considered to have significant credit risk.
Of course, bonds with lower credit ratings generally
pay a higher level of income to investors.
Objective/Style Risk
All of the Funds are subject, in varying degrees, to
objective/style risk, which is the possibility that returns
from a specific type of security in which a Fund invests
or the investment style used by an adviser will trail the
returns of the overall market.
In the past, different types of securities have experi-
enced cycles of outperformance and under -perform-
ance in comparison to the market in general.
Therefore, when you invest in a Fund with a specific
style, you would be exposed to this risk.
Manager Risk
Manager risk is the risk that the investment adviser to a
VantageTrust Fund's underlying mutual fund will do
an unsatisfactory job of selecting securities and thus fail
to meet the Fund's objectives. With respect to an
Index Fund there is a risk that Fund performance will
deviate from that of the corresponding Index.
Please refer to the descriptions of the VantageTrust
Funds contained in this document to determine each
Fund's investment objectives and the types of securities
normally held by each Fund's underlying mutual fund.
These descriptions are designed to assist you in assess-
ing two equally important factors, the potential
rewards and the related risks, entailed in investing in a
particular VantageTrust Fund.
Descriptions of the VantageTrust
Funds
Unless your Employer has placed restrictions on Plan
investments, you. may choose to invest in any of the
Funds available from the Trust. Before deciding on
your choice of investments, you should give careful
consideration to personal objectives, your retirement
goals, your tolerance for risk, your desire for long-term
versus short-term investments, and your individual
financial circumstances.
There is no assurance that any VantageTrust Fund will
meet its investment objectives, and none of the Funds
is guaranteed or insured. Also, you should be aware
that the past investment performance of any
VantageTrust Fund or any underlying mutual fund
provides no assurance of similar future performance. It
is possible for you to lose money by investing in these
Funds.
Information relating to the performance of each Fund
may be found in the Trust's Annual Report as well as
the preceding section "Selected Performance Data,"
and a Financial Highlights Table for each Fund appears
at the end of this document.
If you are contemplating investing in one or more of
the Funds offered through the Trust, you should read
the following descriptions carefully before investing.
If you have any questions after you have read these
descriptions or desire further investment -related infor-
mation, please contact the Retirement Corporation at
1-800-669-7400.
VantageTrust Funds
With the exception of the VantageTrust PLUS Fund,
and the VantageTrust Mutual Fund Series, each of the
VantageTrust Funds is invested solely in a single port-
folio of The Vantagepoint Funds, an open-end, diversi-
fied management investment company (mutual fund)
registered with the SEC. The Vantagepoint Funds is a
"series" investment company that currently offers 19
different portfolios having various investment objec-
tives and strategies. Each of these VantageTrust Funds
is invested in a single underlying Vantagepoint Fund
having the same investment objectives.
The Vantagepoint Funds began serving as the underly-
ing investment for certain of the VantageTrust Funds
on March 1, 1999. Prior to that time, the
VantageTrust Funds invested directly in publicly traded
securities, in third -party mutual funds or in other types
of commingled funds. Investment advice prior to
March 1, 1999, was provided by the Retirement
Corporation. Since March 1, 1999, such advice has
been provided by an affiliate of the Retirement
Corporation. It is anticipated that, as in the past, the
subadvisers may change over time at the recommenda-
tion of VIA and the approval of the Board of The
Vantagepoint Funds.
The general description and goals of each of the
VantageTrust Funds and the Vantagepoint Fund select-
ed as the underlying portfolio for each are described
below:
Cash Management Fund
Investment Objectives: The Cash Management Fund
is invested in a single registered mutual fund, the
Vantagepoint Money Market Fund. The mutual fund's
primary investment objective is to seek maximum cur-
rent income, consistent with maintaining liquidity.
Suitability for Investors: The Cash Management
Fund may be suitable if you are seeking reasonable
safety of principal and current income. You should be
aware that the Cash Management Fund is not insured
or guaranteed by the FDIC or any other government
agency and it is possible to lose money by investing in
the Fund.
US Government Securities Fund
Investment Objectives: The US Government
Securities Fund is invested in a single registered mutual
fund, the Vantagepoint US Government Securities
Fund. The mutual fund seeks to offer current income
obtainable from active management of .intermediate-
term U.S. Treasury securities and U.S. Government
agency sponsored securities including pass-through
mortgage-backed securities.
17
Suitability for Investors: The Fund may be an appro-
priate investment if you seek a high level of protection
against credit risk as well as growth of principal
through reinvestment of current income from an
actively managed portfolio of intermediate-term U.S.
Treasury, U.S. Government and U.S. Government
agency securities. The Fund is subject to interest rate
risk, which means the value of the underlying bond
portfolio normally moves in a direction opposite to
that of interest rates. Additionally, the Fund should
experience the volatility characteristics of an intermedi-
ate -duration bond fund.
Asset Allocation Fund
Investment Objectives: The Asset Allocation Fund is
invested in a single registered mutual fund, the
Vantagepoint Asset Allocation Fund. The mutual fund
seeks to offer long-term growth at a lower level of risk
than a portfolio consisting of all equity securities by
investing in a portfolio tactically allocated among com-
mon stocks, bonds and short-term instruments.
Suitability for Investors: The Asset Allocation Fund
may be suitable if you seek an investment that provides
active adjustment of exposures to stocks, bonds, and
short-term instruments. The Fund's stock allocation is
passively managed to approximate the performance of
the S&P 500 Index. This Fund should be considered a
long-term investment vehicle with a likelihood for
short-term volatility.
Equity Income Fund
Investment Objectives: The Equity Income Fund is
invested in a single registered mutual fund, the
Vantagepoint Equity Income Fund. The mutual fund
seeks to offer long-term capital growth with consisten-
cy derived from current income by investing, under
normal circumstances, at least 80% of its assets in equi-
ty securities that include dividend -paying common
stocks of well-established companies.
Suitability for Investors: The Equity Income Fund
may be a suitable investment if you are seeking a high
level of current income and the potential for long-term
capital appreciation. The Fund should exhibit lower
investment risk and lower volatility than is available
from other types of common stock funds, such as
growth funds investing primarily in smaller -capitaliza-
tion companies. Nonetheless, some level of volatility
can be expected, especially over the short term.
18
Growth & Income Fund
Investment Objectives: The Growth & Income Fund
is invested in a single registered mutual fund, the
Vantagepoint Growth & Income Fund. The mutual
fund seeks primarily to offer long-term capital growth
by investing in common stocks that offer potential for
capital appreciation and, secondarily to provide current
income by investing in dividend -paying stocks.
Suitability for Investors: The Fund may be suitable if
you wish to receive exposure to common stocks with a
current income component. The Fund is subject to all
of the general risks of investing in the stock market,
including the risk of price and earnings volatility over
the short term.
Growth Fund
Investment Objectives: The Growth Fund is invested
in a single registered mutual fund, the Vantagepoint
Growth Fund. The mutual fund seeks to offer long-
term capital growth by investing primarily in the com-
mon stocks of companies with above-average potential
for growth. Investments may include companies of all
capitalization sizes.
Suitability for Investors: The Growth Fund may be
appropriate if you are seeking greater -than -average
growth. The Fund is intended as a long-term invest-
ment vehicle, and it will experience volatility of returns
over short time periods. There may be periods of time
over which other styles of investing outperform the
growth style employed by the Fund.
Aggressive Opportunities Fund
Investment Objectives: The Aggressive Opportunities
Fund is invested in a single registered mutual fund, the
Vantagepoint Aggressive Opportunities Fund. The
mutual fund seeks to offer high long-term capital
appreciation without emphasis on current income by
using a variety of aggressive investment approaches and
techniques. These may include U.S. and foreign stocks
and bonds, convertible securities, derivatives and for-
ward currency contracts. The Fund's portfolio consists
primarily of stocks of small- to medium -capitalization
domestic and foreign growth companies.
Suitability for Investors: The Aggressive
Opportunities Fund may be appropriate if you invest
for the long term and have the financial ability and risk
tolerance to accept significant risk in exchange for the
opportunity to realize corresponding financial gain.
The Fund can be expected to exhibit significant volatil-
ity. The Fund should not be relied upon as a complete
investment program and should be considered a long-
term investment vehicle.
International Fund
Investment Objectives: The International Fund is
invested in a single registered mutual fund, the
Vantagepoint International Fund. The mutual fund
seeks to offer long-term capital growth and diversifica-
tion by country by investing in the stocks of companies
headquartered outside the United States believed to be
temporarily undervalued and may have an above-aver-
age potential for growth. Investment opportunities are
sought in established foreign markets, and to a lesser
extent, in less developed emerging markets.
Suitability for Investors: The International Fund
provides diversification and growth potential if you.are
willing to assume the risks associated with investment
in foreign securities. If so, the Fund might provide a
complementary portion of an overall portfolio that
consists mainly of domestic stocks. Significant price
volatility can be expected, especially over the short
term. The Fund should not be relied upon as a com-
plete investment program and should be considered a
long-term investment vehicle.
VantageTrust Index Funds
Each VantageTrust Index Fund is invested solely in a
corresponding Vantagepoint Fund. In order to take
advantage of the economies of scale offered by a larger
pool of assets, each Vantagepoint Index Fund is struc-
tured as a "feeder" fund in a "master -feeder structure."
A "feeder" fund seeks to achieve its investment objec-
tive by investing its assets in a single "master" fund.
The "master" fund invests in securities in accordance
with investment objectives, policies, and limitations
that are identical to those of the applicable Index
Fund. In other words, each Vantagepoint Index Fund
"feeds" shareholder investments into its corresponding
"master" fund. Each Vantagepoint Index Fund reserves
the right to change its corresponding master fund. The
investment objective of each Vantagepoint Index Fund
is non -fundamental and may be changed without
shareholder vote.
The risk level of each Index Fund is comparable to the
risk level of that Fund's index. The performance of
each Index Fund is likely to vary above or below the
actual performance of the Fund's index. The variations
are attributable to many factors, such as ICMA-RC's
plan administration fee, fund fees and expenses, trans-
action costs, cash flows, and management fees. Small
performance variations can also occur due to sampling
of the securities in a Fund's index.
Please refer to the descriptions below for further infor-
mation on each VantageTrust Index Fund.
Core Bond Index Fund
Investment Objectives: The Core Bond Index Fund
seeks to offer current income by investing in a portfo-
ho that will approximate the investment characteristics
and performance of the Lehman Brothers Aggregate
Bond Index. The Fund is invested in the Vantagepoint
Core Bond Index Fund.
Suitability for Investors: The Core Bond Index Fund
might be right for you if you seek to preserve principal
and desire a long-term rate of return that might.exceed
the rate of inflation. As with any bond fund, the price
of portfolio securities generally moves in a direction
opposite to that of interest rates. In addition, the Fund
is subject to the risk that an issuer of a bond may not
make interest or principal payments. The Fund 'should
experience the volatility characteristics of an intermedi-
ate -duration fixed income fund.
500 Stock Index Fund
Investment Objectives: The 500 Stock Index Fund
seeks to offer long-term capital growth and current
income by investing in a portfolio that will replicate, as
closely as possible, the investment characteristics and
performance of the S&P 500 Index. The Fund is
invested in the Vantagepoint 500 Stock Index Fund.
Suitability for Investors: The 500 Stock Index Fund
may be a good choice if you are looking for an invest-
ment designed to provide passively managed exposure
to larger U.S. stocks as measured by the S&P 500
Index. Due to the volatility of returns on common
stocks, you should consider the 500 Stock Index Fund
a long-term investment vehicle.
Broad Market Index Fund
Investment Objectives: The Broad Market Index
Fund seeks to offer long-term capital growth and cur-
rent income by investing in a portfolio that will
approximate the investment characteristics and per-
formance of the Wilshire 5000 Index. The Fund is
invested in the Vantagepoint Broad Market Index
Fund.
19
Suitability for Investors: The Broad Market Index
Fund may be a suitable investment if you want an
investment designed to parallel the return of the broad
U.S. equity market. Additionally, the Wilshire 5000
Index includes small- and mid -capitalization companies
whose stocks tend to have greater price volatility than
those of large companies. You should consider the
Fund as a long-term investment vehicle due to the
expected volatility of returns on common stocks over
short time periods.
Mid/Small Company Index Fund
Investment Objectives: The Mid/Small Company
Index Fund seeks to offer long-term capital growth by
investing in a portfolio that will approximate the
investment characteristics and performance of the
Wilshire 4500 Index. The Fund is invested in the
Vantagepoint Mid/Small Company Index Fund.
Suitability for Investors: The Mid/Small Company
Index Fund might be suitable if you seek an invest-
ment designed to provide passively managed exposure
to small- and mid -capitalization companies. The
returns on these companies tend to be more volatile
than larger -capitalization companies, and you should
consider the Mid/Small Company Index Fund a long-
term investment vehicle.
Overseas Equity Index Fund
Investment Objectives: The Overseas Equity Index
Fund seeks to offer long-term capital growth and diver-
sification across countries by investing in a portfolio
that approximates the investment characteristics and
performance of the Morgan Stanley Capital
International (MSCI) Europe, Australasia, Far East
(EAFE) Index. The Fund is invested in the
Vantagepoint Overseas Equity Index Fund.
Suitability for Investors: The Overseas Equity Index
Fund may be suitable if you seek diversification and
growth potential through an investment designed to
approximate the performance of the MSCI EAFE
Index, and are willing to assume the risks associated
with investment in foreign securities. This Fund might
be considered as a complementary portion of an overall
portfolio that consists mainly of domestic equities and
bonds. The Overseas Equity Index Fund should not be
relied upon as a complete investment program, and
should be considered a long-term investment vehicle.
20
VantageTrust Model Portfolio Funds
The Trust offers five VantageTrust Model Portfolio
Funds that invest in a corresponding Vantagepoint
Model Portfolio Fund. Each Model Portfolio Fund
reflects a different degree of potential investment risk
and reward and is diversified among various
Vantagepoint Funds in differing allocations.
Fees and Expenses: You will bear indirectly the pro-
portionate share of the fees and expenses of each Fund's
underlying investments, i.e., the fees and expenses of
the underlying funds making up the Vantagepoint
Model Portfolio Fund. A portion of these indirect
costs consist of the management fee paid to VIA for
management of the Vantagepoint Funds. See
"Explanation of Plan Fees and Fund Expenses" for fur-
ther information, including fees payable for account
maintenance and plan administration services.
Investment Risks: The proportionate amounts
invested by a Vantagepoint Model Portfolio Fund in
each underlying fund are exposed to the risks of that
underlying fund. For example, the portion of a
Vantagepoint Model Portfolio Fund that is invested in
the Vantagepoint Growth & Income Fund bears the
risks of an investment in that fund. Each Vantagepoint
Model Portfolio Fund is diversified among various asset
classes and each reflects a different degree of potential
risk and reward.
Asset Allocation: The allocation of each Vantagepoint
Model Portfolio Fund across asset classes and underly-
ing Vantagepoint Funds has been established by VIA,
an affiliate of the Retirement Corporation, in its capac-
ity as investment adviser to The Vantagepoint Funds,
under the supervision of The Vantagepoint Funds'
Board of Directors.
Certain Vantagepoint Model Portfolio Funds invest in
the Vantagepoint Income Preservation Fund, the pri-
mary objective of which is to offer a high level of cur-
rent income consistent with preserving principal and
seeking to maintain a stable net asset value by investing
primarily in wrapped high quality short- and interme-
diate-term fixed income securities.
Modifications to the Model Portfolio Funds: Any
changes made in the underlying Funds, such as changes
in investment objectives, may affect the Vantagepoint
Model Portfolio Funds that invest in the underlying
Funds. VIA may alter the asset allocation of one or
more of the Model Portfolio Funds at its discretion.
Rebalancing: If one component of a particular Model
Portfolio Fund outperforms another component over
any given time period, the Model Portfolio Fund will
become "out of balance." For example, if the stock
component of a Model Portfolio Fund outperforms the
bond portion, the allocation of the stock portion will
increase beyond the predetermined, allocation. A mate-
rial change in the predetermined allocation could affect
both the expected level of risk and the potential for
gain or loss.
VIA monitors the performance 'and percentage alloca-
tion of each Vantagepoint Model Portfolio Fund. From
time to time, it will be necessary to transfer assets from
one underlying Fund to another in order to rebalance a
Model Portfolio Fund.
21
Model Portfolio
Savings Oriented Fund
Investment Allocation and Objectives: The Model
Portfolio Savings Oriented Fund is invested in a single,
registered mutual fund, the Vantagepoint Model
Portfolio Savings Oriented Fund. This Fund is com-
prised of investments in the Vantagepoint Income
Preservation Fund (65%), the Vantagepoint US
Government Securities Fund (10%), the Vantagepoint
Equity Income Fund (10%), the Vantagepoint Growth
& Income Fund (10%), and the Vantagepoint
International Fund (5%).
The investment objectives of the Model Portfolio
Savings Oriented Fund are preservation of principal,
reasonable current income, and some growth in princi-
pal with minimal risk.
Investment Strategy and Portfolio Management:
The Model Portfolio Savings Oriented Fund is
designed to pursue conservation of principal, reason-
able current income, and modest growth without
undue risk. It attempts to achieve those objectives by
emphasizing stable value and bond (fixed-income)
investments (75%), with the remainder invested in
Funds featuring holdings in larger company domestic
equities (20%) and international equities (5%)
10% Growth &
Income Fund
10% Equity Income
Fund
The fixed income portion of the Fund is anchored by a
substantial position in Vantagepoint Income
Preservation Fund, which typically provides a consis-
tent and predictable yield with no fluctuations in price.
While the principal objective of the Fund is income
and preservation of principal, exposure to U.S.
Treasury and agency securities will cause the Fund's net
asset value to fluctuate somewhat in response to
changes in interest rates. The Fund's exposure to
stocks provides the potential for some protection
against inflation and capital appreciation than would a
fund consisting only of stable value and fixed-income
securities.
