EXHIBIT 99.5(g)
STATE STREET RESEARCH INTERNATIONAL STOCK PORTFOLIO SUB-
SUB-INVESTMENT MANAGEMENT AGREEMENT
AGREEMENT made this 1st day of August, 1997, among Metropolitan Series Fund,
Inc., a Maryland corporation (the "Fund"), Metropolitan Life Insurance Company
(the "Investment Manager"), a New York corporation, State Street Research &
Management Company, a Delaware Company (the "Sub-Investment Manager") and GFM
International Investors Limited, an England corporation (the "Sub-Sub-Investment
Manager");
W I T N E S S E T H :
WHEREAS, the Fund is engaged in business as a diversified open-end
management investment company and is registered as such under the Investment
Company Act of 1940 (the "Investment Company Act");
WHEREAS, the Fund, a series type of investment company, issues separate
classes (or series) of stock, each of which represents a separate portfolio of
investments;
WHEREAS, the Fund is currently comprised of various portfolios, each of
which pursues its investment objectives through separate investment policies,
and the Fund may add or delete portfolios from time to time;
WHEREAS, the Sub-Investment Manager and the Sub-Sub Investment Manager are
engaged principally in the business of rendering advisory services and are
registered as investment advisers under the Investment Advisers Act of 1940;
WHEREAS, the Fund has employed the Investment Manager to act as investment
manager of the State Street Research International Stock Portfolio as set forth
in the International Stock Portfolio Investment Management Agreement dated April
29, 1991 between the Fund and the Investment Manager (the "State Street Research
International Stock Portfolio Investment
Management Agreement"); and the Fund and the Investment Manager have entered
into a separate sub-investment management agreement dated August 1, 1997 with
respect to the State Street Research International Stock Portfolio of the Fund
with the Sub-Investment Manager ("State Street Research International Stock Sub-
Investment Management Agreement"); and
WHEREAS, the Fund, the Investment Manager and the Sub-Investment Manager
desire to enter a separate sub-sub-investment management agreement with respect
to the State Street Research International Stock Portfolio of the Fund with the
Sub-Sub-Investment Manager;
NOW, THEREFORE, in consideration of the premises and the covenants
hereinafter contained, the Fund, the Investment Manager, the Sub-Investment
Manager and the Sub-Sub-Investment Manager hereby agree as follows:
ARTICLE 1.
Duties of the Sub-Sub-Investment Manager.
----------------------------------------
Subject to the supervision and approval of the Sub-Investment Manager, the
Investment Manager and the Fund's Board of Directors, the Sub-Sub-Investment
Manager will manage the investment and reinvestment of the assets of the Fund's
International Stock Portfolio (the "Portfolio") for the period and on the terms
and conditions set forth in this Agreement.
The Sub-Investment Manager retains full discretion to manage the
investments of the Portfolio. The Sub-Investment Manager has complete
flexibility to apportion responsibilities for the management of the Portfolio
between the Sub-Investment Manager and the Sub-Sub-Investment Manager as the
Sub-Investment Manager shall determine in its sole discretion. The Sub-
Investment Manager expects, but is not obligated, to periodically provide
support through quantitative analysis; investment, market and economic research;
asset allocation support; general
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corporate and administrative services; computer and software facilities and
services; fund accounting and back office assistance; and input on other
functions.
In acting as Sub-Sub-Investment Manager to the Fund with respect to the
Portfolio, the Sub-Sub-Investment Manager shall determine which securities shall
be purchased, sold or exchanged and what portion of the assets of the Portfolio
shall be held in the various securities or other assets in which it may invest,
subject always to any restrictions of the Fund's Articles of Incorporation and
By-Laws, as amended or supplemented from time to time, the provisions of
applicable laws and regulations including the Investment Company Act, and the
statements relating to the Portfolio's investment objectives, policies and
restrictions as the same are set forth in the prospectus and statement of
additional information of the Fund then currently effective under the Securities
Act of 1933 (the "Prospectus"). Should the Board of Directors of the Fund, the
Investment Manager or the Sub-Investment Manager at any time, however, make any
definite determination as to investment policy and notify in writing the Sub-
Sub-Investment Manager thereof, the Sub-Sub-Investment Manager shall be bound by
such determination for the period, if any, specified in such notice or until
similarly notified in writing that such determination has been revoked. The Sub-
Sub-Investment Manager shall take, on behalf of the Fund, all actions which it
deems necessary to implement the investment policies of the Portfolio,
determined as provided above, and in particular to place all orders for the
purchase or sale of portfolio securities for the Portfolio with brokers or
dealers selected by it.
