The Tax Tamer ® I - First Investors

The Tax Tamer ® IAn Individual Variable Annuity ContractOffered byFirst Investors Life Insurance CompanyThis booklet contains two prospectuses. The first prospectusis for the First Investors Life Variable Annuity Fund C (SeparateAccount C) Contract, which we call The Tax Tamer I. Thesecond prospectus is for the Life Series Funds, which providesthe underlying investment options for the individual variableannuity contract offered through Separate Account C.May 1, 2014

THE Tax Tamer ® Ian Individual Variable Annuity ContractFirst Investors Life Variable Annuity Fund C(Separate Account C)First Investors Life Insurance Company40 Wall Street, New York, New York 10005 / 1(800) 832-7783This prospectus describes an individual variable annuity Contract (the "Contract") formerlyoffered by First Investors Life Insurance Company (“First Investors Life”, “We”, “Us” or “Our”).The Contract provides You with the opportunity to accumulate capital, on a tax-deferred basis,for retirement or other long-term purposes and thereafter, if You so elect, receive annuitypayments for a lifetime based upon the Contract’s accumulated value.New Contracts are not currently being offered for sale. Existing Contractowners may continue tomake additional payments under their respective Contract.When You invest in a Contract, You allocate Your Purchase Payments (less certain charges) toone or more “Subaccounts” of Separate Account C. Each of these Subaccounts invests in acorresponding “Fund” of the First Investors Life Series Funds (“Life Series Funds”). The amountYou accumulate depends upon the performance of the Subaccounts in which You invest. Youbear all of the investment risk, which means that You could lose money.Please read this prospectus and keep it for future reference. It contains important informationthat You should know. We filed a Statement of Additional Information (“SAI”), dated May 1,2014, with the Securities and Exchange Commission (“SEC”). We incorporate the SAI byreference into this prospectus. See the SAI Table of Contents at the end of this prospectus. Youcan get a free SAI by contacting Us at Raritan Plaza 1, Edison, New Jersey 08837, by calling thetelephone number shown above or by visiting Our website www.firstinvestors.com. You canreview and copy Our documents (including reports and SAIs) at the Public Reference Room ofthe SEC in Washington, D.C. You can also obtain copies of Our documents after paying aduplicating fee (i) by writing to the Public Reference Section of the SEC, Washington, D.C.20549-0102 or (ii) by electronic request at publicinfo@sec.gov. You can obtain information onthe operation of the Public Reference Room, including information about duplicating feecharges, by calling (202) 551-8090. Text-only versions of documents can be viewed online ordownloaded from the EDGAR database on the SEC’s Internet website at http://www.sec.gov.The SEC has not approved or disapproved these securities or passed judgment on the adequacyof this prospectus. Any representation to the contrary is a criminal offense.This prospectus is valid only if attached to the current prospectus for the Life Series Funds.The date of this prospectus is May 1, 2014.

CONTENTSFEES AND EXPENSES ...................................................................................................... 1HISTORICAL ACCUMULATION UNIT INFORMATION ....................................................... 3OVERVIEW OF THE CONTRACT ...................................................................................... 6Summary of Risks and Rewards of the Contract ........................................................ 6Who We Are and How to Contact Us .......................................................................... 7THE CONTRACT IN DETAIL .......................................................................................... 10Application and Purchase Payments ........................................................................ 10How the Contract Works ......................................................................................... 10Allocation of Purchase Payments to Subaccounts .................................................... 10Reallocations Among Subaccounts .......................................................................... 10What Are Our Policies on Frequent Reallocations Among Subaccounts? ................. 11What Are the Risks to Contractowners of Frequent Reallocations? .......................... 12The Accumulation Period ........................................................................................ 12The Annuity Period .................................................................................................. 13Your Right to Cancel the Contract............................................................................ 15FINANCIAL INFORMATION ........................................................................................... 17Calculating Values ................................................................................................... 17Contract Expenses ................................................................................................... 17Mortality and Expense Risk Charge ......................................................................... 19Other Charges.......................................................................................................... 19Federal Tax Information .......................................................................................... 19OTHER INFORMATION ................................................................................................. 23Voting Rights ........................................................................................................... 23Processing Transactions .......................................................................................... 23Reservation Of Rights .............................................................................................. 24Contract Years and Anniversaries ............................................................................ 24State Variations ........................................................................................................ 24Distribution of the Contract ..................................................................................... 24Reports .................................................................................................................... 24Financial Statements ................................................................................................ 25TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION .............. 26First Investors Life does not guarantee the performance of the Subaccounts. The Contract is nota deposit or obligation of, or guaranteed or endorsed by, any bank or depository institution, noris it federally insured by the Federal Deposit Insurance Corporation, the Federal Reserve Bankor any other agency. The Contract involves risk, including possible loss of the principal amountinvested.The Units of interest under the Contract are offered in a limited number of states andjurisdictions. This prospectus does not constitute an offering in any state or jurisdiction inwhich such offering may not lawfully be made. First Investors Life does not authorize anyinformation or representations regarding the Contract other than as described in thisprospectus, the attached prospectus or any supplements thereto or in any supplemental salesmaterial We authorize.