Suitability for Investors: The Model Portfolio
Savings Oriented Fund may be appropriate if you are
seeking to preserve principal with some opportunity
for inflation protection and growth. The Fund may be
suitable if you have a low tolerance for price fluctua-
tions and/or if you wish to invest for the short term.
5% International Fund
- 65% Income
Preservation
Fund
10% US Government
Securities Fund
22
Model Portfolio
Conservative Growth Fund
Investment Allocation and Objectives: The Model
Portfolio`Conservative Growth Furid rs invested in a -
single, registered mutual fund, the Vantagepoint Model
Portfolio Conservative Growth-Furid. This Fund is
comprised of investments in the Vantagepoint Income
Preservation Fund (50%),;the Vantagepoint Core Bond
Index Fund (10%), the Vantagepoint Equity Income
Fund (10%), the-Vantagepoint Growth Sc Income
Fund (10%); rhe Vantagepoint Growth Fund (10%),
the Vantagepoint Aggressive 'Opportunities Fund.(5%),
and the Vantagepoint International Fund (5%).
The investment objectives of the Model Portfolio,
Conservative Growth Fund are reasonable current
income and conservation of principal, with a modest
emphasis on the potential for capital growth.
Investment Strategy and Portfolio Management:
The Model Portfolio Conservative Growth Fund has 'a
moderately conservative asset allocation favoring cur-
rent income enhanced .with the potential for growth.
It seeks to accomplish this by distributing assets
between fixed-income.investments (60%), and equities
(40%)c which provide the potential for greater growth.
The assets are further diversified within these two main
asset categories:' Within the fixed-income allocation,
the Vantagepoint Income Preservation Fund and the
5% Aggressive
Opportunities Fund
10% Growth Fund
10% Growth &
Income Fund
Vantagepoint Core Bond Index Fund complement
each other by attempting to provide stable returns,
consistent income, and broad access to the bond mar-
ket. This combination offers the potential for a higher'
yield, but with more volatility, than an.investment -
exclusively in the Vantagepoint Income Preservation
Fund.
The Vantagepoint Equity Income Fund focuses on
larger, dividend -paying common stocks. The
Vantagepoint Growth & Income Fund, Vantagepoint
Growth Fund, and Vantagepoint Aggressive
Opportunities Fund add the potential for growth in
the stock portion of the Fund.. International equity
exposure through investment in the Vantagepoint
International and Aggressive Opportunities Funds adds
diversification to the Fund and provides the potential
for additional growth.
Suitability for Investors: The Model Portfolio
Conservative Growth Fund may be.a suitable invest-
ment if you seek fairly predictable current income but
also desire the opportunity for higher returns without
high volatility. Although less than half the Fund is
invested in stocks, you should be willing to accept
short-term fluctuations in the value of your invest-
ment. This Fund could be appropriate if you intend to
invest for the intermediate term.
5% International Fund
10% Equity'Income Fund
10% Core Bond Index Fund
50% Income
Preservation
Fund
23
24
Model Portfolio
Traditional Growth Fund
Investment Allocation and Objectives: The Model
Portfolio Traditional Growth Fund is invested in a sin-
gle, registered mutual fund, the Vantagepoint Model
Portfolio Traditional Growth Fund. This Fund is com-
prised of investments in the Vantagepoint Income
Preservation Fund (30%), the Vantagepoint Core Bond
Index Fund (10%), the Vantagepoint Equity Income
Fund (10%), the Vantagepoint Growth & Income
Fund (15%), the Vantagepoint Growth Fund (15%),
the Vantagepoint Aggressive Opportunities Fund
(10%) and the Vantagepoint International Fund
(10%).
The investment objectives of the Fund are moderate
capital growth and reasonable current income.
Investment Strategy and Portfolio Management:
The Vantagepoint Model Portfolio Traditional Growth
Fund's asset allocation is based on the traditional defi-
nition of a balanced portfolio, with 60% allocated to
stocks and 40% to fixed-income. This asset mix is
designed to provide the benefit of the higher returns
expected from stocks while the income generated by
fixed-income securities should dampen Fund volatility
The equity allocation is broadly diversified among
large-, medium-, and small -capitalization stocks in
both the U.S. and abroad. The 10% invested in the
Vantagepoint Equity Income Fund focuses on larger,
dividend -paying U.S. corporations. The remaining
40% U.S. equity position is allocated to more aggres-
10% Aggressive
Opportunities Fund
sive investments such as the Vantagepoint Growth &
Income Fund, which seeks growth and current income;
the Vantagepoint Growth Fund, which emphasizes
companies with prospects for above average growth in
earnings; and, the Vantagepoint Aggressive
Opportunities Fund, which invests in smaller compa-
nies. The Vantagepoint International Fund invests
principally in the common stocks of companies head-
quartered outside the U.S. and adds a final level of
diversification and opportunity for growth in principal.
The fixed-income portion of the Fund is anchored by a
substantial position in the Vantagepoint Income
Preservation Fund, which typically provides a consis-
tent and predictable yield with no fluctuations in price.
The allocation to the Vantagepoint Core Bond Index
Fund may provide a higher yield and broad access to
the bond market, but includes more volatility than an
investment exclusively in the Vantagepoint Income
Preservation Fund.
Suitability for Investors: With more than half of the
Fund invested in stocks, including growth stocks, a
moderate level of volatility should be expected. This
Fund may be suitable if you wish to participate in the
returns expected from stocks but also want to maintain
the predictability obtained from a 30 percent invest-
ment in the Vantagepoint Income Preservation Fund.
This Fund could be appropriate if you intend to invest
for the intermediate or longer term.
10% International Fund
30% Income
Preservation Fund
15% Growth Fund
15% Growth & Income
Fund
10% Core Bond
Index Fund
10% Equity Income Fund
Model Portfolio
Long -Term Growth Fund
Investment Allocation and Objectives: 'The Model
Portfolio,Long-Term Growth Fund is invested in a sin-
gle, registered mutual fund, the,Vantagepoint Model
Portfolio Long -Term Growth Fund. This Fund is
comprised of investments in the Vantagepoint Core
Bond Index Fund (20%), the Vantagepoint Equity
Income Fund (10%), the Vantagepoint Growth &
Income Fund (20%); the Vantagepoint Growth Fund
(20%), the Vantagepoint Aggressive Opportunities
Fund (15%) the Vantagepoint Overseas Equity Income
Fund (5%), and the Vantagepoint International Fund
(10%).
The Fund's investment objective is high long-term cap-
ital growth and modes income.
Investment Strategy and Portfolio Management:
The Vantagepoint Model Portfolio Long -Term Growth
Fund has a dominant 80% allocation to stocks. This
high allocation can result in considerable growth in
capital, but also involves risk of loss in the event of
adverse developments. Within the allocation to stocks,
assets are divided among six underlying Funds: the
Vantagepoint Equity Income Fund, which focuses on
large dividend -paying common stocks; the
Vantagepoint Growth Fund, which emphasizes growth
companies; the Vantagepoint Growth & Income Fund,
which seeks growth and current income; the
5% Overseas Equity
Index Fund
15% Aggressive
Opportunities.
Fund
Vantagepoint Aggressive Opportunities Fund, which
invests primarily in small- to medium-sized capitaliza-
tion companies; and the Vantagepoint International
and Overseas Equity Index Funds, which invest princi-
pally in common stocks of companies headquartered
outside the U.S. and serve to further diversify the
Fund's equity exposure.
The 20% fixed-income portion of the Fund is allocated
to the Vantagepoint Core Bond Index Fund, which
adds yield and reduces the impact of short-term price
volatility in the stock portion of the Fund. It also
offers the opportunity to participate in changes.in
interest rates through investment in high-quality
bonds.
Suitability for Investors: The sizable allocation to.
stocks and the emphasis on growth stocks mean this
Fund should be considered an aggressive investment. It
may be suitable if you intend to invest for the long
term (10 years or more), are seeking to maximize prin-
cipal growth, and are,willing to accept short-term loss-
es, which may be substantial,,in the expectation that
those losses may be recovered over longer investment
periods.
10% International Fund
20% Core Bond Index Fund
20% Growth Fund
10% Equity
Income Fund
20% Growth & Income
Fund
25
Model Portfolio
A11 -Equity Growth Fund
Investment Allocation and Objectives: The Model
Portfolio All -Equity Growth Fund is invested in a sin-
gle, registered mutual fund, the Vantagepoint Model
Portfolio All -Equity Growth Fund. This Fund is com-
prised of investments in the Vantagepoint Equity
Income Fund (15%), the Vantagepoint Growth &
Income Fund (20%), the Vantagepoint Growth Fund
(25%), the Vantagepoint Aggressive Opportunities
Fund (20%), and the Vantagepoint International Fund
(20%).
The Fund's investment objective is to offer high long-
term capital growth.
Investment Strategy and Portfolio Management:
The Vantagepoint Model Portfolio All -Equity Growth
Fund has a 100% allocation to underlying Funds that
invest, under normal circumstances at least 80% of
their assets in equity securities. This high allocation
can result in considerable growth in capital, but also
involves risk of loss in the event of adverse develop-
ments. This Fund can be expected to have the same
degree of volatility as the stock market. The Fund's
assets are allocated among five Funds that invest in
large-, medium-, and small -company stocks in both the
U.S. and abroad: The Vantagepoint Equity Income
Fund, which focuses on large dividend paying stocks;
the Vantagepoint Growth & Income Fund, which seeks
growth and current income; the Vantagepoint Growth
Fund, which emphasizes growth companies; the
Vantagepoint Aggressive Opportunities Fund, which
invests primarily in small/medium sized capitalization
companies; and the Vantagepoint International Fund,
which invests in common stocks of companies head-
quartered outside the U.S. and serves to further diversi-
fy the Fund.
Suitability for Investors: Since the Vantagepoint
Model Portfolio All -Equity Growth Fund consists sole-
ly of equity investments, this Fund should be consid-
ered an aggressive investment. It may be suitable if
you are an aggressive investor seeking capital apprecia-
tion; intend to invest for the long term (10 years or
more), are seeking to maximize principal growth with-
out regard to current income; and are willing to accept
short term losses, which may be substantial, in the
expectation that those losses may be recovered over
longer investment periods.
20% International Fund
15% Equity Income Fund
20% Aggressive
Opportunities
Fund
26
25% Growth Fund
20% Growth &
Income Fund
Prospectus for the Vantagepoint Funds
The foregoing summaries are not complete descriptions
of the Vantagepoint Funds that serve as the underlying
portfolios of these VantageTrust Funds. You should
consult the Vantagepoint Funds prospectus before you
invest. The prospectus may be downloaded via the
Internet at the Retirement Corporation's home page
(the address is http://www.icmarc.org), or you may
request a copy by contacting ICMA-RC Services, LLC,
at 1-800-669-7400, or by writing to:
ICMA-RC Services, LLC
The Vantagepoint Funds
c/o ICMA Retirement Corporation
777 N Capitol St., N.E.
Washington, DC 20002-4240
Operation of the VantageTrust Funds
Invested in the Vantagepoint Funds
It is important for you to know that the underlying
Vantagepoint Funds in which these VantageTrust
Funds invest are not' offered for sale directly by the
Trust-. Amounts invested by you in these VantageTrust
Funds are, in turn, invested in the name of the Trust,
net of administrative fees and expenses, in the shares of
the designated Vantagepoint Fund. In other words,
when you invest in one of these VantageTrust Funds,
you buy (and own) units in that VantageTrust Fund,
and the Trust in turn buys (and owns) the shares of the
corresponding Vantagepoint Fund.
Units in each of these VantageTrust Funds are available
for purchase and'sale each business day at a price based
-upon the net asset value of the Fund at the close of
business on that day. The calculation of the net asset
value of each VantageTrust Fund takes into account the
Retirement Corporation's asset-based plan administra-
tion fees, asset-based Trust Fund expenses, and the fees
and expenses of the underlying Vantagepoint Fund in
which. the VantageTrust Fund is invested.
The net asset value of units in the VantageTrust Funds
will not be the same as the net asset value of the shares
of the underlying Vantagepoint Funds in which the
VantageTrust Funds are invested., Because you pay the'"
Retirement Corporation's plan ad ministrationfee; -
- '
which is included in the VantageTrust Funds' calcula-
tion of unit values, the performance of the
VantageTrust Funds will always lag that of the underly-
ing Vantagepoint Funds. Asa result; the share values
of the Vantagepoint Funds that are published in your
newspaper will not be the same as the unit valueof
your investment in the VantageTrust Funds:
Information regarding your investments in the
VantageTrust Funds may only be obtained directly
from the Retirement Corporation and cannot be
obtained from the underlying Vantagepoint Funds.
Participants will not vote the shares 'of the
Vantagepoint Funds. The Trust, as a shareholder of the
Vantagepoint Funds, will vote the shares in accordance
with procedures approved by the Board of Directors of
the Trust Company.
27
VantageTrust PLUS Fund
The VantageTrust PLUS Fund (the "PLUS Fund") is a
stable value Fund that invests in investment contracts
issued by financial institutions. The Fund is governed
by the VantageTrust Board of Directors who, in con-
junction with the Retirement Corporation, reserves the
right to change the Fund's policies from time to time.
Investment Philosophy and Objectives: The PLUS
Fund seeks to provide maximum current income con-
sistent with preserving capital and meeting liquidity
needs.
Investment Strategy and Portfolio Management:
The PLUS Fund invests in a diversified portfolio of
high grade investment contracts and bond portfolios
that are wrapped by insurance contracts to provide sta-
ble value and capital preservation. Cash investments are
held to provide liquidity for payouts. The PLUS Fund's
portfolio may include different types of investment
contracts with a variety of negotiated terms and matu-
rities. The objective is to obtain broader diversification
and higher returns than can be obtained by allotting all
funds deposited in a designated period to a single
investment contract with a two- to five-year maturity
The composition of the PLUS Fund portfolio and the
allocation to various fixed-income investments sectors
will be based upon prevailing economic and capital
market conditions, as well as relative value analysis.
The portfolio will always be well diversified across sec-
tors and issuers.
Investment Contract Descriptions: A traditional GIC
is an unsecured obligation of an institution to pay
principal and interest for the period specified in the
contract. Assurance of principal and interest payment is
based solely on the financial strength of the issuing
entity. There is no secondary trading market and,
therefore, contracts are valued at cost plus accrued
interest.That value will not be impacted by changes in
interest rates or credit quality.
A wrapped synthetic contract is a marketable fixed
income portfolio with an insurance wrapped agree-
ment. The wrapper agreement permits the portfolio to
be accounted for at cost plus interest rather than mar-
ket value. Investors receive all of the interest and gains
28
of the portfolio, less fees and expenses, over time. The
Fund owns the assets in the portfolio, which eliminates
the counter parry risk found in traditional GICs.
Separate account synthetic portfolios are composed of
marketable fixed-income securities that are held in a
separate account controlled by the issuer. Unlike the
wrapped synthetic contract, the issuer controls the
assets and returns offered to account holders may be
less than actual earnings of the portfolio. The separate
account feature mitigates some of the counter party
risk found in traditional GICs.
The Retirement Corporation manages traditional GICs
in a laddered maturity strategy (e.g., quarterly maturi-
ties) so that maturing GICs provide liquidity and are
reinvested in a uniform manner. This eliminates the
effects of market timing and provides for smooth
returns and moderate reinvestment risk.
The Retirement Corporation implements its synthetic
strategy through a multi -manager approach with each
manager focusing on a different segment of the yield
curve. The multi -manager approach to fixed-income
investing provides investors with greater return poten-
tial at lower risk.
A minimum crediting rate paid to investors will be
announced no less than twice a year. The return credit-
ed to your account will be the greater of the actual
portfolio return or the announced minimum rate. If
payments are required to support the minimum rate,
such payments will be funded by an acceleration of
interest, otherwise payable at a later time. In the event
that interest payments are accelerated, less interest will
be paid in later periods. This will reduce returns in
those later periods. The minimum rate is intended to
provide a known minimum return for use by plan
sponsors in a given period. It does not provide any
additional assurance of repayment of principal, nor
does it increase long-term yield.
Investment Risks: There are different types of credit
risk and features of ownership associated with invest-
ment contracts. Generally, investment contracts are not
assignable or transferable without the permission of the
issuer. For that reason, these contracts often include
non-standard negotiated terms and do not trade in an
established secondary market; opportunities for resale
are severely limited.
A traditional investment contractrepresents an obliga-
tion solely of the issuing financial institution to pay a.
specified rate of interest for the full term of the con-
tract and to repay principal according to a fixed sched-
ule. Insurance companies have commonly referred to
these contracts as "guaranteed investment contracts" or
GICs. Such contracts are not, however, guaranteed by
the U.S.. Government or any agency thereof or by any
other entity. Funds placed in a traditional investment
contract are invested by the issuer in various assets that
become part of the issuer's general investment account.
The only assurance of payment of principal and inter-
est of the investment contract is the financial strength
of the issuing company.
In separate account investment contracts, the obliga-
tion to pay principal and interest is an obligation that
may be secured by the debt securities (bonds) underly-
ing the contract. The underlying securities for the con-
tracts held by the Fund are marketable. To the extent
that the market value of the securities underlying the
contract is not sufficient to pay principal and interest
as'promised, the issuer is responsible for funding the
shortfall. Separate account investment contracts offer
enhanced protection from counter party risk, since the
securities are held in a separate account of the issuer
and, although owned by the issuer, are not part of its
general investment account.
Wrapped synthetic investment contracts offer the same
investment characteristics as insurance company sepa-
rate accounts, but unlike a separate account contract
the Fund maintains ownership of the assets. In a syn-
thetic investment contract, the underlying securities are
held in a custodial account in the name of the Fund.
The PLUS Fund normally invests no more than 20%
of its assets in contracts of any single issuer, although
certain circumstances, such as the timing of contract
maturities, may cause the Fund to exceed these limits
temporarily. In order to offset reinvestment risk (i.e.,
the risk that a substantial amount of the principal will
mature at a time of relatively low interest rates), the
Fund's portfolio may be diversified among fixed,
indexed, and floating interest rate contracts, and will
be structured to hold contracts containing a variety of
maturity dates and payout configurations.