On the basis of information about the Fund supplied to the Sub-Sub-
Investment Manager, the Sub-Sub-Investment Manager will treat the Fund as a
business investor in relation to the services to be provided in accordance with
this Agreement. As a consequence, certain of the rules
3
of the Investment Management Regulatory Organization ("IMRO") introduced to
protect less sophisticated investors will not apply to this Agreement.
In connection with the selection of such brokers or dealers and the
placing of such orders, the Sub-Sub-Investment Manager is directed at all times
to follow the policies of the Fund set forth in the Prospectus. Nothing herein
shall preclude the "bunching" of orders for the sale or purchase of portfolio
securities with other Fund portfolios or with other accounts managed by the Sub-
Sub-Investment Manager. The Sub-Investment Manager shall not favor any account
over any other and any purchase or sale orders executed contemporaneously shall
be allocated in a manner it deems equitable among the accounts involved and at a
price which is approximately averaged.
Nothing herein contained shall prevent the sale or purchase of investments
of which an issue or offer for sale was underwritten, managed or arranged by the
Sub-Sub-Investment Manager or an Associate during the twelve months preceding
such sale or purchase, provided that such sales purchase is otherwise permitted
under the Investment Company Act and the rules and regulations thereunder.
If and to the extent that the investment objectives of the Fund and the
State Street Research International Stock Portfolio permit the holding of units
in collective investment schemes, the Sub-Sub-Investment Manager may acquire or
dispose of units in such collective investment schemes operated or advised by
the Sub-Sub-Investment Manager or an Associate, provided that such acquisition
or disposition is otherwise permitted by the Investment Company Act and the
rules and regulations thereunder.
The Sub-Sub-Investment Manager may not commit the Fund to underwrite any
issue or offer for sale of securities, except to the extent that the Fund may be
deemed to be a statutory
4
underwriter for purposes of the Securities Act of 1933 in selling its portfolio
securities.
In connection with these services the Sub-Sub-Investment Manager will
provide investment research as to the Portfolio's investments and conduct a
continuous program of evaluation of their assets. The Sub-Sub-Investment Manager
will furnish the Sub-Investment Manager, the Investment Manager and the Fund
such statistical information with respect to the investments it makes for the
Portfolio as the Sub-Investment Manager, the Investment Manager and the Fund may
reasonably request. On its own initiative, the Sub-Sub-Investment Manager will
apprise the Sub-Investment Manager, the Investment Manager and the Fund of
important developments materially affecting the Portfolio and will furnish the
Sub-Investment Manager, the Investment Manager and the Fund from time to time
such information as may be believed appropriate for this purpose. The Sub-Sub-
Investment Manager shall send to the Fund a half-yearly periodic statement of
the Portfolio in accordance with Rule 21, Chapter IV of the rules of IMRO. In
addition, the Sub-Sub-Investment Manager will furnish the Sub-Investment
Manager, the Investment Manager and the Fund's Board of Directors such periodic
and special reports as any of them may reasonably request.
The Sub-Sub-Investment Manager will not hold money or investments on
behalf of the Fund. The money and investments will be held by the Custodian of
the Fund, which is not an Associate of the Sub-Sub-Investment Manager.
The Sub-Sub-Investment Manager will exercise its best judgment in
rendering the services provided for in this Article 1, and the Fund, the
Investment Manager and the Sub-Investment Manager agree, as an inducement to the
Sub-Sub-Investment Manager's undertaking so to do, that the Sub-Sub-Investment
Manager will not be liable under this Agreement for any mistake of
5
judgment or in any other event whatsoever, except as hereinafter provided. The
Sub-Sub-Investment Manager shall for all purposes herein be deemed to be an
independent contractor and shall, unless otherwise provided or authorized, have
no authority to act for or represent the Fund, the Investment Manager or the
Sub-Investment Manager in any way or otherwise be deemed an agent of the Fund,
the Investment Manager or the Sub-Investment Manager other than in furtherance
of its duties and responsibilities as set forth in this Agreement.
ARTICLE 2.
Sub-Sub-Investment Management Fee.