GLOSSARY OF SPECIAL TERMSAccumulated Value – The value of all theAccumulation Units credited to the Contract.Accumulation Period – The periodbetween the date of issue of a Contract andthe Annuity Commencement Date or thedeath of either the Annuitant orContractowner.Accumulation Unit – A unit that measuresthe value of a Contractowner's interest in aSubaccount of Separate Account C before theAnnuity Commencement Date. AccumulationUnits are established for each Subaccount.The Accumulation Unit value increases ordecreases based on the investmentperformance of the Subaccount’scorresponding Fund.Annuitant – The person whose life is themeasure for determining the amount andduration of annuity payments and uponwhose death, prior to the AnnuityCommencement Date, the death benefitunder the Contract becomes payable.Annuity Commencement Date – The dateon which We begin making annuitypayments.Annuity Unit – A unit that determines theamount of each annuity payment after thefirst annuity payment. Annuity Units areestablished for each Subaccount. TheAnnuity Unit value increases or decreasesbased on the investment performance of theSubaccount’s corresponding Fund.Annuity Value – The value of the AnnuityUnits credited to the Contract during theannuity income period following the AnnuityCommencement Date.Beneficiary – The person who is designatedto receive any benefits under a Contractupon the death of the Annuitant or theContractowner.Business Day – Any date on which the NewYork Stock Exchange (“NYSE”) is open forregular trading. Each Business Day ends asof the close of regular trading on the NYSE(normally 4:00 P.M., Eastern Time). TheNYSE is closed most national holidays andGood Friday.Contract – An individual variable annuityContract offered by this prospectus.Contractowner – The person or entity withlegal rights of ownership of the Contract.Fixed Annuity Payment – Annuity paymentsthat remain fixed as to dollar amount andguaranteed throughout the annuity incomeperiod.General Account – All assets of FirstInvestors Life other than those allocated toSeparate Account C and other segregatedinvestment accounts of First Investors Life.Good Order – Notice from someoneauthorized to initiate a transaction under aContract, received in a format satisfactory toUs at Our Administrative Office or otheroffice We may designate (“AdministrativeOffice”), that contains all informationrequired by Us to process the transaction.Internal Revenue Code – The InternalRevenue Code of 1986, as amended.Joint Annuitant – The designated secondperson under a joint and survivor lifeannuity.Net Accumulated Value – The accumulatedvalue less any applicable premium taxes notpreviously deducted.Purchase Payment – A payment madeinitially to purchase a Contract or as anadditional contribution to a Contract (lessany charges).Separate Account C – The segregatedinvestment account entitled "First InvestorsLife Variable Annuity Fund C", established byFirst Investors Life pursuant to applicablelaw and registered as a unit investment trustunder the Investment Company Act of 1940(“1940 Act”).

Subaccount – A segregated investmentsubaccount under Separate Account C thatcorresponds to a Fund of the Life SeriesFunds. The assets of a Subaccount areinvested in shares of the corresponding Fundof the Life Series Funds.Valuation Period – The period beginning atthe end of any Business Day and extending tothe end of the next Business Day.Variable Annuity Payment – Annuitypayments that vary in dollar amount, inaccordance with the net investmentexperience of the Subaccounts, throughoutthe annuity income period.We (and Our) – First Investors Life.You (and Your) – An actual or prospectiveContractowner who is reading theprospectus.

FEES AND EXPENSESThe following tables below show the fees and expenses that You will incur when You buy, ownand surrender a Contract.The first table describes the fees and expenses that You will pay at the time that You buy theContract. State premium taxes may also be deducted.Contractowner Transaction ExpensesMaximum Sales Charge Imposed on Purchases(as a percentage of Purchase Payment) 7.00%The next table describes the fees and expenses that You will pay periodically during the timeYou own the Contract, not including Fund fees and expenses.Annual Contract Expenses(as a percentage of average daily account value)Mortality and Expense Risk Charge 1.00%Administrative Charge 0.00% †Total Annual Contract Expenses 1.00%† We may deduct an administrative charge of $7.50 per year if the Accumulated Value of a Contract is less than$1,500 because of partial withdrawals. (See "Administrative Charge"). For more complete descriptions of thevarious charges and expenses shown, please refer to “FINANCIAL INFORMATION: Contract Expenses – Sales Charge,Mortality and Expense Charge, and Other Charges.”1