Although investment in the PLUS Fund is not without
investment risk,'the Retirement Corporation, which
serves as investment adviser to the Fund, seeks to
reduce the identifiable risk factors through analysis of
the financial strength of each contract issuer and, •in
the case of separate account and synthetic investment
contracts, by setting guidelines the issuer must follow
with respect to the quality of the securities supporting
the contract. In addition, the Retirement Corporation
reviews periodically the assets underlying the separate
account and synthetic contracts. Some contracts per-
mit the. Retirement Corporation to require changes in
those assets.
The Retirement Corporation conducts in-depth credit
analysis of financial institutions to compile a list of
financially eligible issuers from which to purchase
investment contracts. Criteria for eligibility on the list
include. factors such as issuer asset quality, both present
and potential; capital adequacy; product mix; prof-
itability; and competence of senior management. The
Retirement Corporation also takes into consideration
ratings as to the "claims paying ability" available
through the major independent rating services
(Moody's and Standard & Poor's). Investment will not
be made,in any issuer without an acceptable high qual-
ity rating. In the case of insurance companies, the
issuer must be rated Aa or above by Moody's at the
time of investment. Issuers in other financial service
sectors must have comparably high independent credit
ratings.
Reserve Account: The Directors of the VantageTrust
Company established a reserve account within the
PLUS Fund. The purpose of the reserve account was
to account for the credit risk that exists in the fixed
income portfolios underlying the separate account and
synthetic investment contracts held by the PLUS Fund.
The reserve account was funded with deductions from
PLUS Fund earnings at a rate that may change from
time to time as recommended by the Retirement
Corporation and approved by the Directors of the
VantageTrust Company. Directors of the VantageTrust
Company and Retirement Corporation each have
determined to no longer fund this account and the
current account will be redeemed gradually over a peri-
od of 24 months commencing October 2002.
Suitability for Investors: The PLUS Fund may be a
suitable investment if you are seeking relative safety of
principal, a short-term fixed minimum rate of return,
and the potential to earn a return above that short-
term minimum rate. Investments in the Fund are not
subject to fluctuation in value, and there cannot be a
29
negative return in any period absent default by one of
the major financial institutions issuing contracts for the
Fund. However, the Fund has no potential for
increased principal from trading gains, since there is no
trading market for investment contracts.
Investment Adviser: The PLUS Fund is managed
directly by the Retirement Corporation.
Investment Performance: Investment performance
for the PLUS Fund is presented on the basis of annual-
ized effective yield (a rate of return which assumes rein-
vestment of income for a period of 12 months at the
interest rate experienced during that month), and is net
of all fees and expenses except for the applicable
account maintenance fee. Earnings credited to your
account will be net of all fees and expenses except for
the applicable account maintenance fee and event -
based fees (if applicable).
Restrictions on Public Employer Withdrawals:
Public Employers may require their employees to with-
draw from the PLUS Fund. Such a total withdrawal
could occur if the Employer were to decide that the
PLUS Fund should no longer be made available as an
investment alternative in the Employer's Plan, or if the
Employer were to replace the Retirement Corporation
as its plan administrator, or if the Retirement
Corporation were to resign as plan administrator.
The Retirement Corporation, acting in its capacity as
investment adviser to the Trust, retains full discretion
to fund Employer withdrawals in an orderly manner
over a period of not more than 12 months. This is
done in an effort to lessen the negative impact that a
substantial withdrawal may have on the investors who
remain in the Fund. This restriction on Employer
withdrawals from the PLUS Fund does not apply to
any withdrawals from the Employer Plan or the Funds
that you as a Plan participant may wish to make.
There are certain restrictions on Participant transfers
from the PLUS Fund (see "Transfers and Allocations
Among Funds").
The List of Issuers of Investment Contracts for the PLUS Fund and their Ratings by Moody's
AIG Financial Products
New York Life
Allstate
GE Life
Metropolitan Life
UBS
John Hancock
Monumental
Pacific Mutual
Principal Life
Jackson National
Moody's ratings have the following definitions:
As of
12/26/2002
Aaa
Aa 1
Aa2
Aa2
Aa2
Aa2
Aa3
Aa3
Aa3
Aa3
Al
Aaa Insurance companies rated Aaa offer exceptional financial security. While the financial strength of these
companies is likely to change, such changes as can be visualized are most unlikely to impair their fundamen-
tally strong position.
Aa Insurance companies rated Aa offer excellent financial security. Together with the Aaa group they constitute
what are generally known as high grade companies. They are rated lower than Aaa companies because long-
term risks appear somewhat higher.
A Insurance companies rated A offer good financial security. However, elements may be present that suggest a
susceptibility to impairment sometime in the future.
Suffixes used to modify these ratings are: 1 (high end of category), 2 (mid range) and 3 (low end)
30
Van:tageTrust M.utual Fund Series
Each VantageTrust Mutual Fund Series Fund invests
solely in the shares of a single designated third -party
mutual fund. The VantageTrust Mutual Fund Series
includes a variety of different investment,categories. At
its discretion, the VantageTrust Board of Directors may
make changes to the VantageTrust Mutual Fund Series.
Please note: The following' information involves your eligi-
bilityto invest in the VT Fidelity Magellan® Fund.
Fidelity Investments closed the Magellan® Fund to
new investments effective October 1, 1997. Under. the
Retirement Corporation's current understanding with
Fidelity Investments, (i) Employer Plans administered
by the Retirement Corporation before the applicable
date of closure; (ii) Employer Plans that had access to
this Fidelity fund before the applicable date of closure
either through a direct arrangement with Fidelity or
through another plan provider; or (iii) new Plans estab-
lished by Employers that were eligible to invest in the
closed Fund through other Employer-sponsored Plans
prior to the closure,.continue to be eligible to achieve
indirect access to the Fidelity fund through the VT
FidelityMagellan® Fund. However, this Fund, is
closed to investment by Participants in all other
Employer Plans.
The VT T. Rowe Price® Small Cap Value Fund
(Advisor Class) is no longer available as an investment
as of May 24, 2002. It remains available to plans
established at ICMA-RC prior to this date. Purchases
of additional shares are permitted for all participant
accounts in plans established prior to May 24, 2002.
The investment categories and objectives of the various
Funds in the VantageTrust Mutual Fund Series are
summarized below:
Fixed Income Funds
VT PIMCO Total Return Fund (Administrative
Shares) - seeks income and capital appreciation consis-
tent with preservation of capital by investing in a diver-
sified portfolio of fixed income instruments of varying
maturities. The Fund invests in bonds across multiple
bond sectors including U.S. Treasuries, mortgage-
backed securities, corporate bonds and international
bonds. The average portfolio duration of this Fund
normally varies from a three- to six-year time frame
based on PIMCO's forecast for interest rates. The Fund
is subject to the general risks of bond investing. The
Fund invests solely in shares of the PIMCO Total
Return Fund.
VT PIMCO High Yield Fund (Administrative Shares)
- seeks income and capital appreciation while seeking
to control the risks associated with high yield ("junk
bond") investing. The Fund invests in a diversified
portfolio primarily consisting of high yield, securities
rated below investment grade, but at least B by
Moody's or S&P. The Fund is subject to the general
risks of bond investing as well as the additional risks of
investing in below investment grade securities. The
Fund invests solely in shares of the PIMCO High Yield
Fund.
U.S. Equity Funds
VT Fidelity Puritan® Fund - seeks income and capital
growth consistent with reasonable risk. The Fund
attempts to achieve its objective by investing in a diver-
sified portfolio consisting primarily of stocks and
bonds of U.S. and foreign companies. The Fund will
invest approximately 60% of its assets in stocks and
other equity securities and the remainder in bonds and
other debt securities. The Fund is subject to the risks
associated with stock market volatility and bond mar-
ket risks. The Fund invests solely in shares of the
Fidelity Puritan® Fund.
VT Lord Abbett Large Company Value Fund (Class
A Shares)1 - seeks long-term growth of capital and
income without excessive fluctuations in market value.
The Fund invests in common stocks of large, seasoned,,
U.S. and multinational companies believed to be
undervalued. The -Fund is subject to the general risks
of equity investing. The Fund invests ,solely in shares of
the Lord Abbett Affiliated Fund.
1 Invests solely in the Lord Abbett Affiliated Fund.
31
VT American Century® Value Fund (Investor Class)2
- seeks long-term capital growth by investing primarily
in equity securities of small, medium and large compa-
nies that the mutual fund manager believes are under-
valued at the time of purchase. The Fund exhibits the
volatility normally associated with investment in com-
mon stocks. The Fund invests solely in shares of the
American Century Value Fund.
VT Gabelli Value Fund (Class A Shares) - seeks long-
term capital appreciation by investing primarily in the
stocks of companies that the mutual fund's investment
adviser perceives to be selling at prices substantially
below their actual worth, which may offer significant
capital appreciation due to anticipated developments or
catalysts particular to such companies. The Fund is a
non -diversified investment company which means that
it can concentrate its investments in the securities of a
single company. Because the Fund may invest its assets
in the securities of a limited number of companies, a
decline in the value of the stock of any one of these
issuers could have a greater impact on the Fund. The
Fund invests solely in shares of the Gabelli Value Fund.
VT Calvert Social Investment Fund Equity Portfolio
(Class A Shares) - seeks capital appreciation by invest-
ing primarily in stocks of companies in industries
believed to offer opportunities for potential capital
appreciation and which meet the Fund's investment
and social criteria. The Fund invests primarily in
stocks of large -cap companies having, on average, mar-
ket capitalizations of at least $1 billion with a history
of steady earnings growth, an expected ability to sus-
tain this growth and whose stock price is favorably
priced with respect to those growth expectations. The
Fund adheres to a philosophy that long-term rewards
to investors will come from those organizations whose
products, services and methods enhance the human
condition. The Fund is subject to the general risks of
equity investing. The Fund invests solely in shares of
the Calvert Social Investment Fund Equity Portfolio.
VT MFS Large Company Growth Fund (Class A
Shares)3 - seeks long-term growth of capital and future
income, as opposed to current income. The Fund
should exhibit the volatility inherent in investment in
growth common stocks. The Fund is also subject to
the risks of investing in foreign securities. The Fund
invests solely in shares of the MFS Massachusetts
Investor Growth Stock Fund.
32
VT Fidelity Contrafund® - seeks capital appreciation
by investing primarily in the common stock of compa-
nies that are undervalued or out -of -favor. The Fund
invests in companies that are experiencing a positive
fundamental change, as well as companies whose earn-
ings potential has increased or is expected to increase
more than is generally perceived. The Fund may be
appropriate if you are willing to ride out stock market
fluctuations in pursuit of potentially high long-term
returns. The Fund is subject to the general risks of
equity investing. The Fund invests solely in shares of
the Fidelity Contrafund.
VT Fidelity Magellan® Fund - seeks capital apprecia-
tion by investing primarily in common stocks of
domestic and foreign issuers. The Fund is subject to
the risks of investing in common stock, including stock
market volatility, as well as the risks of investing in for-
eign securities. The Fund invests solely in shares of the
Fidelity Magellan® Fund.
VT Putnam Voyager Fund (Class A Shares) - seeks
capital appreciation by investing primarily in common
stocks of U.S companies, with a focus on growth
stocks. The Fund invests mainly in mid- and large-
sized companies. The Fund may be appropriate as an
above-average risk component of an overall allocation
to stocks in a well -diversified investment portfolio. The
Fund is subject to the general risks of equity investing.
The Fund invests solely in shares of the Putnam
Voyager Fund.
VT American Century Ultra® Fund (Investor Class)2
- seeks long-term capital growth by investing primarily
in common stocks of companies with earnings and rev-
enue growth considered by the fund managers to have
a greater -than -average chance to increase in value over
time. The Fund may be an appropriate investment as
part of a diversified portfolio for investors with a long-
term outlook. The Fund's investment strategy tends to
increase both its short-term share price volatility and its
growth potential over time. The Fund invests solely in
shares of the American Century Ultra Fund.
2 American Century & Ultra are registered trademarks
of American Century Services Corporation.
3 Invests solely in MFS Massachusetts Investors
Growth Stock Fund.
VT T. Rowe Price® Small Cap Stock Fund (Advisor
Class)' seeks long-term capital growth by investing
primarily in stocks of small companies. The Fund
invests in a widely diversified portfolio of common
stocks of U.S. companies. Stock selection may reflect
either a growth or a value investment approach. The
Fundis subject t9 the risks associated.with investing in
common stocks as well as the risks involved with
investing in small 'companies. The Fund invests solely
in shares of the T. Rowe Price® Small Cap Stock Fund.
VT T. Rowe Price® Small Cap Value Fund (Advisor
Class)4 - seeks long-term capital growth by investing
primarily in small -capitalization companies whose cur-
rent stock prices dq. not appear to adequately reflect
their underlying value as measured by assets, earnings,
cash flow, or business franchises. The Fund will prima-
rily invest in companies with,a market capitalization of
$1billion or less. Investments in small, developing
companies carry greater risks than investments in larg-
er, more established companies. This can increase both
its short-term price volatility and its growth potential
over time. The Fund invests solely in shares of the T.
Rowe Price® Small. Cap Value Fund.
VT INVESCO Small Company Growth Fund
(Investor Class) - seeks long-term capital growth by
investing primarily in small -capitalization companies
typically with market capitalizations under $2.5 billion
or less at the time of purchase. The fund manager
selects stocks of companies in the developing stages of
their life cycle which have earnings that are expected to
grow faster than the U.S. economy in general and/or
have the potential for accelerated earnings growth.
Investments in small, developing companies carry
greater risks than investments in larger, more estab-
lished companies. This can increase both the Fund's
short-term price volatility and its growth potential over
time. The Fund invests solely in shares of the
INVESCO Small Company Growth Fund.
4 T. Rowe Price is a registered trademark of T. Rowe
Price Group, Inc. - all rights reserved.
5 The VT Putnam International Growth Fund will be
renamed the VT Putnam International Equity Fund
effective April 30, 2003.
International/Global Funds
VT Janus Adviser Series Worldwide Fund (Class I
Shares) - seeks long-term growth of capital, by investing
primarily in -common stocks of U.S. and non -U.S.
companies: The Fund has the flexibility to invest on a
worldwide basis in companies'and other: organizations
of any size, regardless of country of organization or
place of principal business activity. The Fund invests
mainly in issuers from at least five different countries,
including the United States, but may at times invest in
fewer, than five countries. The Fund is subject.to,the
risks of investing in common stocks as well as the addi-
tional risks of investing in foreign securities. The Fund
invests solely.in,the Janus Adviser Series Worldwide
Fund.
VT Putnam International Growth Fund (Class A
Shares)5 - seeks capital appreciation by investing main-
ly in growth and value stocks issued by companies.out-
side the United States. The Fund invests mainly in
mid- and large-sized companies, although,it can invest
in companies of any.size. The Fund is;subject.to the
risks of investing in common stocks as well as the addi-
tional risks of;investing,in foreign securities. The Fund
invests solely in shares of the Putnam International
Growth Fund.
Prospectuses for each of the underlying mutual funds
in the VantageTrust Mutual Fund Series may be
obtained by contacting ICMA-RC Services, LLC, at
1-800-669-7400 or by writing to:
ICMA-RC Services, LLC
VantageTrust Mutual Fund Series
c/o ICMA Retirement Corporation
777 North Capitol St., N.E.
Washington, DC 20002-4240
The prospectus may also be available via the Internet at
the mutual fund's home page, if any.
33
Operation of the VantageTrust Mutual
Fund Series Funds
Introduction
Each of the VantageTrust Mutual Fund Series funds
("Series Fund") is offered for sale directly by the Trust.
Each Series Fund invests all of its assets in shares of an
underlying mutual fund. Please note that you are pur-
chasing shares of the Trust, not the underlying mutual
fund. The unit value of your investment in the Series
Fund will not equal the net asset value of the underly-
ing fund because the plan administration fees charged
by the VantageTrust Company are included in your
Series Fund unit value.
Selection, Monitoring and Discontinuance of
Underlying Mutual Funds
The Retirement Corporation's Investment Division is
responsible for selecting, with the VantageTrust
Company Board of Directors' approval, and monitor-
ing the underlying mutual funds. The Retirement
Corporation will monitor the performance of these
funds and may from time to time recommend to the
Board of Directors of the VantageTrust Company that
one or more of the funds be changed.
If the Board decides to discontinue the offering of an
underlying fund, investors will be given 60 days prior
notice. If you do not select a new VantageTrust Fund
in which to invest, your assets will be invested in a
default fund at the end of the notice period. This fund
may be the Series Fund that has been chosen to replace
the fund that is being discontinued or it may be anoth-
er VantageTrust Fund. Of course, the details of the
default option will be described to you when you
receive notice of the change. The Board of Directors
has the discretion to allow investments to remain in the
discontinued fund and to continue to collect dividends
and capital gains, or the Board of Directors may close
the discontinued fund entirely. Again, you will be
notified of these details.
34
Pricing of Units
Units of each Series Fund are priced daily, in the same
manner as the other VantageTrust Funds. The unit
price takes into account the net asset value of the
underlying mutual fund and the fees charged by the
VantageTrust and paid to the Retirement Corporation.
Purchase orders received by VantageTrust and paid by
the Trust in good order will receive the next calculated
price of the Series Fund. However, in some cases, it
may not be possible to effect the corresponding trans-
action in the underlying fund on the same day.
Please remember that the share price of the underlying
mutual fund that is published in the newspaper will
not be the same as the unit price of the Series Fund.
Proxy Voting
The Trust Company, acting on the Retirement
Corporation's advice, will vote shares of the underlying
funds held in the Series Fund.
Vantage -CD Line
Note: As of July 1, 2003; the VantageTrust will no
longer offer: certificates of deposit issued by MBNA
America Bank N.A. under its Vantage -CD Line.