---------------------------------
The payment of advisory fees and the allocation of charges and expenses
between the Fund, the Investment Manager and the Sub-Investment Manager with
respect to the Portfolio are set forth in the State Street Research
International Stock Portfolio Investment Management Agreement and the State
Street Research International Stock Portfolio Sub-Investment Management
Agreement. Nothing in this State Street Research International Stock Portfolio
Sub-Sub-Investment Management Agreement shall change or affect that
arrangement. The payment of advisory fees and the apportionment of any
expenses related to the services of the Sub-Sub-Investment Manager under this
Agreement shall be the sole concern of the Investment Manager and the Sub-
Investment Manager and shall not be the responsibility of the Fund.
In consideration of services rendered pursuant to this Agreement, the Sub-
Investment Manager will pay the Sub-Sub-Investment Manager on the first
business day of each month the fee at the annual rate specified by the
schedule of fees in the Appendix to this Agreement. The fee for any period
from the date the Portfolio commences operations to the end of the month will
be prorated according to the proportion which the period bears to the full
month, and, upon
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any termination of this Agreement before the end of any month, the fee for the
part of the month during which the Sub-Sub-Investment Manager acted under this
Agreement will be prorated according to the proportion which the period bears
to the full month and will be payable upon the date of termination of this
Agreement.
For the purpose of determining the fees payable to the Sub-Sub-Investment
Manager, the value of the Portfolio's net assets will be computed in the
manner specified in the Fund's Prospectus. The Sub-Sub-Investment Manager will
bear all of its own expenses (such as research costs) in connection with the
performance of its duties under this Agreement except for those which the Sub-
Investment Manager agrees to pay.
Other Matters.
-------------
The Sub-Sub-Investment Manager may from time to time employ or associate
with itself any person or persons believed to be particularly fitted to assist
in its performance of services under this Agreement. The compensation of any
such persons will be paid by the Sub-Sub-Investment Manager, and no obligation
will be incurred by, or on behalf of, the Fund, the Investment Manager or the
Sub-Investment Manager with respect to them.
The Fund, the Investment Manager and the Sub-Investment Manager understand
that the Sub-Sub-Investment Manager now acts and will continue to act as
investment manager to various investment companies and fiduciary or other
managed accounts, and the Fund, the Investment Manager and the Sub-Investment
Manager have no objection to the Sub-Sub-Investment Manager's so acting. In
addition, the Fund understands that the persons employed by the Sub-Sub-
Investment Manager to assist in the performance of the Sub-Sub-Investment
Manager's duties hereunder will not devote their full time to such service,
and
7
nothing herein contained shall be deemed to limit or restrict the Sub-Sub-
Investment Manager's right or the right of any of the Sub-Sub-Investment
Manager's affiliates to engage in and devote time and attention to other
businesses or to render other services of whatever kind or nature.
The Sub-Sub-Investment Manager agrees that all books and records which it
maintains for the Fund are the Fund's property. The Sub-Sub-Investment Manager
also agrees upon request of the Investment Manager or the Fund, promptly to
surrender the books and records to the requester or make the books and records
available for inspection by representatives of regulatory authorities. The
Sub-Sub-Investment Manager further agrees to maintain and preserve its books
and records in accordance with the Investment Company Act and rules
thereunder.
The Sub-Sub-Investment Manager will not be liable for any error of
judgment or mistake of law or for any loss suffered by the Fund in connection
with the matters to which this Agreement relates, except for a loss resulting
from willful misfeasance, bad faith or gross negligence of the Sub-Sub-
Investment Manager in the performance of its duties or from reckless disregard
of its obligations and duties under this Agreement.
The Investment Manager has herewith furnished the Sub-Sub-Investment
Manager copies of the Fund's Prospectus, Articles of Incorporation and By-Laws
as currently in effect and agrees during the continuance of this Agreement to
furnish the Sub-Sub-Investment Manager copies of any amendments or supplements
thereto before or at the time the amendments or supplements become effective.
The Sub-Sub-Investment Manager will be entitled to rely on all documents
furnished to it by the Investment Manager, the Sub-Investment Manager or the
Fund.
8
ARTICLE 3.
Duration and Termination of this Agreement.
------------------------------------------
This Agreement shall become effective as of the date first above written
and shall remain in force until May 16, 1998 and thereafter shall continue in
effect, but only so long as such continuance is specifically approved at least
annually by (i) the Board of Directors of the Fund, or by the vote of a
majority of the outstanding shares of the Portfolio, and (ii) a majority of
those directors who are not parties to this Agreement or interested persons of
any such party cast in person at a meeting called for the purpose of voting on
such approval.