The next table shows the minimum and maximum total annual fund operating expenses of theunderlying Life Series Funds, as of December 31, 2013. These expenses may be higher or lowerin the future. More detail concerning each Fund’s fees and expenses is contained in the attachedprospectus for the Life Series Funds.Total Annual Fund Operating ExpensesRange of expenses that are deducted from Fund assets,including management fees and other expenses.Minimum Maximum (1)0.79% 1.54%(1) The maximum total annual fund operating expenses have been restated to reflect current operating expenses.The following examples are intended to help You compare the cost of investing in the Contractwith the cost of investing in other variable annuity contracts. These costs include Contractownertransaction expenses, Contract fees, separate account annual expenses and fees and expenses ofthe Funds. The examples assume that You invest $10,000 in the Contract for the time periodsindicated. The examples also assume that Your investment has a 5% return each year andassumes the maximum fees and expenses of any of the Funds. Although Your actual costs maybe higher or lower, based on these assumptions, Your costs would be:If You surrender, annuitize or do not surrender Your Contract at the end of the applicable timeperiod:1 year 3 years 5 years 10 yearsMaximum Cost $888 $1,281 $1,698 $2,855Minimum Cost $870 $1,227 $1,607 $2,668You should not consider the expenses in the example as a representation of past or futureexpenses. Actual expenses in future years may be more or less than those shown.2

HISTORICAL ACCUMULATION UNIT INFORMATIONThis table shows the Accumulation Unit Values and the number of Accumulation Unitsoutstanding for each Subaccount of Separate Account C for the last 11 fiscal years (or the life ofthe Subaccount, if less). For years 2010 and later, the number of Accumulation Units shownbelow pertain to Contracts offered under this prospectus.SubaccountAtAccumulationUnit Value($)Number ofAccumulationUnitsCashManagementSubaccountEquity IncomeSubaccountFund For IncomeSubaccountDecember 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 201314.68514.64114.85015.34315.89316.05415.92115.76315.60615.45015.29615.58317.95618.85922.67322.29915.58518.67521.13821.24823.39230.22929.63032.25132.06134.84234.86025.58934.24038.54740.32245.31347.947331,160.4241,012.6182,146.8193,491.2518,520.1376,675.7303,014.8333,233.6248,102.9197,083.4173,579.42,109,425.11,972,594.11,899,062.71,710,351.11,577,727.61,377,531.81,184,140.41,040,493.5921,953.9817,244.4744,592.7733,776.6683,685.6631,781.4535,648.1482,188.2413,012.8374,655.5337,794.5336,095.4315,698.4290,181.83

SubaccountAtAccumulationUnit Value($)Number ofAccumulationUnitsGovernmentSubaccountGrowth & IncomeSubaccountInternationalSubaccountInvestmentGradeSubaccountOpportunitySubaccount*December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2012December 31, 201318.80019.28719.57920.12121.22522.47123.19924.07525.12525.35924.48540.57544.49847.22753.46853.98534.62543.89450.49351.17359.50681.33623.36126.49928.65436.25243.42524.98330.48234.23834.11540.81643.14620.52121.13721.20121.82822.80319.95723.89625.84927.18529.93829.40310.05613.935767,494.4635,482.9585,087.8529,973.1514,817.5514,512.9493,703.6489,588.9451,022.9436,091.8381,476.62,578,414.02,306,271.92,079,072.71,821,672.01,626,474.01,401,403.11,216,234.81,091,296.81,607,582.31,412,861.61,265,790.31,521,685.81,353,502.71,207,617.01,081,518.61,010,952.9888,496.3782,978.8682,393.1611,988.5538,222.9489,865.61,047,192.3938,241.9880,520.1758,876.0738,222.8655,153.9618,028.3618,638.5612,267.1610,092.1540,621.7129.647,890.04

SubaccountAtAccumulationUnit Value($)Number ofAccumulationUnitsSelect GrowthSubaccountSpecial SituationsSubaccountTarget Maturity2015 SubaccountTotal ReturnSubaccount*December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2003December 31, 2004December 31, 2005December 31, 2006December 31, 2007December 31, 2008December 31, 2009December 31, 2010December 31, 2011December 31, 2012December 31, 2013December 31, 2012December 31, 20136.0507.6508.0188.3789.08010.0165.8046.3157.5727.89011.66734.98239.06040.65849.31452.05534.40144.53755.81056.49461.52979,72814.62315.70416.23116.36717.77620.16219.51820.98222.25622.21921.9559.92611.500509,518.5428,049.7368,155.3303,144.2271,525.5326,913.1320,182.6300,998.5333,422.0343,794.0301,426.21,406,523.11,233,285.01,098,894.8960,282.3856,791.0732,305.6653,636.4574,072.1520,274.0461,246.2411,933.9362,596.9333,577.9328,561.4326,719.7376,024.8361,598.5330,511.9358,649.2324,851.7294,308.5253,376.00.078,867.6*The inception date for the Opportunity Subaccount and the Total Return Subaccount was December 17, 2012. TheAccumulation Unit values for each of these Subaccounts initially was set at $10.00 on December 17, 2012.5