Existing MBNA CDs and any MBNA CDs pur-
chased before July '1, 2003, will continue to earn
interest until their stated maturity date.
The following is disclosure of terms and conditions of
the Insured Certificate of Deposit Program offered by
the Trust. Please read carefully before, investing.
General: Certificates of Deposit ("CD's") issued by
MBNA America Bank, N.A. ("Bank"), are made avail-
able by the Retirement Corporation under its -Vantage -
CD Line. With few exceptions, the funds being
deposited may'not be transferred.without penalty
except in special situations exhibited under the section
titled "Early Withdrawal Penalties". A description of
these exceptions and penalties appears below.
Currently, no minimum opening deposals required.
The Retirement. Corporation reserves the. right". td -
establish.a minimum opening deposit -in the future.,:,
Funds. used, to .open this CD must be transferred from
funds already maintained with the Retirement
Corporation: • Transfers from the PLUS Fund to; CDs
offered under Line are subject. to •cer-
tain restrictions imposed bythe. PLUS Fund's underly-•-
ing:contract issuers. Direct transfers,between the -
PLUS Fund and a Vantage -CD Line Certificate of
Deposit are prohibited. However, funds may be trans-
ferred from other investment options, including
options into which amounts.from'the PLUS Fund have
been transferred, so long as the balance of PLUS fund
monies transferrediis not invested in•a CD for a period
oft90 daysiafter]the initial transfer out of the PLUS
Fund. The purchase of a CD may be made through
VantageLine, the automated telephone service,
VantageLink, the Retirement Corporation's Web site at
http://www.icmarc.org, and through Investor Services.
Requests to transfer out of the CD must be made by
calling Investor Services directly. Written transfer
requests will not be accepted.
The Retirement Corporation reserves the right to limit
the maximum amount that can be accepted on a
monthly basis and to discontinue the CD offering for
or during a given month at its discretion. Reservations
and/or indications of interest for upcoming CD offer-
ings will not be.accepted.
•
Interest: Rates of return for CDs issued by the Bank
are disclosed-on'a monthly basis through' Investor • _
Services and through' VantageLink,the Website, and
VantageLine. Interest is provided in terms,of'annual
percentage yield ("APY") and interest rate: Interest on
CDs is compounded daily and credited. monthly. The
daily balance method is used to calculate interest on
the CD. ;This method applies:a:daily periodic rate to
the principal' in the account each: day. The interest rate
is guaranteed until the maturity date of the CD. If the
CD is closed before. the day on which interest is credit-
ed, you..receive credit for -interest up to; but not includ-
ing, the day of the CD closing. The stated annual per-
centage yield (APY) assumes that interest remains on
deposit until maturity.: A.withdrawal will reduce earn-
ings.
Maturity:.CDs -will mature, at the end of the applica-
ble term, on the last business dayof the month that
ends the term. (For example, a three-year CD opened
in the month of January 2002 will mature on the last
business day of January 2005). Funds shall remain on'
deposit for the stated term, and may not be withdrawn
without penalty except as described in the section titled
"Early Withdrawal Penalties." ,
Term and Renewal: The term of the CD shall end on
the maturity date. CDs offered:through the Vantage-'
CD Line are not automatically renewed: At maturity,
the entire principal amount and all,accrued interest
will be swept into your Cash Management Fund with
the Retirement Corporation, or to another fund, as
may be designated, if the Cash Management Fund is
not an available investment under your plan.
Subsequent investments, including additional CDs,
may be made from the funds to which maturing CD
assets have been transferred. Interest• on.. the •CD will
not accrue on or after the maturity date. You will be
reminded of maturities generally in their account.state-
ments, or can obtain maturity information by, calling
the Retirement Corporation's Investor Services.f
Additional notice as to an upcoming maturity date will
not be provided. You will receive subsequent confirma-
tion that the maturing CD assets have been moved
into the Cash Management Fund or another fund, as
may be designated by the Retirement Corporation in
the future. Please note that the Cash Management
35
Fund is not a bank product and is not insured or guar-
anteed by any government agency.
CD Fees: The initial annualized fee for providing the
CD service is 0.75% of the CD account balance. The
Retirement Corporation may raise or lower this fee at
its discretion. In no case will the annualized fee exceed
1.00% of the account balance.
FDIC Insurance: CD accounts established in connec-
tion with the Vantage -CD Line are insured by the
Federal Deposit Insurance Corporation (the "FDIC"),
subject to certain limitations. The FDIC insures indi-
vidual accounts, including retirement accounts, in an
amount up to $100,000. A Plan Participant's interest
in multiple plans maintained by his or her employer
held in retirement accounts with a single bank are
aggregated for purposes of FDIC insurance. Subject to
compliance with applicable provisions of the Federal
Deposit Insurance Act, a participant in an employee
benefit plan is entitled to per -participant (or "pass-
through") deposit insurance coverage in an amount up
to $100,000, separate and apart from any non -retire-
ment funds the individual maintains at that institution.
The Retirement Corporation has ascertained that the
capital levels of the Bank, as well as the recordkeeping
arrangements for the CDs, qualify participants for this
FDIC coverage.
Loans: Due to the applicable early withdrawal penal-
ties, CDs under the Vantage -CD Line will not be avail-
able as a source for loans under your retirement plan.
However, CDs will be available for use as collateral for
participant retirement plan loans.
Withdrawals: You will be able to select the specific
CD from which assets may be withdrawn (subject to
early withdrawal penalties) for fund -to -fund transfers
prior to maturity. For installment payments, in-service
withdrawals, emergency withdrawals, and partial lump
sum payments, assets will be taken on a first -in, first -
out basis.
The Retirement Corporation Fees: Due to the penal-
ties for early withdrawal applicable to CDs, generally
no fees, other than those for providing the CD service,
will be taken directly from CD assets. However, this
does not mean that there will be a reduction of fees.
Rather, fees will be taken by the Retirement
Corporation as scheduled from assets in other plan
funds.
36
However, in cases where there are no assets other than
CD assets maintained in a your account, the
Retirement Corporation reserves rhe right to deduct
appropriate fees from your CD assets, if necessary,
which may result in an early withdrawal penalty.
Early Withdrawal Penalties: Except as described
below, any withdrawal prior to the stated maturity date
will incur a penalty as follows:
a) An amount equal to one half of the remaining
days in the term's daily compounded interest on
the amount withdrawn (calculated at the CD's
interest rate).
b) For CDs with accrued interest less than the
amount of the calculated penalty, as set forth in
(a), the difference between the penalty and the
amount of accrued interest on the date of the
withdrawal will be deducted from the principal.
The following circumstances may result in a with-
drawal prior to the maturity date without penalty:
The owner of the CD dies, is disabled, or is declared
legally incompetent by a court or other administrative
body of competent jurisdiction, there is an approved
hardship in accordance with Internal Revenue Service
regulations; there is a qualified distribution under the
plan in accordance with Internal Revenue Service regu-
lations; there is a divorce (transfer to spouse's IRA or
457 alternate payee only); or there is a separation from
service where the participant takes the CD distribution
as a rollover (payable directly to the participant) or a
trustee -to -trustee transfer (proof of separation of serv-
ice shall be required)
Supporting legal documentation may be requested in
connection with such withdrawal requests.
Transfers to a co -administrator will be subject to early
withdrawal penalties if the CD is transferred prior to
maturity
Management of the _Funds of the Trust
The Board of "Directors of the Trust ,Company has ",
retained' the Retirement Corporation to provide certain -
services regarding the investment options offered by
the Trust.
Operating guidelines of each of the VantageTrust
Funds and the VantageTrust Mutual Fund Series are
reviewed periodically by the Directors of the Trust
Company with the assistance of the Retirement
Corporation and may be changed at any time at the
discretion of the Directors.
Day-to-day discretionary responsibility for security
selection rests with the investment advisers (or subad-
visers) retained by the mutual funds serving asthe
underlying portfolios of the VantageTrust Funds and
the VantageTrust Mutual Fund Series. The responsibil-
ity for overseeing these Funds rests with the Retirement
Corporation's Investment Division, whose division
head, Senior Vice. President and Chief Investment
Officer John Tobey, CFA, reports directly to Girard
Miller, CFA, President and Chief Executive Officer of
the Retirement Corporation. The investment program
and its performance are subject to overall supervision
and regular periodic review by the Retirement
Corporation's Board of Directors and its Board
Investment Committee, as well as the Directors of the
Trust Company.
For the VantageTrust Funds that are invested in the
Vantagepoint Funds, the Retirement Corporation ,
ensures that the Trust's instructions regarding invest-
ment in the underlying Vantagepoint Funds are carried,
out in a timely and efficient manner. The Retirement
Corporation also provides performance monitoring and
periodic reports to the Directors of the Trust Company.
Additionally, for the Vantagepoint Model Portfolio
Funds, VIA monitors performance and asset alloca-
tions, and rebalances the Vantagepoint Model Portfolio
Funds periodically.
,For, the•P,LUS Fund, the Retirement• Co.tporation„act-,
ing on behalf of the Trust, fiegotiates io acgiuire•invest-
ment contracts from financial institutions approved
with the assistance of the Retirement Corporation's
professional. staff. The staff also performs significant
due diligence monitoring of PLUS Fund issuers, on an
ongoing basis.
For the VantageTrust Mutual Fund Series, the
Retirement Corporation selects appropriate mutual
funds and monitors their performance.
In addition to furnishing these services, the Retirement
Corporation also provides operational support to the
Trust including: (1) selectionand support of auditors
for the Trust and (2) officers, office space, legal consul-
tation, and other services. The Trust reimburses the
Retirement Corporation on a monthly basis for costs
incurred in providing operational•support to the
VantageTrust Funds., However, no such reimburse-
ment is made regarding the VantageTrust Mutual Fund
Series. Public Employers benefit from Trust operations
and, by adopting the. Declaration of Trust of the Trust,
agree to authorize the Trust to deduct their share of
these operating costs from invested assets.
37
Explanation of Plan Fees and Fund
Fees and Expenses
Employers wishing to participate enter into an
Administrative Services Agreement with the Retirement
Corporation in which the obligations of the parties are
specified and fees are established. In some cases, Public
Employers may impose additional fees to be paid by
you.
Certain Employer Plans make investment options
available to Participants in addition to those options
available through the Trust. In some cases, those
investments will be made available through the
Retirement Corporation's program. In any event, those
investments may be subject to different fees, terms and
conditions than the Funds offered through the Trust.
Absent an agreement to the contrary between your
Employer and the Retirement Corporation, you pay
the Plan Fees discussed below and listed in the first Fee
Table appearing earlier in this document. You also pay
the fees and expenses of each Fund in which you are
invested, which are also discussed below and listed in
the Fee Tables appearing earlier in this document.
Plan Fees
Section 401 Plans Only
The types of fees and their amounts will vary depend-
ing on the size, characteristics, and nature of the
Participant group as well as which of the services made
available by the Retirement Corporation are selected by
the Employer. Fees paid directly by the Employer may
include a start-up fee, an annual plan fee, an
Employer -paid Participant account maintenance fee,
and fees for customized enrollment material or other
enhancements. In certain cases, the Employer may
elect to pass along part or all of the Employer's annual
plan fee to you in the form of increased account main-
tenance fees.
38
Section 457 and 401 Plans
In the absence of specific agreement to the contrary
between the Retirement Corporation and your
Employer, standard plan fees normally assessed against
your account include an annual asset-based plan
administration fee and an annual account maintenance
fee in the amounts described below.
The standard annual plan administration fee is 0.29%.
Certain Plans with high average Participant account
balances or other features that are expected to provide
economies of scale may have different plan administra-
tion fee arrangements, as may be agreed between the
Retirement Corporation and your Employer.
A pro rata portion of the asset-based annual plan
administration fee is accrued daily, reflected in Fund
net asset values, and paid to the Retirement
Corporation periodically. Account maintenance fees
are annually deducted from your account. In addition,
you may be charged certain event -based fees, such as
fees for loans (if your Employer has chosen the loan
feature). If the loan is from a 401 plan, loan fees are
deducted from your account. If the loan is from a 457
plan, loan fees are included as part of your loan pay-
ment.
Fund Fees and Expenses
In addition to the Plan Fees discussed above, and
depending on the Funds in which you invest, fees asso-
ciated with investment in the Funds of the Trust may
consist of VantageTrust Fund operating expenses, and
the PLUS Fund management fee. A pro rata portion
of each of these fees and expenses is accrued and
charged to the Funds on a daily basis, reflected in Fund
net asset values, and paid to the Retirement
Corporation periodically (a portion of PLUS Fund
operating expenses is paid to synthetic contract subad-
visers). These fees, which are discussed below, may be
compared to the fees and expenses charged by mutual
funds, commingled investment contract funds, and the
funds underlying insurance company separate accounts
and variable annuity contracts.
Investment in the Funds of the Trust entails the pay-
ment of other expenses as well, and is discussed below.
VantageTrust Funds invested in The Vantagepoint
Funds
If you invest in the VantageTriust Funds that invest;in
the Vantagepoint Funds, yon. pay VantageTrust Fund
operating expenses. In addition, you pay indirectly the
fund expenses of the underlying Vantagepoint Fund in
which these VantageTrust Funds invest. These expens-
es are charged by the Vantagepoint Funds and are
included as part of the calculation of the net asset value
of those funds. These expenses are referred to as
"Annual Vantagepoint Expenses" in the Fee Tables
appearing earlier in this document. A portion of these
expenses is paid to affiliated subsidiaries of the
Retirement Corporation as compensation for services
provided to the Vantagepoint Funds, including adviso-
ry, transfer agent, and distribution services.
VantageTrust PLUS Fund
For management services to the PLUS Fund, the Trust
pays the Retirement Corporation an annual manage-
ment fee, expressed as a percentage of assets under
management, that is reviewed each year. At the present
time, the management fee is 0.45% for the PLUS
Fund. The PLUS Fund also incurs annual operating
expenses.
VantageTrust Mutual Fund Series
Expenses associated with investment in the
VantageTrust Mutual Fund Series are the fees and
expenses charged against invested assets by the mutual
funds themselves. These charges are included as part,of
the calculation of the net asset -value of the shares`of + .
the mutual funds, which in turn is part ofthe °ealcula-
tion of the net asset value of units in the VantageTrust
Mutual Fund Series.
General Fee Information
There are no 12b-1 fees, no sales charges imposed on
purchases of interests in the Trust, no deferred sales
charges, no transfer fees, and no disbursement fees.
There may be a charge for disbursements transmitted
by wire.
39
Description of the Retirement
Corporation
The Retirement Corporation is a Delaware not-for-
profit corporation. Its corporate purpose is to assist
state and local governments and their agencies and
instrumentalities in the establishment and maintenance
of qualified retirement plans and deferred compensa-
tion plans under Sections 401 and 457, respectively, of
the Code.
The Retirement Corporation is governed by a 10 -
member Board of Directors. The Retirement
Corporation is headquartered at 777 North Capitol
Street, NE, Washington, DC 20002-4240, and main-
tains a number of regional and area offices throughout
the United States. The principal business of the
Retirement Corporation is the management of retire-
ment plans. It has approximately 500 employees.
The Retirement Corporation is registered as an invest-
ment adviser with the SEC.
The Retirement Corporation has served as investment
adviser to the Trust since the Trust's predecessor was
formed in 1983 and serves as investment adviser to the
Trust under a Master Agreement that is subject to
renewal on an annual basis and terminable on 60 -days'
notice at any time by the Trust. The Master
Agreement may not be assigned by the Retirement
Corporation without the consent of the Trust
Company's Board of Directors.
40
ICMA-RC Services, LLC ("RC Services"), an affiliate
of the Retirement Corporation, is registered as a bro-
ker-dealer with the SEC and is a member of the
National Association of Securities Dealers, Inc.
("NASD") and Securities Investor Protection
Corporation ("SIPC") RC Services is the underwriter
and distributor for shares of the Vantagepoint and
VantageTrust Funds. RC Services provides investment
education to Public Employer retirement plans and
their Plan Participants regarding the Funds of the
Trust. RC Services does not charge separately for its
services to the Trust, and the costs of RC Services are
absorbed by the Retirement Corporation. The com-
pensation of the registered representatives of RC
Services who enroll Plan Participants includes salary
plus performance-based compensation. The registered
representatives of RC Services who provide services at
the Employer level receive salary plus incentives.
Description of the Trust Company and
VantageTrust
Purpose
VantageTrust is sponsored and maintained by the Trust
Company and provides for the commingled investment
of the assets of retirement plans administered by the
Retirement Corporation. The Trust facilitates efficient
investment management of retirement accounts with
similar investment objectives. It enables Public
Employers to provide, through the Trust, investment
management and supervision that otherwise would
have to be obtained through commercially -oriented
financial institutions.
Organization
The Trust Company is a New Hampshire non -deposi-
tory Banking Corporation founded in 2001. The
Trust's predecessor, the ICMA Retirement Trust, was
founded in 1983. The Trust Company is governed by
a Board of Directors, a majority of whom must be full-
time employees of Public Employers, one of whom, at
the time of election, must be a present or former mem-
ber of the Executive Board of the International
City/County Management Association, and one of
whom, at the time of election, must be a present or
former Director of the Retirement Corporation. Three
of the Directors are nominated for election by Public
Employers that have adopted the Trust or its predeces-
sor Trust, each Public Employer having one vote.
The Trust property allocable to the Section 401 quali-
fied plans and Section 457 plans is held for the trustees
of those plans for the exclusive benefit of the plan par-
ticipants and beneficiaries.
The Directors of the Trust Company are responsible
for investing Trust property, overseeing the operations
and administration of the Trust, and supervising and
reviewing the performance of the Retirement
Corporation as the investment adviser.
Exemption from Registration under Federal
Securities Laws
The Trust issues interests in the Trust without registra-
tion under the Securities Act of 1933, as amended,
relying upon the exemption from registration available
to securities issued by bank trust companies under
Section 3(a)(2) of that Act. The Trust Company oper-
ates without registration as an investment company
under the Investment Company Act of 1940, as
amended, relying upon the exernption from registra-
tion available to bank trust companies under Section
3(c)(3) of that Act.