This Agreement may be terminated with respect to the Portfolio at any
time, without the payment of any penalty, by the Board of Directors of the
Fund, or by vote of a majority of the outstanding shares of the Portfolio, on
sixty days' written notice to the Investment Manager, the Sub-Investment
Manager and the Sub-Sub-Investment Manager or by the Investment Manager, the
Sub-Investment Manager or the Sub-Sub-Investment Manager on sixty days'
written notice to the Fund. This Agreement shall automatically terminate in
the event of its assignment or in the event of the termination of the State
Street Research International Stock Portfolio Investment Management Agreement.
ARTICLE 4.
Definitions.
-----------
The terms "assignment," "interested person," and "majority of the
outstanding shares," when used in this Agreement, shall have the respective
meanings specified under the Investment Company Act.
9
The term "Associate" means a holding company or subsidiary of the Sub-
Sub-Investment Manager and any other subsidiary of such holding company, and
any other person who alone or with any Associate (as so defined) is entitled
to control the exercise of 15 per cent of the voting power at any general
meeting of the Sub-Sub-Investment Manager or such holding company or
subsidiary.
The term "Custodian" means State Street Bank and Trust Company of 000
Xxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000.
ARTICLE 5.
Complaints Procedure
--------------------
The Sub-Sub-Investment Manager has in operation a written procedure in
accordance with the rules if IMRO for the effective consideration and proper
handling of complaints from clients. Any complaint by the Fund should be sent
in writing to the compliance officer of the Sub-Sub-Investment Manager at 0X
Xxxxx Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxx WIP 7AA. If the matter cannot be
resolved immediately to the Fund's satisfaction then the compliance officer
will conduct an investigation into the complaint and will notify the Fund
within 14 days as to what action the Sub-Sub Investment Manager intends to
take with regard to the matter. The Fund is also entitled to make any
complaint about the Sub-Sub-Investment Manager to IMRO. At the Fund's request,
IMRO will provide a statement describing the Fund's right to compensation in
the event of the Sub-Sub-Investment Manager's inability to meet any
liabilities to the Fund.
ARTICLE 6.
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Amendments of this Agreement.
----------------------------
This Agreement may be amended by the parties only if such amendment is
specifically approved by (i) the Board of Directors of the Fund, to the extent
permitted by the Investment Company Act, or by the vote of a majority of the
outstanding shares of the Portfolio, and (ii) by the vote of a majority of
those directors of the Fund who are not parties to this Agreement or
interested persons of any such party cast in person at a meeting called for
the purpose of voting on such approval.
ARTICLE 7.
Governing Law.
-------------
The provisions of this Agreement shall be construed and interpreted in
accordance with the laws of the State of New York as at the time in effect and
the applicable provisions of the Investment Company Act. To the extent that
the applicable law of the State of New York, or any of the provisions herein,
conflict with the applicable provisions of the Investment Company Act, the
latter shall control.
ARTICLE 8.
Notices.
-------
Notices to be given hereunder shall be addressed to:
Fund: Xxxxxxxxxxx X. Xxxxxxxx
President and Chief Operating Officer
Metropolitan Series Fund, Inc.
Xxx Xxxxxxx Xxxxxx, Xxxx 0X
Xxx Xxxx, Xxx Xxxx 00000
Investment Manager: Xxxx X. Xxxxxx, Esq.
Executive Vice-President and General Counsel
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Metropolitan Life Insurance Company
Xxx Xxxxxxx Xxxxxx, Xxxx 00X
Xxx Xxxx, Xxx Xxxx 00000
Sub-Investment Manager: Xxxxxxx X. XxXxxxxx, III
Executive Vice President, Secretary & General Counsel
State Street Research & Management Company
Xxx Xxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
Sub-Sub-Investment Xxx X. Xxxx
Manager: Senior Vice President and CIO
GFM International Investors Limited
0 Xxxxx Xx. Xxxxxxx Xxxx
Xxxxxx, Xxxxxxx XX0X 0XX
Changes in the foregoing notice provisions may be made by notice in writing to
the other parties at the addresses set forth above. Notice shall be effective
upon delivery.
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METROPOLITAN SERIES FUND, INC.