OVERVIEW OF THE CONTRACTThis overview highlights some basicinformation about the Contract offered byFirst Investors Life in this prospectus. Youwill find more information about theContract in “THE CONTRACT IN DETAIL”section of this prospectus.SUMMARY OF RISKS AND REWARDSOF THE CONTRACTThe benefits of the Contract are, amongother things:• There are 12 Subaccounts availableunder the Contract, each with differentinvestment objectives, policies and risksallowing for investment diversification. EachSubaccount invests in a corresponding Fundof the Life Series Funds.• You defer payment of income taxes onany gains until You access Your moneythrough withdrawals or one of Our annuitypay-out options. This gives Your money thepotential to grow faster.• You can also reallocate Youraccumulated assets among the Subaccounts,as Your circumstances change, withoutincurring current income taxes.• Moreover, there are no income orcontribution limits – such as those that existon individual retirement accounts (“IRAs”)or 401(k)s – that restrict the amount thatYou can invest. You control how much Youinvest for Your retirement so long as Youmeet Our minimum investmentrequirements, and when and how often Youwish to add to Your Contract.• We guarantee a minimum death benefitwhich protects Your principal from marketdeclines if You die.• You can receive an annuity pay-outproviding a stream of income to suit Yourneeds for the rest of Your life.There are several risk factors that Youshould consider:• You bear all of the investment risk ofthe Funds that correspond to theSubaccounts You select, which means Youcould lose money.• An investment in a Contract is not adirect investment in a mutual fund. There areadditional charges for the death benefit andother features of the Contract that are notassociated with a mutual fund.• Because a 10% federal tax penalty isgenerally imposed on the taxable portion ofwithdrawals prior to age 59½, You shouldnot invest in the Contract if You have shortterminvestment objectives which wouldrequire You to liquidate all or a portion ofthe Contract prior to reaching age 59½.• A minimum holding period is oftennecessary before the tax benefits of taxdeferral are likely to outweigh the oftenhigher fees imposed on variable annuitiesrelative to alternative investments.• A tax-deferred accrual feature isalready provided by any tax-qualifiedarrangement such as an IRA. Therefore, Youshould have reasons other than tax deferral,such as the additional benefits, forpurchasing a Contract within an IRA or otherarrangement that receives tax deferralthrough the Internal Revenue Code.• A partial withdrawal or total surrenderof a Contract is taxed as ordinary income tothe extent that the Accumulated Valueexceeds Your principal contribution to theContract (i.e., on an “income first” basis).• The death benefit paid to a Beneficiaryof the Contract is taxed as ordinary incometo the Beneficiary at the Beneficiary’s tax rateto the extent that the death benefit exceedsthe Contractowner’s principal contributionto the Contract. Thus, if Your primaryobjective is to pass wealth on to Your heirs, alife insurance policy may be moreappropriate for You. The amount of thedeath benefit on a life insurance policy6

passes income-tax free to the Beneficiary; anannuity death benefit does not.• The assets of the General Accountsupport Our insurance obligations and aresubject to general liabilities from Ourbusiness operations and to claims by Ourgeneral creditors. Any guarantees underYour Contract that exceed Your AccumulatedValue (such as those that may be associatedwith the death benefit), are paid from theGeneral Account. Any such amounts that Weare obligated to pay in excess of YourAccumulated Value are subject to Ourfinancial strength and claims-paying ability.WHO WE ARE AND HOW TO CONTACTUSFirst Investors LifeFirst Investors Life Insurance Company, withits home office at 40 Wall Street, New York,New York 10005, is a stock life insurancecompany incorporated under the laws of theState of New York in 1962. We write lifeinsurance and annuities.First Investors Life is part of First InvestorsConsolidated Corporation ("FICC"), aholding company, which owns all of thevoting common stock of First Investors Life.Other affiliates of First Investors Life include:First Investors Corporation ("FIC"), thedistributor of the Contracts; First InvestorsManagement Company, Inc. (“FIMCO”), theinvestment adviser of the Life Series Funds;and Administrative Data Management Corp.,the transfer agent for the Life Series Funds.For information or service concerning aContract, You can contact Us in writing atOur Administrative Office located at RaritanPlaza 1, Edison, New Jersey 08837. You canalso call Us at 1-800-832-7783 between thehours of 9:00 A.M. and 6:00 P.M., EasternTime, or fax Us at 732-855-5935. You canalso contact Us through Our Website atwww.firstinvestors.com.You should send any Purchase Payments,notices, elections, or requests that Youmake, as well as any other documentationthat We require for any purpose in7connection with Your Policy, to OurAdministrative Office. No such payment,notice, election, request or documentationwill be treated as having been “received” byUs until We have received it, as well as anyrelated items that We require, all in completeand Good Order (i.e., in form and substanceacceptable to Us) at Our AdministrativeOffice.To meet Our requirements for processingtransactions, We may require that You useOur forms. We will notify You and provideYou with an address if We designate anotheroffice for receipt of information, paymentsand documents.Separate Account CFirst Investors Life Variable Annuity Fund C("Separate Account C") was established onDecember 21, 1989 under New YorkInsurance Law. Separate Account C (the“Separate Account”) is registered with theSecurities and Exchange Commission(“SEC”) as a unit investment trust under theInvestment Company Act of 1940, asamended (“1940 Act”).We segregate the assets of the SeparateAccount from Our other assets in OurGeneral Account. These assets fall into twocategories: (1) assets equal to Our reservesand other liabilities under the Contract and(2) additional assets derived from expensesthat We charge to the Separate Account. Theassets equal to Our reserves and liabilitiessupport the Contract. We cannot use theseassets to satisfy any of Our other obligations.The assets We derive from Contract chargesdo not support the Contract, and We cantransfer these assets in cash to Our GeneralAccount. Before making a transfer, We willconsider any possible adverse impact thatthe transfer may have on a Separate Account.We credit to, or charge against, theSubaccounts of each Separate Accountrealized and unrealized income, gains andlosses without regard to Our other income,gains and losses. The obligations under theContract are Our obligations. Any guaranteesunder Your Policy that exceed Your