Federal Tax Status
Sections 501(a) and 401(a) of the Code provide that a
group trust for the commingled investment of assets of
qualified plans and other plans of governmental units is
itself exempt from taxation. The Trust is a group trust
for the commingled investment of such plans.
Under Section 457 of the Code, the amounts deferred
under an eligible state or local government deferred
compensation plan and the accumulated investment
earnings thereon are not subject to Federal income tax
until such amounts are actually received by the partici-
pating employee. Amounts deferred under a Section
457 Plan on behalf of an employee are subject to Social
Security tax in the same manner as taxable wage pay-
ments.
Public Employer contributions to qualified plans under
Section 401(a) of the Code (including Participants'
elective deferrals under Section 401(k) plans), as well as
earnings on all contributions to such plans, are subject
to income tax only when actually received by the par-
ticipating employee. Public Employer contributions
(but not. Participants' elective deferrals under Section
401(k) plans) are exempt from Social Security tax.
41
Participation Only by Eligible Plans
Each Public Employer desiring to participate in the
Trust must adopt the Declaration of Trust of the Trust
or have previously adopted the Declaration of Trust of
the Trust by resolution of the Employer's governing
body in order to be eligible to invest in the Trust (see
"Investing in the Trust: Adoption of the Trust").
The Trust is open for investment for public sector
plans meeting the requirements of Sections 457 and
401 of the Code. Section 401 plans may include
money purchase plans, defined benefit plans, and prof-
it-sharing plans. Requirements of the Code may affect
amounts that can be invested in plans and withdrawal
of such amounts. Those requirements could apply to
amounts invested in the Trust.
Resignation or Removal of the Retirement
Corporation
The agreements under which the Retirement
Corporation provides retirement plan administration
services typically provide that the Public Employer is
empowered to remove the Retirement Corporation as
administrator on 60 -days' notice and that the
Retirement Corporation is empowered to resign as
administrator on 60 -days' notice. In the event of
removal or resignation of the Retirement Corporation,
assets administered for the Public Employer, except for
the PLUS Fund, are valued and disbursed in the same
manner as Participant withdrawals in the month in
which the removal or resignation is to become effec-
tive. For information as to distribution of assets in the
PLUS Fund, see "PLUS Fund. Restrictions on Public
Employer Withdrawals."
42
Custodial Arrangements and Securities Lending
The custodian for the portfolio securities of the syn-
thetic investment contracts in the PLUS Fund is
Investors Bank & Trust Company. The Trust partici-
pates in a securities lending program administered by
the custodian under which the custodian is authorized
to lend the portfolio securities of the synthetic invest-
ment contracts held by the PLUS Fund to qualified
institutional investors under contracts calling for collat-
eral in U.S Government securities or cash in excess of
the market value of the securities loaned. The Trust
receives dividends and interest on the securities loaned.
Lending income received in the Trust's account is used
to reduce the custodial expenses of the PLUS Fund.
Adoption of the Trust
Public Employers enter into an Administrative Services
Agreement with the Retirement Corporation and are
required to adopt the Declaration of Trust of the Trust
so as to become eligible to invest retirement plan assets
in the Trust. Adoption of the Declaration of Trust is
normally effected by resolution of the Employer's leg-
islative body, its investment committee or board of
trustees, as the case may be. Participation in the Trust
is open only to a unit of state or local government, or
any agency or instrumentality of such public sector
entity. Upon adoption of the Declaration of Trust, the
Public Employer is eligible to vote for the Directors of
the Trust Company.
Investing in the. Trust
Unit Accounting for All Funds Except the PLUS
Fund
Investments in the VantageTrust Funds (but not the
PLUS Fund), and the VantageTrust Mutual Fund
Series are accounted for by the number of units you
hold. The units represent a proportional ownership
interest in each of the Funds in which you are invested.
The Trust does not issue share certificates.
The worth of a unitis known as its net asset value
("NAV"). The daily NAV of a unit"is determined at
the close of each business day by adding the value of all
of the Fund's investments, plus cash and other assets,
deducting liabilities, and then dividing the result by
the number of outstanding units in the Fund as of the
end of the prior day and rounding the results to the
nearest cent. The value of your investment position
equals the numbei'of units held multiplied by the cur-
rent day's NAV.
Since unit values and investment returns will fluctuate,
a transfer or disbursement at any given time will nor-
mally result in your receiving more or less than .the
original cost of your investment.
Portfolio Valuation of the VantageTrust Funds (but
not the PLUS Fund) and the VantageTrust Mutual
Fund Series
Each underlying mutual fund in which the
VantageTrust-Funds and the VantageTrust Mutual
Fund Series are invested is valued daily by thefund
itself, and that valuation is in turn part of the calcula-
tion of the NAV of the applicable VantageTrust Fund
and the applicable Series Fund. Once the market value
of each VantageTrust Fund and Series Fund is deter-
mined, it is then divided' by the number of units out-
standing to arrive at that day's NAV.
Portfolio Valuation of the VantageTrust PLUS Fund
The portfolio of the PLUS Fund consists of investment
contracts issued by financial institutions, including
wrapped bond portfolios, and cash investments held
for liquidity purposes. In accordance with industry
practice, investment contracts are carried at cost plus
accrued interest, known as "contract value" or "book
value." Contributions, transfers and disbursements are
effected at the amount originally invested plus accrued
interest and not by reference to any alternative valua-
tion techniques that might attempt to account for
changes in market interest rates or credit risk.
Reinvestment of Earnings
All earnings (interest, dividend income, and capital
gains or losses) in the VantageTrust Funds other than
the PLUS Fund are reinvested in the Funds, and are
reflected in changes in the NAV for the Funds. All
earnings distributed by mutual funds to the
VantageTrust Mutual Fund Series (dividends and capi-
tal gains) are reinvested, and are reflected in the NAV.
For the PLUS Fund, interest earnings are reinvested in
the Fund.
Reporting to Participants
You will receive quarterly financial reports that provide
a full accounting of quarterly activity. The report
includes beginning and ending balances, earnings and
losses, a summary of transactions, and a presentation of
overall investment allocations and fund performance or
return information. Please review these reports careful-
ly, and inform the Retirement Corporation immediate-
ly if you see any discrepancies (telephone number:
1-800-669-7400).
If you find a discrepancy that was due to an error made
by the Retirement Corporation and, as a direct result,
you incurred a loss (or you did not experience again
that you would have received absent the error), the
Retirement Corporation will adjust your account
according to the following policy:
Please note: for purposes of this policy, all time periods
begin to run when notification of the transaction is sent to
the participant, and the time periods consist of calendar
days. We recommend that you provide notification by
email (Investorservices@icmarc.org) or by facsimile trans-
mission to 202-962-4601, so that the date of receipt of
your notification can be verified. Thispolicy applies to
all the Funds offered in the Trust.
43
• For transactions that receive confirmation state-
ments, if you notify us within 30 days of the
confirmation date, we will correct the transac-
tion and your account will be made 100%
whole.
• For transactions that do not receive confirma-
tion statements, and receive quarterly state-
ments, if you notify us within 90 days of the
end of the quarter, we will correct the transac-
tion and your account will be made 100%
whole.
The Retirement Corporation reserves the right, in its
sole discretion, to make exceptions to this policy.
Contributions
(For purposes of the following discussion, "business day"
means the periods) of time on any given day during
which the New York Stock Exchange and the Retirement
Corporation are both open for business. See Inability to
Conduct Buszness. " "Close of business" means 4:00 p m.
Eastern Time or the final close of business on any day
during which trading on the New York Stock Exchange zs
suspended.)
Employers may submit contributions to the Trust as
often as weekly. Contributions may be transmitted by
check, wire, and Automated Clearing House.
Contribution detail must be submitted on paper forms,
diskette, magnetic tape, or transmitted electronically.
Contributions allocable to the VantageTrust Funds
(but not the PLUS Fund) and the VantageTrust
Mutual Fund Series received in good order prior to
close of business (normally 4:00 p.m. Eastern Time) on
a business day are posted to Participant accounts at the
closing NAV of that day, or if the day the contribu-
tions are received is not a business day, at the closing
NAV of the next business day. Contributions received
in good order after close of business are posted at the
closing NAV of the next business day
Contributions allocable to the PLUS Fund received in
good order by close of business (normally 4:00 p.m.
Eastern Time) on a business day, are invested in an
investment contract the business day after receipt and
begin to earn the PLUS Fund's portfolio yield or the
minimum yield, whichever is higher, on that day.
Contributions received in good order after close of
business are treated as if received the next business day.
44
Posting of contributions to Participant accounts is con-
tingent upon submission of contributions in good
order to the Trust. This means that contribution sub-
mittals must be accompanied by sufficient detail to
enable the Retirement Corporation to allocate contri-
butions to Participant accounts properly. If a contribu-
tion is not received in good order, the deposit is held in
a non-interest bearing account until all necessary infor-
mation is received. If the contribution is still not in
good order after three days, the contribution is
returned to the Employer.
Contributions received for unidentified Participant
accounts for which no enrollment form has been
received will be returned to the Employer.
Contributions received for identified Participant
accounts for which investment allocation instructions
are lacking or incomplete will be invested per
Employer instructions or, in the absence of such
instructions, in the PLUS Fund. Participants may sub-
sequently transfer those assets as desired. However,
transfers from the PLUS Fund may trigger certain
transfer restrictions. See "Special Restrictions on
Transfers" and "Special Processing of Transfers from
PLUS Fund where Competing Providers Impose
Restrictions."
Transfers and Allocations Among Funds
Unless your Employer indicates otherwise, and subject
to certain restrictions (see "Special Restrictions on
Transfers" and "Special Processing of Transfers from
PLUS Fund where Competing Providers Impose
Restrictions"), you may submit transfers daily in writ-
ing or by telephone. Remember that a transfer is a
two-part transaction: a redemption of shares in one
Fund and a purchase of shares in another Fund. The
redemption side of the transaction will result in your
previously accrued "paper" gains or losses being con-
verted to actual gains or losses.
For the VantageTrust Funds (but not the PLUS Fund)
and the VantageTrust Mutual Fund Series, transfer
instructions received in good order prior to close of
business (normally 4.00 p.m. Eastern Time on a busi-
ness day) are posted to Participant accounts at that
day's closing NAV, or if the day of transfer is not a
business day, at the closing NAV of the next business
day. Transfer instructions received after close of busi-
ness will be posted at the closing NAV of the next
business day
Instructions for transfers to, the PLUS Fund received in
good order by close;of business (normally 4:00 p.m.
Eastern Time) are posted, to.Participant accounts that
day. The transferred assets begin to earn the portfolio
yield or the minimum yield, whichever is higher, the
next business day. Transfers received after close of busi-
ness are treated as if received the following business
day.
Allocation of new contributions among the Funds may
be changed without charge or limitation.
You should verify the accuracy of transfers or alloca-
tions immediately upon receipt of the confirmation
notice.
Telephone Transfers
Unless your Employer indicates otherwise, you may
make daily Fund transfers through the voice response
system ("VantageLine") or by speaking with an associ-
ate at the Retirement Corporation. The Retirement
Corporation will require that instructions received
through VantageLine be accompanied by a Personal
Identification Number. In addition, verbal instructions
given to a Retirement Corporation associate will be
accepted upon verification of your identity and will be
tape recorded to verify accuracy. Written confirma-
tions will normally be sent to you on the next business
day after the day the transactions occur. You should
verify the accuracy of telephone transfers immediately,
upon receipt of the confirmation notice. See
"VantageLine" and "VantageLink Internet Capability"
for more information.
Please note: Requests made via VantageLine to trans-
fer all or substantially all of your fund balance that you
express in dollar amounts may be rejected if a market
loss occurs on the day of the request. The transfer
would automatically be rejected if that market loss
causes your fund balance to fall below the dollar
amount of your requested transfer. To prevent such a
rejection, the Retirement Corporation will automatical-
ly convert any dollar amount transfer request to a per-
centage amountif the dollar amount of your requested
transfer equals 98% or more of your total fund bal-
ance.
Special Restrictions on Transfers
Restrictions, on Competing Funds
Transfers among Funds are unlimited except for restric-
tions imposed by PLUS Fund contract issuers to
restrict direct transfers from the PLUS;,Fund to
Competing Funds. Competing Funds may include,
but are not limited to, the Trust's Cash Management
Fund, money market funds, certain certificate of ,
deposit funds, other stable value funds, and a broker-
age accoUnf (also known as a Self -Directed Account)
Whether or not a particular fund is a Competing Fund
will be determined, at the sole discretion of the
Retirement Corporation, on a fund -by -fund basis.
To protect against indirect transfers, PLUS Fund
issuers require the Trust to impose the following
restriction:
If an amount is transferred out of the PLUS Fund to a
non -competing fund, that amount may not be trans-
ferred to a Competing Fund for a period of 90 days.
•
You may reverse transfers made out of any Fund into
the PLUS Fund without regard to the foregoing restric-
tions. However, you may have experienced gains or
losses in the Fund to which you originally transferred.
A reversal of that Fund transfer does not reverse either
the gains or the losses.
Special Processing of Transfers from the PLUS Fund
where Competing Providers Impose Restrictions
Some providers restrict withdrawals from their stable
value or fixed income investment options., Such
restrictions may be in the form of monetary penalties
(back -end loads or deferred sales charges), percentage
limitations on the amount a Participant may withdraw
in a year, prohibitions on withdrawals from fixed term
certificates, or similar constraints on a Participant's
ability to choose freely how the Participant's account
will be invested.
The Retirement Corporation will process asset transfers
from the PLUS Fund to any investment funds offered
by a provider that restricts withdrawals from its stable
value or fixed income investment options only if the
Participant:,
1) first transfers the amount in question from the
PLUS Fund to a Fund within the Trust (other
than the Cash Management Fund) for a period
' of at least 90 days;
or, at the option of the Participant,
2) provides at least 120 days advance written notice
of the proposed transfer to the Retirement
Corporation.
45
The Retirement Corporation reserves the right to mod-
ify or waive these processing requirements should spe-
cial circumstances so warrant. An example of a special
circumstance may include, by way of illustration but
not limitation, a prior agreement not to impose such
requirements. The processing requirements apply only
to transfers to providers that impose restrictions or sim-
ilar constraints on withdrawals from stable value or
fixed income investment options. The processing
requirements do not apply to Participants in Plans
administered solely by the Retirement Corporation nor
to transfers to funds made available by providers that
do not impose transfer restrictions or other similar con-
straints on stable value or fixed income investment
options.
Transfer Restrictions in the VantageTrust Overseas
Equity Index Fund, VT Putnam International
Growth Fund and VantageTrust International Fund
Fund -to -Fund transfers involving the VantageTrust
Overseas Equity Index Fund, VT Putnam International
Growth Fund and VantageTrust International Fund
will be limited to reduce excessive trading and its
adverse effects on the Fund. If you transfer assets out
of the VantageTrust Overseas Equity Index Fund, VT
Putnam International Growth Fund, or the
VantageTrust International Fund to another investment
option, you must wait at least 91 days before transfer-
ring assets back into the Fund from which they were
transferred.
This policy is designed to protect long-term investors
in the Fund. Because trading in foreign securities is
very expensive, excessive trading can reduce the Fund's
returns potentially resulting in under performance rela-
tive to the appropriate benchmarks.
Pricing and Timing of Transactions
All transactions (contributions, transfers, disburse-
ments) in the Funds of the Trust are executed at the
NAV in effect at the close of business on the day the
transactions occur. Unlike direct investment in stocks
and bonds, the time of day the requested transaction is
received is only relevant in determining whether the
transaction is executed at the closing price in effect on
the day of receipt or at the closing price in effect at the
close of the next business day. In other words, under
normal circumstances, a transaction request received at
9:30 a.m. Eastern Time on a business day is executed
at the same price as that of a transaction request
received at 3:00 p.m. Eastern Time - i.e., at that day's
closing price. If you make a transaction request in the
46
morning, you do not insulate yourself from market
gains or losses during the rest of that business day. A
transaction request received after the close of business
on one day will be executed at the price in effect at the
close of the next business day.
Potential Restrictions Due to Market Activity
All Funds offered by the Trust may be subject to these
restrictions.
Transfers may be delayed, restricted or refused if one or
more Funds receive or anticipate simultaneous orders
affecting significant portions of those Funds' assets. In
particular, a pattern of transfers that coincides with
volatile market activity could be disruptive to a given
Fund or Funds. Although the Trust and the
Retirement Corporation will attempt to provide prior
notice whenever reasonably possible, these restrictions
may nonetheless be imposed at any time.
Special Circumstances Delaying or Suspending
Transactions in the VantageTrust Funds and the
VantageTrust Mutual Fund Series
Subject to the requirements of the Investment
Company Act of 1940, mutual funds might delay or
suspend acceptance of orders for investment and even
redemptions during severe market disruptions or other
extraordinary circumstances. In such a case, transac-
tions by the VantageTrust Fund or Series Fund which
invests in that mutual fund will be correspondingly
delayed.
Disbursements to Participants in 401 and 457 Plans
Disbursements to Participants may be made, in accor-
dance with the plan document, at the times and cir-
cumstances allowable under the Code.
Lump sum payments are redeemed from investments
as soon as possible after the fully completed disburse-
ment request is received, but no later than two business
days following the day of receipt. On the day of
redemption, the redemption occurs at the NAV in
effect at 4:00 p.m. Eastern Time. Payment is issued by
the third business day following the date of receipt.
Installment (periodic) payments are made on the
Wednesday following the first, second, third, or fourth
Tuesday of each month and are funded with redemp-
tions made on the preceding business day (normally
Tuesday).
All initial Participant withdrawal requests must be
accompanied by the Employer's authorization that the
Participant is: eligible, to receive the withdrawal. (e.g.,
the Participant has terminated, employment). The'tim=
ing of disbursements may be affected by other unfore-
seen circumstances as well. See "Special Circumstances
Delaying or Suspending Transactions in the
VantageTrust Funds and the VantageTrust Mutual
Funds Series" and "Inbility to Conduct Business".