By__________________
President
Attest:
--------------------
Secretary
METROPOLITAN LIFE INSURANCE
COMPANY
By_________________________
Attest:
----------------------
Assistant Secretary
STATE STREET RESEARCH & MANAGEMENT COMPANY
By_____________________
Attest:
--------------------
Secretary
GFM INTERNATIONAL INVESTORS LIMITED
By_______________________
Attest:
-----------------
13
APPENDIX A
GFM INTERNATIONAL INVESTORS LIMITED
-----------------------------------
Metropolitan Series Fund Fee Schedule
-------------------------------------
State Street Research International Stock Portfolio
---------------------------------------------------
1st $500M .50%
next $500M .45%
above $1,000M 40% of the average daily
value the net assets of the Portfolio.
00
XXXXXXXX X
GENERAL RISK DISCLOSURE STATEMENT
---------------------------------
PART I
------
This statement is made in compliance with the rules of the Securities and
Investments Board.
The risk of loss in investing in commodity, financial or other futures, options
or contracts for differences can be substantial. The Fund should carefully
consider whether such investments are suitable for it in the light of its
circumstances and financial resources. The Fund should be aware of the
following points:
1. In a relatively short time it may sustain a total loss of the deposits and
of the margin placed with the Sub-Sub-Investment Manager to establish or
maintain an open position if the market moves against it. The Fund may be
called upon to deposit a substantial additional margin, at short notice, to
maintain its position. If the Fund does not provide such additional funds
within the time required, its position may be liquidated at a loss and it
will be liable for any resulting deficit.
2. If the Fund deposits collateral as security for calls made upon it by the
Sub-Sub-Investment Manager it will lose its identity as the Fund's property
once dealings on its behalf are undertaken and may be passed on to an
exchange's clearing house or other brokers. Even if its dealings should
ultimately prove profitable, the Fund may have to accept payment in cash
and not get back the actual assets which it has deposited. Nor will the
Fund's deposit be protected to the same extent as would a cash deposit held
on trust in a segregated client bank account.
3. Under certain market conditions it may be difficult or impossible to
liquidate a position. This may occur, for example, at times of rapid price
movement if the price rises or falls in one trading session to such an
extent that, under the rules of the relevant exchange, trading is suspended
or restricted.
4. Placing a stop-loss order will not necessarily limit the Fund's losses to
the intended amounts, for market conditions may make it impossible to
execute such orders at the stipulated price.
5. A spread or straddle position may be as risky as a single long or short
position and can be more complex.
6. Markets in futures, options and contracts for differences can be highly
volatile and investment in them carries a high risk of loss. The high
degree of "gearing" or "leverage" is a particular feature of this type of
transaction. This stems from the margining system applicable to such
contracts which generally involves a comparatively modest deposit of margin
in terms of the
15
overall contract value, so that a relatively small market movement can have
a disproportionately dramatic effect on the Fund's investment. If the
market movement is in the Fund's favor, it may achieve a good profit
return, but an equally small adverse market movement can result not only in
the loss of the Fund's entire original investment, but may also expose it
to the distinct possibility of an unquantifiable loss exceeding its
original investment.
7. If the Fund takes (buys) an option, its risk in most cases will be less
than trading in futures since the Fund should not lose more than the
premium it paid plus any commission or other transaction charges. However,
there are many different types of options with different peculiarities and
subject to different conditions. The Fund should accordingly require the
Sub-Sub-Investment Manager to inform it of all relevant details before
committing itself. In all cases the Fund can easily lose its entire
investment in the option. If the Fund grants (sells) an option, its risk
of loss may be at least as great as its exposure in trading futures.
Although the Fund will receive a premium payment for granting (selling) the
option, a relatively small adverse market movement can quickly eradicate
that premium. The Fund may be liable to pay substantial additional margins
which could involve it in significant losses. Moreover, the buyer of an
option acquires certain rights which may limit the Fund's ability to
protect itself. Only experienced traders should contemplate granting
options and then only after securing full details from the Sub-Sub-
Investment Manager of the applicable conditions and potential risk
exposure.