Accumulated Value (such as those that maybe associated with the death benefit), arepaid from Our General Account. Any suchamounts that We are obligated to pay inexcess of Your Accumulated Value aresubject to Our financial strength and claimspayingability.Each Subaccount invests its assets in acorresponding Fund of the Life Series Fundsat net asset value. Therefore, We own theshares of the underlying Funds, not You. Thevalue of Your investment in a Subaccount isdetermined by the value of the underlyingFund. Each Subaccount reinvests anydistribution received from a Fund in thedistributing Fund at net asset value. So, noneof the Subaccounts make cash distributionsto Contractowners. Each Subaccount maymake deductions for charges and expensesby redeeming the number of equivalent Fundshares at net asset value.The Life Series FundsThe Life Series Funds is an open-endmanagement investment company registeredwith the SEC under the 1940 Act. The LifeSeries Funds consists of 12 separate series(“Funds”), all of which are available toContractowners of Separate Account C. Eachof the Funds currently offers its shares onlythrough the purchase of a Contract oranother variable life or variable annuityContract issued by First Investors Life or byother insurance companies.The Life Series Funds reserves the right tooffer its shares to other separate accounts ordirectly to Us.Although some of the Funds have similarnames, the same portfolio manager and thesame investment objectives as other publiclyavailable mutual funds, they are separate anddistinct from these mutual funds. The Fundswill have different portfolio holdings and feesso their performances will vary from theother mutual funds.FIMCO, the investment adviser of the LifeSeries Funds, is a New York corporationlocated at 40 Wall Street, New York, NewYork 10005. FIMCO and Life Series Fundshave retained Smith Asset ManagementGroup, L.P., 100 Crescent Court Suite 1150Dallas, TX 75201, to serve as the subadviserof the Select Growth Fund, Vontobel AssetManagement, Inc., 1540 Broadway, NewYork, New York 10036 to serve as thesubadviser of the International Fund andMuzinich & Co., Inc., 450 Park Avenue, NewYork, New York 10022 to serve assubadviser for the Fund For Income.The following table includes each availableFund’s investment objective. There is noassurance that any of the Funds will achieveits stated objective(s). There is a Subaccountwith the same name as its correspondingunderlying Fund. The degree of investmentrisk You assume will depend on theSubaccounts You select. You shouldconsider Your allocation carefully.The investment objectives, principalinvestment strategies, principal risks andmanagement of the Funds are described inthe attached Life Series Funds prospectus,which You should read carefully beforeinvesting.8

FundInvestment ObjectiveCash Management FundEquity Income FundFund for IncomeGovernment FundGrowth & Income FundInternational FundInvestment Grade FundOpportunity FundSelect Growth FundSpecial Situations FundTarget Maturity 2015 FundTotal Return FundHigh rate of current income consistent with the preservation of capital andmaintenance of liquidity.Total return.High current income.A significant level of current income which is consistent with security andliquidity of principal.Long-term growth of capital and current income.Long-term capital growth.A maximum level of income consistent with investment in investment gradedebt securities.Long-term capital growth.Long-term growth of capital.Long-term growth of capital.A predictable compounded investment return for investors who hold their Fundshares until the Fund’s maturity, consistent with preservation of capital.High, long-term total investment return consistent with moderate investmentrisk.9