Participants invested in one or more of the
VantageTrust Funds or the VantageTrust Mutual Fund
Series who request disbursement should be aware that
their unit values will remain subject to changing mar-
ket conditions until redemption. Assuming there are
no special transfer restrictions in effect, Participants
who request a lump -sum disbursement may wish to
transfer into the PLUS Fund or the Cash Management
Fund in order to reduce exposure to market risk pend-
ing disbursement (see "Special Restrictions on
Transfers").',
Unless you instruct otherwise, partial withdrawals (e.g.,
periodic payments and loans) are withdrawn pro -rata
from all Funds in which you are invested.
47
Inability to Conduct Business
The Retirement Corporation is normally open for
business and operating for those time period(s) on any
given day during which the New York Stock Exchange
is operating.
However, unusual circumstances including, but not
limited to, severe and extraordinary weather condi-
tions, flooding, other natural disasters, regional power
failures, fires, market disruption, or even civil distur-
bances may prevent the Retirement Corporation from
conducting business on a given day or series of days.
VantageLine
The Retirement Corporation maintains VantageLine, a
voice response system for the benefit of Participants
who have access to touch-tone telephones. You may
use VantageLine to make transfers among Funds and
change your investment allocations. Information avail-
able from VantageLine includes account balances,
investment allocations, daily share prices, investment
performance, and rate information. The phone num-
ber is 1-800-669-7400.
VantageLink Internet Capability
The Retirement Corporation maintains VantageLink, a
home page on the Internet should you have access to
the Internet. The address is http://www.icmarc.org.
Information available from the Internet includes
account balances, investment allocations, and invest-
ment performance. You may also execute transfers or
make changes in your investment allocations via
VantageLink. The Retirement Corporation will require
that instructions received via VantageLink be accompa-
nied by a Personal Identification Number. Written
confirmations will normally be sent on the next busi-
ness day after the transaction occurs. You should verify
the accuracy of VantageLink transactions immediately
upon receipt of the confirmation.
48
In such event, investment transactions may not be exe-
cuted until the day the Retirement Corporation
resumes business operations.
The Retirement Corporation cannot and does not
accept any financial responsibility or liability for mar-
ket fluctuations to a participant's investments that may
occur while the Retirement Corporation is unable
to conduct business as described above.
VantageLine is normally available 24 hours a day,
seven days a week for your convenience; however, serv-
ice availability during these times is not guaranteed.
Neither the Retirement Corporation and its affiliates
nor the Trust will be responsible for any loss (or fore-
gone gain) you may experience as a result of the service
being unavailable.
The Retirement Corporation may provide an asset allo-
cation service via VantageLink. This service does not
provide financial or investment advice.
VantageLink is normally available 24 hours a day, seven
days a week. However, service availability is not guar-
anteed. Neither the Retirement Corporation and its
affiliates nor the Trust will be responsible for any loss
(or foregone gain) you may incur as a result of the serv-
ice being unavailable.
Financial Highlights Information
The following Financial Highlights tables are intended
to help, you understand each Fund's' f nancial :perform-
ance for the last five years (or, if shorter, the period of,
the Fund's operations). This information has been
derived from the Trust's financial statements, which
were audited by Deloitte & Touche LLP for the year
ended December 31, 2002 and Pricewaterhouse
Coopers, LLP, for years prior to 2001. The report of
Deloitte & Touche LLP, along with the Funds' finan-
cial statements, are included in the Trust's Annual
Report, which is available upon request.
Effective March 1, 1999, each VantageTrust Fund with
the exception of the PLUS Fund and the Model
Portfolio Funds, began investing in the shares of a sin-
gle Vantagepoint Fund having identical investment
objectives. The Model Portfolio Funds began investing
in shares of their respective Vantagepoint Funds on
December 4, 2000. Prior to that arrangement, the
portfolio of each of these VantageTrust Funds was
either managed as a separate investment account by
one or more subadvisers, or the portfolio was invested
in the shares of multiple mutual funds or bank com-
mingled funds.
Prior to March 1, 1999, the Plan fees and Fund
expenses'for.each•Fund for the time periods shown
were different than the Plan fees and Fund expenses
currently associated with investment in the
VantageTrust Funds. The information provided for,
these VantageTrust Funds reflects the financial per-
formance of the Funds before they began investing in
the Vantagepoint Funds. With the exception of the ,
Cash Management Fund, the investment objectives of
the VantageTrust Funds have not changed in any mate-
rial way under the new structure.
The Plan fees to effect for the MutuahFund'Series for
the time periods shown were different than the Plan
fees currently associated with the investment in the
VantageTrust Mutual Fund Series.
Prior to June 21, 2001, each of the VantageTrust Funds
was sponsored and maintained by the Trust's predeces-
sor. The conversion to the new structure did not cause
any changes in investment activities or fees with respect
to the Trust Funds. Therefore, all financial history of -
the previous Funds has been carried over into the new
structure.
49
Condensed Financial Information
CASH MANAGEMENT FUND
($ in millions) 2002 2001 2000 1999 1998
NET ASSETS, BEGINNING: $68.6 $61.6 $64.5 $55.2 $51.7
INVESTMENT ACTMTIES:
Interest 0.0 0.0 0.0 0.5 2.9
Dividends 1.0 2.4 3.7 2.1 0.0
Other Fund Expenses (0.1) (0.0) (0.0) (0.0) 0.0
Net Investment Income 0.9 2.4 3.7 2.6 2.9
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
0.0
0.0
0.0
0.0
0.0
TRUST ACTIVITIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Fund
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTMTIES:
0.9
2.4
3.7
2.6
2.9
11.5 9.8 12.7 7.9 8.6
0.5 0.1 (11.5) 5.9 (0.6)
0.0 0.0 0.0 0.0 0.0
(10.1) (5.0) (7.5) (6.8) (6.9)
(0.3) (0.3) (0.3) (0.3) (0.5)
1.6 4.6 (6.6) 6.7 0.6
NET ASSETS, ENDING: $71.1
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses2
TOTAL EXPENSES:
0.30%
0.01%
0.31%
$68.6 $61.6 $64.5 $55.2
0.30%
0.01%
0.31%
0.26%
0.01%
0.27%
0.21%
0.01%
0.22%
0.92%
0.15%
1.07%
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS: 1.06% 3.28% 5.83% 4.59% 5.44%
Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
Please Note: Totals may not add due to rounding.
50
la
Condensed Financial Information
US GOVERNMENT SECURITIES FUND
($ in millions) 2002 2001 2000 1999 . 1998
NET ASSETS, BEGINNING:
$94.7 $57.5 $55.8 $93.3 $53.9
INVESTMENT ACTWITIES:
Interest 0.0 0.0 0.0 0.7 4.4
Dividends 3.7 3.4 2.6 2.7 0.0
Other Fund Expenses (0.1) 0.0 (0.0) (0.0) 0.0
Net Investment Income 3.6 3.4 2.6 3.4, 4.4
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTIVITIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTWITIES:
NET ASSETS, ENDING:
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses' ,
Other Fund Expenses2
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
5.3 1.3 2.8 (5.5) , 2.1
8.9 4.7 5.4 (2.1), 6.5
\ 111111111111
17.3 10.4 5.5 7.6 7.8
38.0 26.5 (5.8) (30.5) 26.2
0.0 0.0 0.0 (8.4) 2.8
(10.0) (4.0) (3.2) (3.7) (3.3)
(0.5) (0.4) (0.2) (0.4) (0.6)
44.8 32.5 (3.7) (35.4) 32.9
148.4 $94.7 $57.5 $55.8 $93.3
0.30% 0.30% 0.25% 0.21% 0.95%
0.01% 0.01% 0.01% 0 01% 0.15%
0.31% 0.31% 0.26% 0.22% 1.10%
3.13% 4.34% 5.47% 5.14% 6.32%
' Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
Please Note: Totals may not add due to rounding.
51
Condensed Financial Information
ASSET ALLOCATION FUND
($ in millions) 2002 2001 2000 1999 1998
NET ASSETS, BEGINNING: $652.9 $781.3 $1,003.1 $1,046.3 $814.4
INVESTMENT ACTIVITIES:
Interest 0 0 0 0 0 0 3 5 11.4
Dividends 0.0 14.3 34 4 36 5 19.9
Other Fund Expenses (0.1) (0 1) (0 1) (0 6) (3.2)
Net Investment Income (0.1) 14.2 34.3 39.4 28.1
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTMTIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
(96.7) (59.8) (35.6) 41.1
(96.8) (45.6) (1.3) 80.5
162.1
190.2
35.2 39.7 514 68.3 66.6
(85 9) (91.2) (227.1) (153.7) 12.5
0 0 0.0 0 0 0 0 0.0
(41 6) (28 1) (40 6) (32.8) (28.4)
(2.5) (3.2) (4.2) (5.5) (9.0)
(94.8) (82.8) (220.5) (123.7) 41.7
NET ASSETS, ENDING: $461.3 $652.9 $781.3 $1,003.1 $1,046.3
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses'`
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
0.30% 0.30% 0.27% 0.22% 0.98%
0.01% 0.01% 001% 001% 0.34%
0.31% 0.31% 0.28% 0.23% 1.32%
(0.26%) 1.81% 3.97% 3.70% 3.04%
Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
Please Note: Totals may not add due to rounding.
52
Condensed Financial Information
EQUITY INCOME FUND
($ z'i m z llz o ns) ° 2002 2001 2000 1999 1998
NET ASSETS, BEGINNING: $321.1 $272.7 $313.3 $565.4 $444.1
INVESTMENT ACTIVITIES:
Interest 0.0 0.0 0.0 0 1 0.4
Dividends 3.4 4.2 8.7 80.2 15.5
Other Fund Expenses (0.1) (0.0) (0.0) (0.2) (1:1)
Net Investment Income 3.3 4.2 8.7 80.1 14.8•
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTWITIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTMTIES:
NET ASSETS, ENDING:
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses2
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
(54.8) 1.9 27.3 (115.3) 61.8
(51.5) 6.1 36.0 (35.2) 76.6
38.9 38.3 31.4 49.9 631
(21.1) 17.5 (93.6) (184.2) 131
0.0 0.0 0.0 (66.2) (110 5)
(19.1) (12.1) (13.2) (14.0) (16.2)
(1.5) (1.4) (1.2) (2.4) (4.8)
(2.8) 42.3 (76.6) (216.9) 44.7
$266.8 $321.1 $272.7 $313.3 $565.4
0.30% 0.30% 0.26% 0.21% 0.94%
0 01% 0.01% 0.01% 0.01% 0.21%
0.31% 0.31% 0.27% 0.22% 1.15%
0.81% 1.10% 3.54% 18.86% 2.81%
Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
Please Note: Totals may not add due to rounding.
53
Condensed Financial Information
GROWTH & INCOME FUND
($ in millions) 2002 2001 2000 1999 19981
NET ASSETS, BEGINNING:
$127.6 $116.7 $93.2 $106.8 $0.0
INVESTMENT ACTWITIES:
Interest 0.0 0.0 0.0 0 0 0.0
Dividends 1.1 0.7 14 4 3.8 0.3
Other Fund Expenses (0.1) (0.0) (0.0) (0.1) (0 1)
Net Investment Income 1.0 0.7 14.4 3.7 0.2
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTWITIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
NET ASSETS, ENDING:
(27.9) (7.0) (9.2) 18.0 21.1
(26.9) (6.3) 5.2 21.7 21.3
24.7
63.7
0.0
(8.2)
(0.7)
79.5
199
16
00
(3.8)
(0.5)
17.2
19.2
3.7
00
(4.1)
(0.5)
18.3
12.2
35.4
(80.4)
(2.0)
(0.5)
(35.3)
1.3
25.6
58.8
0.0
(0.2)
85.5
$180.2 $127.6 $116.7 $93.2 $106.8
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses2 0.30% 0.30% 0.25% 0.20% N/A
Other Fund Expenses3 0.01% 0.01% 0.01% 0 01% N/A
TOTAL EXPENSES: 0.31% 0.31% 0.26% 0.21% N/A
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS: 0.51% 0.33% 13.55% 4.00% N/A
1 Fund inception October 1, 1998.
2 Consists of management, plan administration, and account maintenance fees.
3 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
N/A -Not Applicable
Please Note: Totals may not add due to rounding.
54
Condensed Financial Information
($ in millions)
GROWTH FUND
2002 2001 2000 1999 1998
NET ASSETS, BEGINNING: $1,876.9 $2,447.0 $2,879.0 $2,520.6 $2,187.5
INVESTMENT ACTMTIES:
Interest 0.0
Dividends 0.2
Other Fund Expenses (0.2)
Net Investment Income 0.0
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
0.0
0.0
(0.3)
(0.3)
0.0
403.4
(0.3)
403.1
0.4 0.9
153.7 11.3
(1.4) (6.7)
152.7 5.5
(433.1) (383.8) (437.9) 625.9 416.6
(433.1) (384.1) (34.8) 778.6 422.1
TRUST ACTMTIES:
Trust Funds Received 135.7 155.1 177.2 186.6 214.4
Transfers from (to) Other Funds (218.0) (269.3) (452.9) (426.3) (247.7)
Investment from Other Funds 0.0 0.0 0.0 (98.0) 24.9
Withdrawals and Benefits (87.9) (62.7) (108.4) (68.9) (58.5)
Plan Fees and Fund Expenses (7.2) (9.1) (13.1) (13.6) (22.1)
TOTAL TRUST ACTMTIES: (177.4) (186.0) (397.2) (420.2) (89.0)
NET ASSETS, ENDING: $1,266.4 $1,876.9 $2,447.0 $2,879.0 $2,520.6
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses2
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
0.30% 0.30% 0.26% 0.22% 0.97%
0.01% 0.01% 0.01% 0.01% 0.29%
0.31% 0.31% 0.27% 0.23% 1.26%
(0.24%) (0.25%) 14.67% 5.97% 0.24%
' Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial,expenses, and operating costs.
Please Note: Totals may not add due to rounding.
55
Condensed Financial Information
AGGRESSIVE OPPORTUNITIES FUND
($ in millions) 2002 2001 2000 1999 1998
NET ASSETS, BEGINNING: $467.9 $534.0 $467.7 $336.3 $265.7
INVESTMENT ACTMTIES:
Interest 0.0 0.0 0.0 0.2 0.0
Dividends 0.0 0 0 94.7 13.7 23.0
Other Fund Expenses (0.1) (0 1) (0.1) (0.3) (0.3)
Net Investment Income (0.1) (0.1) 94.6 13.6 22.7
Net Realized
and Unrealized Gain (Loss) (178.4) (77.8)
(155.9) 149.5
14.1
Total from Investment Activities (178.5)
TRUST ACTMTIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment From Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTMTIES:
NET ASSETS, ENDING:
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses
Other Fund Expenses`
68.4
(56.2)
0.0
(17.1)
(1.7)
(6.6)
(77.9) (61.3) 163.1 36.8
78.7
(49.7)
0.0
(15.1)
(2.1)
11.8
85.0
71.3
0.0
(25.9)
(2.8)
127.6
$282.8 $467.9 $534.0
58.5
(20.9)
(57.1)
(10.4)
(1.8)
63.7
(35.5)
16.8
(8.5)
(2.7)
(31.7) 33.8
$467.7 $336.3
0.31% 0.30% 0.25% 0.19% 0.97%
0.01% 0.01% 0.01% 0 01% 0.90%
TOTAL EXPENSES:
0.32% 0.31% 0.26% 0.20% 1.87%
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS: (0.26%) (0.25%) 16.51% 4.01% 7.87%
1 Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
Please Note: Totals may not add due to rounding.
56
Condensed Financial Information
INTERNATIONAL FUND
($ in millions) 2002 2001 2000 1999 1998
NET ASSETS, BEGINNING:
$110.7 $149.4 $192.0 $206.0 $190.1
INVESTMENT ACTWITIES:
Interest 0.0 0 0 0.0 0 1 0.0
Dividends 1.1 0.0 12.5 6.3 13.1 ..
Other Fund Expenses (0.1) (0.0) (0.0) (0.1) 0.0
Net Investment Income 1.0 0.0 12.5 6.3 13.1
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTWITIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTMTIES:
NET ASSETS, ENDING:
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses2
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
1
2
(18.6) (29.1) (39.5) 47.7 (5.8)
(17.6) (29.1) (27.0) 54.0 7.3
15 5 18.0 24.4 22.6 29.6
(10.8) (22.9) (32.1) (29 4) (24.8)
0 0 0.0 0.0 (56.3) 10.0
(6.1) (4.1) (7.0) (4.0) (4.5)
(0 5) (0.6) (0.9) (0 9) (1.7)
(1.9) (9.6) (15.6) (68.0) 8.6
$91.2 $110.7 $149.4 $192.0 $206.0
0.30% 0.30% 0.26% 0.20% 0.95%
0.01% 0.01% 0.01% 0.01% 0.83%
0.31% 0.31% 0.27% 0:21% ' 1.78%
0.76% (0.27%) 7.05% 3.69% , 6.37%
Consists of management, plan administration, and account maintenance fees.
Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
Please Note: Totals may not add due to rounding.