8. Where the Sub-Sub-Investment Manager deals for the Fund it should, unless
the Fund has effectively agreed otherwise in circumstances where this is
permitted under the rules of the Securities and Investments Board, do so
only in contracts of the types dealt with on one of the recognized or
designated exchanges. If the Fund instructs the Sub-Sub-Investment Manager
to deal on foreign markets, it will probably instruct a broker in the
country concerned. Normally that broker will not be subject to the rules
or regulations of the Securities and Investments Board and the exchange on
which that foreign broker effects the transactions may not be subject to as
strict regulations as a recognized investment exchange in the United
Kingdom. Hence the degree of protection afforded to the Fund may be less
than if the Fund restricts its transactions to United Kingdom markets. The
Fund should ensure that the Sub-Sub-Investment Manager explains the
protections which will operate and ascertain whether it accepts liability
for any default of the foreign broker that he employs. If the Sub-Sub-
Investment Manager does not accept such a liability the Fund could lose all
that it has invested or stands to gain if the foreign broker defaults.
9. The Fund should require of the Manager prior to the commencement of trading
written confirmation of all commission and other transactions charges for
which the Fund will be liable. In the event that any charges are not
expressed in money terms, (but, for example, as a percentage of contract
value) the Fund should obtain a clear written explanation, including
appropriate examples, to establish what such charges are likely to mean in
specific money terms. The Fund should realize that when commission is
charged as a percentage it will
16
normally be as a percentage of the total contract value and not simply a
percentage of the Fund's deposit.
10. The Sub-Sub-Investment Manager may also be a dealer trading for its own
account and may accordingly be involved in the same markets as the Fund.
Under such circumstances the Company should be aware that the Sub-Sub-
Investment Manager's own account involvement could be contrary to the
Fund's interests. The Sub-Sub-Investment Manager is required to inform the
Fund in advance if the Sub-Sub-Investment Manager deals on his own behalf
in relevant markets.*
11. The guarantee of performance by the exchanges' clearing houses applies only
to their contracts with members. They do not guarantee performance of the
Sub-Sub-Investment Manager's contracts with the Fund.
12. The Sub-Sub-Investment Manager's insolvency or that of any other brokers
involved may lead to the Fund's positions being closed without the Fund's
consent.
13. The Fund has agreed that its money held by the Sub-Sub-Investment Manager
need not be segregated in a client bank account and the Fund will lack that
protection should the Sub-Sub-Investment Manager become insolvent.+
This brief statement cannot disclose all risks of investments in futures,
options and contracts for differences. They are not suitable for many members
of the public and the Fund should carefully study such investments before he
commits funds to them. They may also have tax consequences and on this the Fund
should consult its lawyer, accountant or other tax adviser.
GFM INTERNATIONAL INVESTORS LIMITED.
I have read and understood Part I of this risk disclosure statement set out
above
______________________________________Date
______________________________________Signature
For and on behalf of:
17
-------------------------
METROPOLITAN SERIES FUND, INC.
* Notwithstanding that the rules of the Securities and Investments Board
require the Sub-Sub-Investment Manager to so state, the Sub-Sub-Investment
Manager will not be acting as a dealer trading for his own account.
+ Notwithstanding that the rules of the Securities and Investments Board
require the Sub-Sub-Investment Manager to so state, the Fund has agreed
that its money will not be held by the Sub-Sub-Investment Manager, but
rather will be held by its custodian.
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GENERAL RISK DISCLOSURE STATEMENT
---------------------------------
PART II
Limited Liability Transaction
-----------------------------
1. Before entering into a limited liability transaction, the Fund should
obtain from the Sub-Sub-Investment Manager a formal written statement
confirming that the extent of the Fund's loss liability on each transaction
will be limited to an amount agreed by the Fund prior to entering into the
transaction.
2. The amount of such agreed liability must be indicated in the contract or
confirmation note of the transactions.
3. The Fund is required under the rules of the Securities and Investments
Board to deposit in cash the amount of the agreed maximum liability assumed
by the Fund in relation to each transaction.
4. The amount the Fund can lose in limited liability transactions will be less
than in other margined transactions which have no predetermined loss limit.
Nevertheless, even though the extent of loss will be subject to the agreed
limited, the Fund may sustain the loss in a relatively short time. The
Fund's loss may be limited, but the risk of it sustaining the total loss of
his deposit is substantial.
5. The commission or other costs the Fund will incur in entering into this
type of transaction are likely to be substantially higher than for other
margined transactions where there is no guaranteed loss limit. Such costs
must be included in (and not additional to) the Fund's agreed loss
liability, and the Fund should be aware that higher charges increase the
likelihood and extent of his loss.
I have read and understood Part II of this risk disclosure statement set out
above.
-----------------------------
Date
-----------------------------------------------
Signature
19
For and on behalf of:
--------------------------
METROPOLITAN SERIES FUND, INC
20