THE CONTRACT IN DETAILAPPLICATION AND PURCHASEPAYMENTSWe are currently not offering or acceptingapplications for new Tax Tamer I Contracts.Existing Contractowners may makeadditional Purchase Payments under aContract of at least $200 each at any timeafter Contract issuance.Your additional Purchase Payments buyAccumulation Units of the Subaccounts andnot shares of the Funds in which theSubaccounts invest. We allocate PurchasePayments to the appropriate Subaccount(s)based on the next computed value of anAccumulation Unit following receipt at OurAdministrative Office in Good Order. Wemake these allocations after deductions forsales expenses (see “Contract Expenses -Sales Charge”).We value Accumulation Units at the end ofeach Business Day (generally 4:00 P.M.,Eastern Time). If We receive a PurchasePayment prior to the end of a Business Dayin a manner meeting Our requirements, Wewill process the payment based upon thatday’s Accumulation Unit values. If We receivea payment after the end of the Business Day,We will process the payment based upon thenext Business Day’s Accumulation Unitvalues.HOW THE CONTRACT WORKSThe Contract has two phases: anAccumulation Period and an annuity incomeperiod. During the Accumulation Period,earnings on Your investment accumulate ona tax-deferred basis. The annuity incomeperiod begins when You convert from theAccumulation Period by agreeing that theAnnuitant will start receiving regular annuitypayments after the Accumulated Value hasbeen applied to one of the annuity options inaccordance with the annuity rates in theContracts. You can select one of severalannuity income payment options.10The Contract is a “variable” annuity becauseYour Accumulated Value during theAccumulation Period and the amount ofYour variable annuity payments during theannuity income phase fluctuate based on theperformance of the Funds underlying theSubaccounts You have selected. As a result,the Accumulated Value in Your Contract andYour variable annuity payments may increaseor decrease. You are permitted to allocateYour Purchase Payments in up to 5 of 12available Subaccounts We offer under theContract, as long as each allocation is at least10% of the Purchase Payment. Subject tocertain limitations, You may reallocate YourAccumulated Value or Annuity Value.The Contract provides a guaranteed deathbenefit that is payable to a Beneficiary whenthe Contractowner or Annuitant dies duringthe Accumulation Period. Upon the death ofthe Annuitant, the Contract guarantees thatthe Beneficiary will receive the greater of (i)the total Purchase Payments less anywithdrawals or (ii) the Accumulated Value.Upon the death of the Contractowner, We payonly the Accumulated Value to theBeneficiary. We pay the death benefit whenWe receive both proof of death andappropriate instructions for payment.You may withdraw a portion or all of theAccumulated Value during the AccumulationPeriod.ALLOCATION OF PURCHASEPAYMENTS TO SUBACCOUNTSWhen You purchase a Contract You mayselect a percentage allocation among up to5 of the 12 Subaccounts. You may notallocate less than 10% of a PurchasePayment to any Subaccount. We reserve theright to adjust Your allocation to eliminatefractional percentages.REALLOCATIONS AMONGSUBACCOUNTSYou may subsequently reallocate theAccumulated Value of Your Contract, amongthe Subaccounts, provided that You invest in

no more than 5 at any one time and no lessthan 10% of the aggregate Annuity Unit valueis in each of Your Subaccounts. A request toreallocate may be made on Our Subaccountreallocation form or by telephone, subject tothe restrictions discussed below. If Wereceive a written reallocation request in OurAdministrative Office before the end of aBusiness Day (generally 4:00 P.M., EasternTime), We will process it based upon thatday’s Accumulation Unit values. If We receiveit after the end of a Business Day, We willprocess it at the next Business Day’sAccumulation Unit values.All subsequent Purchase Payments will beallocated according to Your then-existingpercentage allocations, unless You request adifferent allocation for that payment. We willnot automatically rebalance Your Contractvalue to Your designated percentageallocations. Unless You request areallocation to maintain Your allocations,You may end up with an allocation which hasmore or less risk than You intended.Telephone Transfer OptionYou may make transfers of AccumulationValue as described above by telephone bycalling 1(800) 832-7783. You will berequired to provide certain information foridentification purposes when requesting atransaction by telephone and We may recordYour telephone call. We may also requirewritten confirmation of Your request.We will not be liable for losses resultingfrom telephone requests that We believe aregenuine. We reserve the right to revoke orlimit Your telephone transaction privileges atany time without revoking or limiting allowners’ telephone transaction privileges.Telephone privileges may be denied tomarket timers and frequent or disruptivetraders.We cannot guarantee that telephonetransactions will always be available. Forexample, there may be interruptions inservice beyond Our control such as weatherrelatedemergencies.WHAT ARE OUR POLICIES ONFREQUENT REALLOCATIONS AMONGSUBACCOUNTS?The Contract is designed for long-terminvestment purposes. It is not intended toprovide a vehicle for frequent trading ormarket timing.As described in the Life Series Fundsprospectus, the Board of Trustees of the LifeSeries Funds has adopted policies andprocedures to detect and prevent frequenttrading in the shares of each of the LifeSeries Funds (other than the CashManagement Fund) and to reject, withoutany prior notice, any purchase or exchangetransaction if the Funds believe that thetransaction is part of a market timingstrategy.In order to protect Policyowners and tocomply with the underlying Funds’ policies,We have agreed to honor instructions fromthe Funds to restrict or prohibit furtherpurchases or transfers of shares by anyPolicyowner that has been identified by theFunds as having violated its market timingpolicies. Accordingly, We may be required toreject any reallocation request, without anyprior notice, that is determined by the Fundsto be part of a market timing strategy.In order to enforce Our policy againstmarket timing, We monitor reallocationrequests using criteria such as (a) thenumber of reallocation transactions thatoccur within a specified period of time and(b) the dollar amount of reallocations thatoccur within a specified period of time.Moreover, We will only accept a transactionrequest that is in writing, or made bytelephone, and that complies with Ourrequirements. We will not accept transactionrequests by facsimile or e-mail.We cannot guarantee that Our monitoringefforts will be effective in identifying orpreventing all market timing or frequenttrading activity in the Subaccounts.11