57
Condensed Financial Information
($ in millions)
INDEX FUNDS
CORE BOND
INDEX FUND•
2002 2001 2000 1999 1998
500 STOCK
INDEX FUND
2002 2001 2000 1999 1998
NET ASSETS, BEGINNING: $178.7 $142.0 $152.0 $275.5 $211.8
INVESTMENT ACTIVITIES:
Interest 0.0 0.0 0.0 0.5 0.0
Dividends 10.3 9 7 8.6 8.6 0.0
Other Fund Expenses 0.0 (0.0) (0.0) (0.1) (0.2)
Net Investment Income 10.3 9.7 8.6 9.0 (0.2)
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTIVITIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
7.2 3.0 6.5 (154) 20.4
$136.4 $148.4 $170.2 $94.0 $16.4
17.5 12.7
21.0
14.3
0.0
(15 7)
(0 9)
18.7
154
16.7
0.0
(7.3)
(0.8)
24.0
15.1 (6.4) 20.2
13 1
(30.3)
0.0
(7.2)
(0 7)
(25.1)
18.4
(52.5)
(75 1)
(6.9)
(1 0)
(117.1)
21 4
5.8
25.8
(7 5)
(2.0)
43.5
NET ASSETS, ENDING: $214.9 $178.7 $142.0 $152.0 $275.5
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses`
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
0.30% 0.30% 0.26% 0.22% 0.87%
0.01% 0.01% 0.01% 0.01% 0.08%
0.0
14
0.0
1.4
0.0
15
(0.0)
1.5
0.0
4.1
(0.0)
4.1
0.0
15
(0.0)
1.5
0.0
0.0
0.0
0.0
(32.5) (207) (18.5) 24.8 119
(31.1) (19.2) (14.4) 26.3 11.9
26.6
(10.8)
0.0
(7 7)
(0.6)
7.5
28.4
(16.1)
0.0
(4.5)
(0.6)
7.2
37.3
(37.2)
0.0
(6.8)
(0.7)
(7.4)
32.5
215
0.0
(3.4)
(0.7)
49.9
16.7
50.4
0.0
(1.0)
(0.4)
65.7
$112.8 $136.4 $148.4 $170.2 $94.0
0.30% 0.30% 0.25% 0.19% 0.79%
0.01% 0.01% 0.01% 0.01% 0.04%
0.31% 0.31% 0.27% 0.23% 0.95%
5.36% 5.94% 6.27% 4.64% N/A
* Restructured and renamed Core Bond Index Fund effective June 1, 1997.
1 Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
N/A -Not applicable
Please Note: Totals may not add due to rounding.
58
0.31% 0.31% 0.26% 0.20% 0.83%
1.10% 1.03% 2.60% 1.02% N/A
Condensed Financial Information
($ in millions)
INDEX FUNDS
MID/SMALL CO.
INDEX FUND
2002 2001 2000 1999 1998
OVERSEAS EQUITY
INDEX FUND
2002 2001 2000 1999- 1998
NET ASSETS, BEGINNING: $41.5 $48.2 $26.4 $14.9 $11.6
INVESTMENT ACTIVITIES:
Interest 00 00 00 00 00 00 00 00 00 00
Dividends 00 03 1 5 03 00 02 02 1 0 03 00
Other Fund Expenses 0 0 (0 0) (0 0) (0 0) 0 0 0 0 (0 0) (0'0) (0'0) 0 0
Net Investment Income 0.0 0.3 1:5 0.3 0:0 0.2 0.2 1.0, 0.3 0.0
$11.7 $15.3 $18.2 $29.9 $2.2
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTMTIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
NET ASSETS, ENDING:
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses2
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS: .
(7.9) (5.4) (13.6) 5.5 1.2
(7.9) (5.1) (12.1) 5.8 1.2
{
(2.1) (3.4) (3.8) 3.6 4.5
(1.9) (3.2) (2.8) 3.9 4.5
69 68 76 34 32 24 26 34, 30 17
(2 7) (7 1) 28 2 3 0 (0 7) (0 7) (2 6) (2 8) 2 5 5 3
00 00 00 00 00 00 00 00 (206) 165
(2 5) (1 1) (1 7) (0 6) (0 3) (0 7) (0 3) (0 6)' (0 4) (0 2)
(0 2) (0 2) (0 2) (0 1) (0 1) (0 1) (0 1) (0 1) (0 1) (0 1)
1.5 (1.6), 33.9 5.7 2.1 0.9 (0.4)•. (0.1) (15.6) 23.2
$35.1 $41.5 $48.2 $26.4 $14.9 $10.7 $11.7 $15.3 $18.2 $29.9
0 30% 0 30% 0 25% 0 17% 0 84%
0 01% 0.01% 0 01% 0 01% 0 09%
0.31% 0.31% 0.26% ,0.18% 0.93%'
(0.24%) 0.53% 2.80% 1.66% N/A
0 30% 0 31% 0 26% 0 20% 0 84%
0.01% 0 01% 0 01% 0 01% 0 14%
0.31% 0.32% 0'.27% 0.21% 0.98%
1.65% 1.45% 5.79% 1.59% N/A
1 Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
N/A -Not applicable
Please Note: Totals may not add due to rounding.
59
Condensed Financial Information
BROAD MARKET INDEX FUND
($ in millions) 2002 2001 2000 1999 1998
NET ASSETS, BEGINNING: $344.9 $429.4 $569.7 $533.9 $419.5
INVESTMENT ACTMTIES:
Interest 0.0 0.0 0.0 0.0 0.0
Dividends 0.4 2.6 29.6 9 0 0.0
Other Fund Expenses 0.0 (0.0) (0.1) (0.1) (0.3)
Net Investment Income 0.4 2.6 29.5 8.9 (0.3)
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTMTIES:
Trust Funds Received
Transfers from (to) Other Funds
Investment from Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
NET ASSETS, ENDING:
EXPENSES TO
AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses2
TOTAL EXPENSES:
(71.5) (54.8) (79.8) 102.2 96.2
(71.4) (52.2) (50.3) 111.1 95.9
34.0 381 47.6 55.3 60.5
(38.2) (56 6) (114.2) (92.4) (18.2)
0.0 0.0 0.0 (21 3) (7.3)
(18.2) (12.1) (21.0) (14 1) (12.4)
(1.4) (1.7) (2.4) (2.8) (4.1)
(23.8) (32.3) (90.0) (75.3) 18.5
$250.0 $344.9 $429.4 $569.7 $533.9
0.30% 0.30% 0.26% 0.21% 0.87%
0.01% 0.01% 0.01% 0.01% 0 06%
0.31% 0.31% 0.27% 0.22% 0.93%
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS: 0.06% 0.66% 5.87% 1.65% N/A
Consists of management, plan administration, and account maintenance fees.
2 Consists of subadviser fees (prior to March 1, 1999), custodial expenses, and operating costs.
N/A -Not Applicable
Please Note: Totals may not add due to rounding.
60
4
Condensed'Financial'-'Information
' ($ in millions)
'MODE PaRtF0i10 FUNbS
SAVINGS ORIENTED
FUND
2002 2001 1999 1998
CONSERVATIVE
GROWTH FUND
2002 2001 2000. • 1999 19,98
'NET Askts,BEGINNING;
$547 $94..3' '$£i6:1' $52.1
INVESTMENT ACTIVITIES:
Interest 0 0 0 0 0 0 0 0 0 0
• ' Dividends 2 3 4 5- , 1 1 ' 4 5 0 0
Other Fund Expenses 0 0 (0 0) (0 0) (0 0) 0 0
Net Investment Income ' 2.3 4.5 1.1 4.5 0.0
Net Realized
and Unrealized Gain (Loss) (3.4) (2.5) 4.7 0.2 6.2
Total from Investnient Activitiei ' _ (1.1). : 10 ' 5.8 ' 4.7 ' , 6.2
, •
TRUST ACTIVITIES:
Trust Funds Received 16 7 14 7 17 7 19 3 20 6
Transfers froin (to) Other Funds 3 5 11 5 '(59 0) (2 8) 11 8
Withdrawals and Benefits(9 0)' (6 0) , (8 7) (7 7) (4 6)
Plan Fdes and Fund Expenses (0 4) (0'3) . (0 4) (0 3) 0 0
TOTAL TRUST,ACTIVITIES:.: 10.8 19.9 . '(50.4) 8.5 .27.8
., --
•
NET ASSETS, ENDING:
$86.3 $76.6 $54.7 $99.3 $86.1
•-•
EXPENSES TO AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
Other Fund Expenses'
-. TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
0 30% 0 30% 0 34%0 26% (0 11%)
0 0-1% 0.01% 0.06%'. 0 00%'' N/A
0.31% 0.31% 0.34% 026% (0.11%)
2.55% 7.04% 1.22% 4.38% N/A
1$135.:4'
00 00 ` 00 0 0 ' '00
46 90 55 96 00
0 0 (0 0) (0 0) (0 0)' ' 0 0
' 4.6 9.0 5.5 9.6 . - , 0.0
(16.9) (9.3) , .4.9 5.0 11:6
(12.3) (0.3) 1674 14:6 11.6
33 0 29 4 36 8 34 5 , 300-'
(12 0) (3 2) ,(58 5) 15 7,,, 26 2
(172) (10 4) (16 5) (.8 6) • (5'3)'
(0.8) (0.8) (0.9) (0.7) (0:0)
3.0 15.0 (39.i) 40.9
$167.6 $176.9 $162.2
$190.9 $135:4
0 30% 0'29% 0 33% 0 24% (0 01°/0)
0.01% 0.01% 0.01%`. 0.00% N/A
0.31% 0.30% 0.34%. 0.24%. (0.016/0)
,t C
2.34% 4,78% 2:64% ;5.41%1 'N/A
1 Consists of Model Portfolio Fund, plaU administration and account maintenance fees.
2 Fund expenses charged at the underlying investment fundEffective Apri1.1999, dperating expenses charged at the Model Portfolio Fund level.
N/A -Not Applicable
Please Note: Totals may not add due to rounding.
61
Condensed Financial Information
($ in millions)
MODEL PORTFOLIO FUNDS
TRADITIONAL
GROWTH FUND
LONG-TERM
GROWTH FUND
ALL -EQUITY
GROWTH FUND'
2002 2001 2000 1999 1998 2002 2001 2000 1999 1998' 2002 2001 2000
NET ASSETS, BEGINNING:
INVESTMENT ACTMTIES:
Interest
Dividends
Other Fund Expenses
Net Investment Income
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTIVITIES:
Trust Funds Received
Transfers from (to) Other Funds
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
$391.7 $354 1 $373 1 $240.8 $139.4 $27.7 $8.3 $0.0
381.3 $351 9 $344.4 $206 8 $126.3
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
73 150 160 212 00 52 102 225 11 8 00 01 05 05
0 0 0 0 (0 0) (0 0) 0 0 (0 1) 0 0 (0 0) (0 0) 0 0 0 0 0 0 (0 0)
7.3 15.0 16.0 21.2 0.0 5.1 10.2 22.5 11.8 0.0 0.1 0.5 0.5
(60.2) (29.8) (4.6) 24.1 25 2 (79.2) (37.4) (26.6) 59.4 23.0 (9.3) (2.0) (0.6)
(52.9) (14.8) 11.4 45.3 25.2 (74.1) (27 2) (4 1) 71.2 23.0 (9.2) (1 5) (0.1)
101 1 88 1 100 5 89 5 71 0 108 0 96 8 106 1 70 6 64 2 20 3 13 8 1 2
(27 7) (19 1) (104 5) 14 2 15 2 (24 6) (26 5) (75 5) 5 6 (1 0) 2 2 7 6 7 2
(23 9) (14 9) (24 5) (15 5) (10 0) (18 5) (11 9) (16 8) (8 8) (5 7) (1 4) (0 4) (0 0)
(1 9) (I 7) (1 9) (1 2) 0 0 (1 9) (1 8) (2 2) (1 0) (0 0) (0 2) (0 1) (0 0)
47.6 52.4 (30 4) 87 0 76.2 63.0 56 6 11 6 66 4 57.5 21 0 20 9 8.4
NET ASSETS, ENDING: 386.4 $391.7 $354.1 $373.1 $240 8 $370.2 $381.3 $351.9 $344 4 $206 8 $39.4 $27.7 $8 3
EXPENSES TO AVERAGE NET ASSETS:
Plan Fees and Fund Expenses' 0 30%
Other Fund Expenses' 0 01
TOTAL EXPENSES: 0.31%
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
0 30% 0 32% 0 24% 0 03% 0 31°/0 0 30% 0 34% 0 26% 0 07% 0 30% 0 30% N/A
0 01% 0 01% 0 01% N/A 0 01% 0 01% 0 01% 0 01% N/A 0 01% 0 01% N/A
0.31% 0.33% 0.25% 0.03% 0.32% 0 31% 0 35% 0.27% 0.07% 0 31% 0.31% N/A
1.59% 3.92% 3 74% 6.54% N/A 1 15% 2.63% 5.38% 4 38% N/A 0.24% 2.34% N/A
1 Fund inception date: All -Equity Growth Fund - October 2, 2000
2 Consists of Model Portfolio Fund, plan administration and account maintenance fees.
3 Fund expenses charged at the underlying investment fund. Effective April 1999, operating expenses charged at the Model Portfolio Fund level.
N/A -Not Applicable
Please Note: Totals may not add due to rounding.
62
Condensed Financial Information
VT PIMCO
TOTAL
RETURN
FUND'
($ in millions) 2002
MUTUAL FUND SERIES
VT PIMCO
HIGH
YIELD
FUND'
2002
VT FIDELITY PURITAN
FUND'
2002 2001 2000 1999 1998
VT LORD ABBETT
LARGE
COMPANY VALUE'
NET ASSETS, BEGINNING: $0.0
INVESTMENT ACTIVITIES:
Interest 0 0
Dividends 0 0
Other Fund Expenses (0 0)
Net Investment Income (0.0)
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTIVITIES:
Trust Funds Received
Transfers from (to) Other Funds
Dividend Distribution
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
0.1
$0 0
0 0
0 0
(0 0)
$42 7 $37 1 $35 7 $27 5 $16 0
0 0
14
(0 1)
00
13
00
O 0
29
O 0
0 0
29
00
0 0
26
0 0
(0 0)
0 1
13
13 29
29 26
(2 1) (1 8) (0 5) (2 1) 0 9
0.1
07
75
0 1
(0 2)
(0 0)
8.1
NET ASSETS, ENDING: $ 8 2
EXPENSES TO AVERAGE
NET ASSETS:
Plan Fees and Fund Expenses
0 29%
TOTAL EXPENSES: 0.29%
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS: 3.72%
0 1
O 1
24
O 0
O 0
(0 0)
(08) (05) 24 08 35
97 59 49 98 72
74 1 2 6 (4 1) (0 8) 2 2
06
(4 8) (2 3) (1 7) (1 5) (1 3)
(0 2) (0 1) (0 1) (0 I) (0 1)
2002 2001 2000
$11 8, $4 4 $0 0
0 0 0 0 0 0
0 2 0 2 0 3
(00) 00 00
0`2 0'2 0 3
(3 5) (0 6) 0 0
(3 3) (0 4) '0 3
3 1 2 0 0 1
50 61 40
02
1 2 (0 3) (0 0)
01 00 (00)
7.0 7.8 4.1
$15.5 $11.8 $4.4
0 29% 0 29% N/A
0.29% 0.29% N/A
1.52% 1.58% N/A
2.5
$2.6
0 29%
0.29%
8.46%
79.4 6.1 (1.0) 7.4 8.0
$121.3 $42.7 $37.1 $35.7 $27.5
0 29% 0 29% 0 19% 0 13% 0 61%
0.29% 0.29% 0.19% 0.13% 0.61%
2.93% 3.14% 8.71% .66% 11.69%
1 Fund Inception Dates: VT Putnam Voyager Fund - June 2, 1995; VT Fidelity Puritan® Fund - June 6, 1995, VT Gabelli Value Fund . -
'October 2, 1995; VT American Century Ultra® Fund, VT Fidelity Magellan® Fund, and VT Fidelity Contrafund® - January 2,. 1996; VT
American Century® Value Fund - September 1, 1997, VT MFS Large Company Growth Fund - October 1, 1998, VT Putnam International
Growth Fund - July 1, 1999; VT Lord Abbett Large Company Value Fund, VT INVESCO Small Company Growth Fund, VT T Rowe Price®
Small -Cap Stock Fund - October 1, 2000; VT Calvert Social Investment Fund Equity Portfolio - July 26, 2002; VT PIMCO Total Return Fund,
VT PIMCO High Yield Fund, VT T. Rowe Price® Small Cap Value Fund, and VT Janus Adviser Series Worldwide Fund - July 29, 2002.
2 Consists of mutual fund services, plan administration, and account maintenance fees. Excludes fund expenses charged by the underlying
mutual fund.
N/A -Not Applicable
Please Note: Totals may not add due to rounding.
63
Condensed Financial Information
($ in n6/lions)
MUTUAL FUND SERIES
VT AMERICAN CENTURY®
VALUE FUND'
VT GABELLI VALUE FUND'
2002 2001 2000 1999 1998 2002 2001 2000 1999 1998
NET ASSETS, BEGINNING:
INVESTMENT ACTIVITIES:
Interest
Dividends
Other Fund Expenses
Net Investment Income
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTIVITIES:
Trust Funds Received
Transfers from (to) Other Funds
Dividend Distribution
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
NET ASSETS, ENDING:
EXPENSES TO AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
$61.5 $23.0 $10.7 $8.9 $4.6
00
05
(0.1)
0.4
00
06
0.0
0.6
0 0
0 2
0.0
0.2
0 0
09
0.0
0.9
0 0
15
0.0
1.5
$140.4 $115.2 $135.5 $66.6 $22.5
(11.4) 4.4 2.5 (1.6) (1.1)
(11.0) 5.0 2.7 (0.7) 0.4
12 2
33
05
(5 1)
0 2
10.7
70 25
285 79
(1 9)
(0 1)
33.5
(0 7)
(0 1)
(9.6)
21 39
09 01
(0 4)
(0 1)
2.5
0 0
0 0
(0.1)
(0.1)
(26.2)
00
00
(0.1)
(0.1)
(0 1)
0 0
3.9
$61.2 $61.5 $23.0 $10.7 $8.9
0 31% 0 33% 0 25% 0 22% 0 69%
(26.3)
0.31% 0.33% 0.25% 0.22% 0.69%
0.77% 1.04% 1.63% 7.09% 21.30%
00
11 3
0.0
11.3
5.9 (22.0)
5.8 (10.7)
0 0
11 0
0.0
11.0
00
57
0.0
5.7
15.4 3.4
26.4 9.1
204 159 21 1 155 123
60 99 (249) 302 243
0 0
(7 2) (6 0) (5 3) (2 7) (1 3)
(0 5) (0 4) (0 5) (0 5) (0.3)
18.7 19.4 (9.6) 42.5 35.0
$132.8 $140.4 $115.2 $135.5 $66.6
0 30% 0 29% 0 25% 0 18% 0 73%
0.30% 0.29% 0.25% 0.18% 0.73%
(0.21%) (0.23%) 9.27% 9.88% 11.32%
1 Fund Inception Dates: VT Putnam Voyager Fund - June 2, 1995, VT Fidelity Puritan® Fund - June 6, 1995; VT Gabelli Value Fund -
October 2, 1995; VT American Century Ultra® Fund, VT Fidelity Magellan® Fund, and VT Fidelity Contrafund® - January 2, 1996; VT
American Century® Value Fund - September 1, 1997; VT MFS Large Company Growth Fund - October 1, 1998; VT Putnam International
Growth Fund - July 1, 1999; VT Lord Abbett Large Company Value Fund, VT INVESCO Small Company Growth Fund, VT T Rowe Price®
Small -Cap Stock Fund - October 1, 2000; VT Calvert Social Investment Fund Equity Portfolio - July 26, 2002, VT PIMCO Total Return
Fund, VT PIMCO High Yield Fund, VT T. Rowe Price® Small Cap Value Fund, and VT Janus Adviser Series Worldwide Fund - July 29,
2002.