WHAT ARE THE RISKS TOCONTRACTOWNERS OF FREQUENTREALLOCATIONS?To the extent that Our policies are notsuccessful in detecting and preventingfrequent trading in the Subaccounts,frequent trading may: (a) interfere with theefficient management of the underlyingFunds by, among other things, causing theunderlying Funds to hold extra cash or tosell securities to meet redemptions; (b)increase portfolio turnover, brokerageexpenses, and administrative costs; and (c)harm the performance of the Funds,particularly for long-term shareholders whodo not engage in frequent trading. Theserisks may in turn adversely affectContractowners who invest in the Fundsthrough Our Subaccounts.In the case of the Subaccounts that investindirectly in high yield bonds and stocks ofsmall and/or mid-sized companies, the riskof frequent trading includes the risk thatinvestors may attempt to take advantage ofthe fact that these securities may tradeinfrequently and therefore their prices maybe slow to react to information. This couldcause dilution in the value of the shares heldby other shareholders.In the case of the Subaccounts that investindirectly in foreign securities, the risks offrequent trading include the risk of timezone arbitrage. Time zone arbitrage occurswhen shareholders attempt to take advantageof the fact that the valuation of foreignsecurities held by a Fund may not reflectinformation or events that have occurredafter the close of the foreign markets onwhich such securities principally trade butbefore the close of the NYSE. This couldcause dilution in the value of the shares heldby other shareholders.THE ACCUMULATION PERIODCrediting Accumulation UnitsDuring the Accumulation Period, We creditPurchase Payments to Your Contract in theform of Accumulation Units for each of Yourselected Subaccounts. We determine the12number of Accumulation Units that We creditto a Contractowner for the Subaccounts bydividing (a) the Purchase Payment (less anycharges) by (b) the value of anAccumulation Unit for the Subaccount on theBusiness Day the payment is received in OurAdministrative Office.The Value of Your ContractYour Accumulated Value fluctuates with thevalue of the assets of the Subaccounts lessexpenses and certain charges. There is noassurance that Your Accumulated Value willequal or exceed Purchase Payments. Wedetermine the value for the amount You havein each Subaccount by multiplying (a) thetotal number of Accumulation Units You holdin a Subaccount by (b) the value of anAccumulation Unit for the Subaccount for theValuation Period. We then add the amountattributable to each Subaccount to arrive atYour Accumulated Value.Death During the Accumulation PeriodIf the Annuitant dies prior to the AnnuityCommencement Date, We pay a death benefitto the Beneficiary You have designated. Wegenerally make this payment within sevendays of receiving in Good Order (a) a deathcertificate or similar proof of the death of theAnnuitant or Owner (“Due Proof of Death”)and (b) a claimant’s statement form thatincludes payment instructions with theBeneficiary’s election to receive payment ineither a single sum settlement or an annuityoption. We will pay the death benefit: (a) ina single sum, (b) by applying it to one of theannuity options, or (c) as We otherwisepermit. The decision on how We pay is atYour election before the Annuitant’s deathand the Beneficiary's election after theAnnuitant's death.We determine the Accumulated Value for thedeath benefit as of the next computed valueof the Accumulation Units following Ourreceipt at Our Administrative Office of DueProof of Death in Good Order.The amount of the death benefit payable tothe Beneficiary, upon the death of theAnnuitant, is the greater of (a) the total