2 Consists of mutual fund services, plan administration, and account maintenance fees. Excludes fund expenses charged by the underlying
mutual fund.
N/A -Not Applicable
Please Note: Totals may not add due to rounding.
64
Condensed Financial Information
($, in millions)
VT CALVERT
SOCIAL
INVESTMENT
FUND EQUITY
PORTFOLIO'
2002
MUTUAL FUND SERIES
VT MFS LARGE COMPANY
GROWTH FUND'
2002 2001 2000 1999 1998
VT FIDELITY CONTRAFUND®'
2002 2001 2000 1999 1998
NET ASSETS, BEGINNING:
INVESTMENT ACTIVITIES:
Interest
Dividends
Other Fund Expenses
Net Investment Income
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTIVITIES:
Trust Funds Received •
Transfers from (to) Other Funds
Dividend Distribution
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
NET ASSETS, ENDING:
$0.0
0 0
0 0
(0 0)
(0.0)
0.7
$108.3 $147.5 $85.8 $6.7 $0.0
0 0
0 0
(0 1)
0 0
0 0
(0 I)
00
13 6
0 0
0 0
61
00
0 0
04
0 0
$181.5 $201.9 $210.3 $118.9 $71.2
00
01
(0 1)
0.0
(0.1)
(0.1) 13.6
6.1 0.4
(30.2) (36.2) (27.8) 11.9 0.4
00
0 9
(0 1)
0.8
00
25 1
0 0
25.1
0 0
31 0
0 0
31.0
0 0
87
00
8.7
(18.4) (26.5) (39.7) 6.9 16.5
0.7
15
15 1
00
(0 3)
(0 0)
16.3
$17.0
(30.3) (36.3) (14.2) 18.0 0.8
21 3 22 7 24 1 35 9 0 2
77 4 (21 1) 57 4 26 4 5 7
00
(7 1) (4 2) (5 2) (1 0) 0 0
(0 3) (0 3) (0 4) (0 2) 0 0
(18.4) (25.7) (14.6) 37.9 25.2
24 0 31 0 29 3 42 0 22 0
(3 0) (17 1) (14 8) 16 2 3 8
0 1
(10 3) (8 1) (7 5) (4 0) (2 7)
(0 5) (0 5) (0 8) (0 7) (0 6))
10.3 5.3 6.2 53.5 22.5
91.3
(2.9) 75.9
61.1 5.9
$169.3 $108.3 $147.5 $85.8 $6.7 $173.4 $181.5 $201.9 $210.3 $118.9
EXPENSES TO AVERAGE
NET ASSETS:
Plan Fees and Fund Expenses' 0 29%' 0 29% 0 30% 0 25% 0 20% N/A
TOTAL EXPENSES: 0.29%
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
(0.23%)
0.29% 0.30% 0.25% 0.20% N/A
0 30% 0 30% 0 25% 0 17% 0 75%
0.30% 0.30% 0.25% 0.17% 0.75%
(0.18%) (0.24%) 10:11% 12.41% N/A (0.07%) 0.25% 12.02% 17.21% 9.82%
1 Fund Inception Dates: VT Putnam Voyager Fund - June 2, 1995, VT Fidelity Puritan® Fund - June 6, 1995; VT Gabelli Value Fund -
October 2, 1995; VT American Century UltraFund, VT Fidelity Magellan® Fund, and VT Fidelity. Contrafund® - January 2, 1996; VT
American Century® Value Fund - September 1, 1997; VT MFS,Large Company Growth Fund - October 1, 1998; VT Putnam International
Growth ,Fund - July 1, 1999; VT Lord Abbett Large Company Value Fund, VT INVESCO Small Company Growth Fund, VT T Rowe Price®
Small -Cap Stock Fund - October 1, 2000; VT Calvert Social Investment Fund Equity Portfolio - July 26, 2002, VT PIMCO Total Return Fund,
VT PIMCO High Yield Fund, VT T. Rowe Price® Small Cap Value Fund, and VT Janus Adviser Series Worldwide Fund - July 29, 2002.
2 Consists of mutual fund services, plan administration, and account maintenance fees. Excludes fund expenses charged by the underlying mutual
fund.
N/A -Not Applicable
Please Note: Totals may not add due to rounding.
65
Condensed Financial Information
($ in million)
MUTUAL FUND SERIES
VT FIDELITY MAGELLAN® FUND'
2002 2001 2000 1999 1998
VT PUTNAM VOYAGER FUND'
2002 2001 2000 1999 1998
NET ASSETS, BEGINNING: $136.7 $151.7 $168.3 $58.8 $21.8
INVESTMENT ACTIVITIES:
Interest 00 00 00 00 00
Dividends 0 5 0 6 6 1 11 4 2 3
Other Fund Expenses (0 1) (0 1) 0 0 0 0 0 0
Net Investment Income 0.4 0.5 6.1 11.4 2.3
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTIVITIES:
Trust Funds Received
Transfers from (to) Other Funds
Dividend Distribution
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTIVITIES:
(33.0) (18 7) (21.9) 13.3 10.0
(32.6) (18.2) (15.8) 24.7 12.3
$267.3 $375.5 $281.6 $125.0 $74.0
183 21 6 229 525 207
(12 7) (12 3) (16 6) 35 6 5 9
03
(7 0) (5 8) (6 6) (3 1) (1 7)
(0 3) (0 3) (0 5) (0 2) (0 2)
(1.4) 3.2 (0.8) 84.8 24.7
NET ASSETS, ENDING: $102.7 $136.7 $151 7 $168.3 $58.8
0 0
00
(0 1)
(0.1)
00
00
(0 1)
0.5
0 0
38 3
0 0
38.3
0 0
23 7
00
23 7
0 0
84
0 0
8.4
(70.6) (82.0) (119.2) 65.9 12.8
(70.7) (81.5) (80.9) 89.6 21.2
EXPENSES TO AVERAGE NET ASSETS:
Plan Fees and Fund Expenses' 0 29% 0 29% 0 19% 0 11% 0 61%
TOTAL EXPENSES: 0.29% 0.29% 0.19% 0.11% 0.61%
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS: 0.53% 0.21% 3.73% 8.40% 5.78%
409 536 649 303 235
(32 6) (65 7) 128 0 42 9 10 2
00
(12 0) (13 7) (16 4) (5 3) (3 3)
(0 8) (0 9) (1 7) (0 9) (0 6)
(4.5) (26.7) 174.8 67.0 29.8
$192.1 $267.3 $375.5 $281.6 $125.0
0 30% 0 30% 0 25% 0 19% 0 72%
0.30% 0.30% 0.25% 0.19% 0.72%
(0.20%) (0.03%) 9.29% 13.15% 9.58%
Fund Inception Dates: VT Putnam Voyager Fund - June 2, 1995, VT Fidelity Puritan® Fund - June 6, 1995, VT Gabelli Value Fund -
October 2, 1995, VT American Century Ultra® Fund, VT Fidelity Magellan® Fund, and VT Fidelity Contrafund® - January 2, 1996; VT
American Century® Value Fund - September 1, 1997; VT MFS Large Company Growth Fund - October 1, 1998, VT Putnam International
Growth Fund - July 1, 1999; VT Lord Abbett Large Company Value Fund, VT INVESCO Small Company Growth Fund, VT T Rowe Price®
Small -Cap Stock Fund - October 1, 2000; VT Calvert Social Investment Fund Equity Portfolio - July 26, 2002, VT PIMCO Total Return
Fund, VT PIMCO High Yield Fund, VT T Rowe Price® Small Cap Value Fund, and VT Janus Adviser Series Worldwide Fund - July 29,
2002.
2 Consists of mutual fund services, plan administration, and account maintenance fees. Excludes fund expenses charged by the underlying
mutual fund.
N/A -Not Applicable
66
Condensed Financial Information
($ in million') ' .e
NET ASSETS, BEGINNING:
' MUTUAL' FUND 'SERIES
VT AMERICAN CENTURY,
"'ULTRA® FUNDI
• 2002 •"2001 2000 1999 1998
VT T. ROWE PRICE® . VT T. ROWE PRICE®
, SMALL CAP SMALL CAP
STOCK FUNDI VALUE FUNDI'
2002
2001 2000
2002
INVESTMENT ACTWITIES:
Interest
Dividends
Other Fund Expenses
Net'Irivestmeitt Income
Net Realized
and Unrealized Gain,(Loss)
Total fromInvestment Activities
TRUST ACTIVITIES:
'•Trust Funds Received
' Transfers from (to) Other Funds
Dividend Distribution
Withdrawals and Benefits
•Plan.Fees`•and Fund Expenses
'TOTAL TRUST ACTIVITIES:
$243.9' $287.5 $315.5 $117.9 $57.4
.0`0
03
0.1
0.2.
(
(
' 0 0 0 0 0 0 0 0
00 347 92 98
0.2) 0.0 0.0 _ . 0.0.
(0.2) 34.7 9.2. 9':8
$13.9 $2.9 $0.0
0 0
0 0
0.0
0 0
00
0.0
0 0
03
0.0
57.4 (42.3) (106.1) 71.6 13.3
0.0
0.0 0.3
(6.4) 0.7 (0.2)
$0.0
00
00
(0:0
57.2 (42.5) (71.4) 80.8 23.1
364 483 577 789 223
(25 0) (39 2) 0 6 45 4 18 2
0 2
(10 5) (9 5) (13 5) (6 8)' (2 6)
0.6) (0.7) .. .(1.4) . (0.7 . 0.5)..
0.5 (1.1) 43.4 116.8 37.4
(
(
NET ASSETS; ENDING: $187.2 $243.9 „$287.5 $315.5 $117.9
EXPENSES TO -AVERAGE NET ASSETS:
Plan Fees and•Fund•Expenses' 0 31% 0 33% 0 30% 0 21% 0 78%
TOTAL EXPENSES: , 0.31% 0.334' 0.30% 0.21% 0.78%
NET INVESTMENT INCOME
TO AVERAGE NET'ASSETS: 0.04% (0.26%) 10.47% 3.97% 13.24%
(6.4)
63
19 2
01
(1 7)
(0.1.)
0.7 0.1
2 0
86
(0 3)
0.0
03�
25
.
(0 0)
(0.d)
(0.0)`
23.8
10.3 2.8
$13.3 $13.9 $2.9
0 30% 0 30% N/A
0.30% 0.30% N/A
02
'31
00
0 0
(0.0)
3.3 `
$3.3
0 29%
0.29%
(0.21%) 0.25% N/A . 1.64%
`1 Fund Inception Dates: VT'Puinam Voyager Fund - June 2, 1995; VT Fidelity Puritan® •Fund - June 6, 1995; VT Gabelli Value Fund -October 2,
1995;'VT American Century'Ulti=a® Fund, VT Fidelity Magellan® Fund, and'VT Fidelity Contrafund® - January -2; 1996; VT American Century®
Va1u'Fund - September 1;i 1997; VT MFS Large Company Growth Fund - October 1, 1998; VT Putnam International Growth Fund - July 1, 1999;
VT Lord Abbett Large Company Value Fund, VT INVESCO Small Company Growth Fund, VT T. Rowe Price® Small, -Cap Stock Fund - October 1,
2000; VT Calvert Social Investment Fund Equity Portfolio,- July 26, 2002, VT PIMCO Total Return Fund, VT PIMCO High Yield Fund, VT T.
Rowe Price® Small Cap Value Fund, and VT Janus Adviser Series Worldwide Fund - July 29, 2002.''
2 Consists of mutual fund services, plan administration, and account maintenance fees. Excludes fund expenses charged by the underlying mutual
. fund.
N/A -Not Applicable
Please Note: Totals may not add' due to rounding.
67
Condensed Financial Information
($ in millions)
MUTUAL FUND SERIES
VT INVESCO
SMALL COMPANY
GROWTH FUND'
2002 2001 2000
VT JANUS
ADVISER SERIES
WORLDWIDE
FUND'
2002
VT PUTNAM
INTERNATIONAL GROWTH
FUND'
2002 2001 2000 1999
NET ASSETS, BEGINNING:
INVESTMENT ACTIVITIES:
Interest
Dividends
Other Fund Expenses
Net Investment Income
Net Realized
and Unrealized Gain (Loss)
Total from Investment Activities
TRUST ACTIVITIES:
Trust Funds Received
Transfers from (to) Other Funds
Dividend Distribution
Withdrawals and Benefits
Plan Fees and Fund Expenses
TOTAL TRUST ACTWITIES:
NET ASSETS, ENDING:
EXPENSES TO AVERAGE NET ASSETS:
Plan Fees and Fund Expenses'
TOTAL EXPENSES:
NET INVESTMENT INCOME
TO AVERAGE NET ASSETS:
$19.6
00
00
0 0
0.0
(6.2)
$15.9 $0.0
0 0
00
0 0
0.0
0 0
0 8
00
0.8
(3 6) (2.5)
$0.0
0 0
00
0.0
$49.6 $60.4 $17.0 $0.0
0.0
0.0
0 0
0 0
0.0
0.0
00
00
0 0
0.0
0 0
50
0.0
5.0
0 0
05
0.0
0.5
(8.8) (11.7). (10.5) 2.6
(6.2)
37
(1 2)
00
(1 5)
(0 1)
0.9
$14.3
(3.6) (1.7)
4 1 2 2
38 154
(0 6)
0 0
7.3
(0 0)
(0 0)
17.6
$19.6 $15.9
0.0
03
05
00
(0 0)
(0 0)
(8.8) (11.7) (5.5) 3.1
87 97 130 10
(1 3) (6 3) 38 1 13 0
0 0
(2 7) (2 3) (2 0) (0 1)
(0 1) (0 2) (0 2) (0.0)
4.6 0.9 48.9 13.9
0 30% 0 29% N/A
0.30% 0.29% N/A
(0.23%) (0.25%) N/A
0.8
$0.8
0 29%
0.29%
0.84%
$45.4 $49.6 $60.4 $17.0
0 30% 0 29% 0 25% N/A
0.30% 0.29% 0.25% N/A
0.0% (0.23%) 9.32% N/A
1 Fund Inception Dates: VT Putnam Voyager Fund - June 2, 1995, VT Fidelity Puritan® Fund - June 6, 1995, VT Gabelli Value Fund -
October 2, 1995, VT American Century Ultra® Fund, VT Fidelity Magellan® Fund, and VT Fidelity Contrafund® - January 2, 1996; VT
American Century® Value Fund - September 1, 1997; VT MFS Large Company Growth Fund - October 1, 1998, VT Putnam International
Growth Fund - July 1, 1999; VT Lord Abbett Large Company Value Fund, VT INVESCO Small Company Growth Fund, VT T. Rowe Price®
Small -Cap Stock Fund - October 1, 2000; VT Calvert Social Investment Fund Equity Portfolio - July 26, 2002, VT PIMCO Total Return
Fund, VT PIMCO High Yield Fund, VT T Rowe Price® Small Cap Value Fund, and VT Janus Adviser Series Worldwide Fund - July 29,
2002.
2 Consists of mutual fund services, plan administration, and account maintenance fees. Excludes fund expenses charged by the underlying
mutual fund.
N/A -Not Applicable
Please Note: Totals may not add due to rounding.
68
INDEPENDENT ACCOUNTANT
The financial statements of the Trust are audited by Deloitte & Touche LLP.
INVESTMENT ADVISER
ICMA Retirement Corporation
CUSTODIAN
Investors Bank & Trust Company
DIRECTORS OF VANTAGETRUST COMPANY
George Pedraza
Vice President, Municipal Securities Group
UBS Paine Webber
Term Expires: June 20, 2006
Bonnie Ridley Kraft
City Manager
Spartanburg, South Carolina
Term Expires: June 30, 2004
Regina Williams
City Manager
Norfolk, Virginia
Term Expires: June 30, 2006
Stuart K. Aisenbrey
Managing Director and Senior Trust Officer
US Trust Company of New York
Term Expires: June 30, 2004
Lynn Hampton (Chair)
Vice President & Chief Financial Officer
Metropolitan Washington Airport Authority
Term Expires: June 30, 2006
Barbara J. Avard
Administrator
Charlotte Firefighters Retirement System
Term Expires: June 30, 2005
John C. Darrington
City Manager
Richland, Washington
Term Expires: June 30, 2005
Girard C. Miller
President and Chief Executive Officer
ICMA Retirement Corporation
69
Va ntageTrust
c/o ICMA Retirement Corporation
777 North Capitol Street, N.E.
Washington, DC 20002-4240
1-800-669-7400
En Espanol Ilame al 1-800-669-8216
www.icmarc.org
BRC000-013G-200304-C243