Purchase Payments less partial withdrawalsor (b) the Accumulated Value. Upon thedeath of the Contractowner, We pay only theAccumulated Value to the Beneficiary.Special Requirements for Payment ofDeath BenefitIf the Contractowner dies before We havedistributed the entire interest in the Contract,we must distribute the value of the Contractto the Beneficiary as provided below.Otherwise, the Contract will not qualify as anannuity under Section 72 of the IRS Code.If the Contractowner dies prior to theAnnuity Commencement Date, the entireinterest in the Contract must be distributedto the Beneficiary (a) within five years, or(b) beginning within one year of death,under an annuity option that provides thatWe will make annuity payments over aperiod not longer than the life or lifeexpectancy of the Beneficiary.If the Contract is payable to (or for thebenefit of) the Contractowner's survivingspouse, We need not make any distribution.The surviving spouse may continue theContract as the new Contractowner. If theContractowner is also the Annuitant, thespouse has the right to become the Annuitantunder the Contract. Likewise, if the Annuitantdies and the Contractowner is not a naturalperson, the Annuitant's surviving spouse hasthe right to become the Contractowner andthe Annuitant. If the Beneficiary wishes totake the death benefit as an annuity payout,then the Beneficiary must make suchelection and payments must begin within 60days of the death. This is necessary to receivetax treatment of annuity payments ratherthan the death benefit being treated for taxpurposes as a lump sum distribution in theyear of the death.Partial Withdrawals and Full SurrendersDuring the Accumulation PeriodYou may make a partial withdrawal or fullsurrender of Your Contract at any timeduring the Accumulation Period if Wereceive Your request in Good Order on Ourform. You will be entitled to receive the Net13Accumulated Value of the Contract or, in thecase of a partial withdrawal, the portionwithdrawn. Your request is effective on thedate it is received in writing on Our form inGood Order at Our Administrative Office andYour Accumulated Value less the requestedamount will be determined based on the nextcomputed value of Accumulation Units. Wemay defer payment of the amount of awithdrawal or surrender for a period of notmore than seven days. We may also delaypayment for the following reasons:• we are unable to determine the amountof the payment because the NYSE is closedfor trading or the SEC determines that a stateof emergency exists, or;• for such other periods as the SEC mayby order permit for the protection of securityholders.In the case of a partial withdrawal, unlessYou direct Us otherwise, the amount Yourequest will be deducted from YourSubaccounts on a pro rata basis in theproportions to which their values bear to theAccumulated Value of Your Contract. We maydeduct an administrative charge of $7.50annually if withdrawals cause the value ofYour Contract to fall below $1,500.THE ANNUITY PERIODAnnuity Commencement DateAnnuity payments begin on the AnnuityCommencement Date You select when Youbuy a Contract. You may elect in writing toadvance or defer the AnnuityCommencement Date, not later than 30 daysbefore the Annuity Commencement Date.We will commence annuity payments on thefirst of the calendar month after theAnnuitant’s 85 th birthday or, if state lawpermits, 90 th birthday unless You select anearlier date.If the Net Accumulated Value on the AnnuityCommencement Date is less than $2,000, Wemay pay such value in one sum in lieu ofannuity payments. If the Net AccumulatedValue is $2,000 or more, but the Variable

Annuity Payments are estimated to be lessthan $20, We may change the frequency ofannuity payments to intervals that will resultin payments of at least $20.Annuity OptionsFrom the annuity options described below,You may elect to have the Net AccumulatedValue applied at the Annuity CommencementDate to provide Fixed Annuity Payments,Variable Annuity Payments, or a combinationthereof. You must make these elections inwriting to Us at Our Administrative Office atleast 30 days before the AnnuityCommencement Date. In the absence of Yourelection, We make Variable AnnuityPayments, beginning on the AnnuityCommencement Date under annuity option3. Option 3 is the basic annuity, a LifeAnnuity with 120 Monthly PaymentsGuaranteed. After the AnnuityCommencement Date, We allow noredemptions or changes among annuitypayment options.The material factors that determine the levelof Your annuity benefits are:• Your Accumulated Value before theAnnuity Commencement Date;• the annuity option You select;• the frequency and duration of annuitypayments;• the sex and adjusted age (as defined inthe Contract) of the Annuitant and any JointAnnuitant at the Annuity CommencementDate; and• in the case of a Variable AnnuityPayment, the investment performance of theSubaccounts You select.We apply the Accumulated Value on theAnnuity Commencement Date, based on theannuity rates in Your Contract, or morefavorable rates We may offer, reduced by anyapplicable premium taxes not previouslydeducted. You are then credited with anumber of Annuity Units which remains thesame for the payment period.14The Contract provides for the six annuityoptions described below. The annuityoptions available on a variable basis areOptions 1, 2a and 3. All Annuity PaymentOptions shown are available on a fixed basis:Option 1–Life Annuity. An annuity payablemonthly during the lifetime of the Annuitant,ceasing with the last payment due before thedeath of the Annuitant. If You elect thisoption, annuity payments terminateautomatically and immediately on the deathof the Annuitant without regard to thenumber or total amount of paymentsreceived.Option 2a–Joint and Survivor LifeAnnuity. An annuity payable monthly duringthe joint lifetime of the Annuitant and theJoint Annuitant and continuing thereafterduring the lifetime of the survivor, ceasingwith the last payment due before the death ofthe survivor.Option 2b–Joint and Two-Thirds toSurvivor Life Annuity. An annuity payablemonthly during the joint lifetime of theAnnuitant and the Joint Annuitant andcontinuing thereafter during the lifetime ofthe survivor at an amount equal to two-thirdsof the joint annuity payment, ceasing with thelast payment due before the death of thesurvivor.Option 2c–Joint and One-Half to SurvivorLife Annuity. An annuity payable monthlyduring the joint lifetime of the Annuitant andthe Joint Annuitant and continuing thereafterduring the lifetime of the survivor at anamount equal to one-half of the joint annuitypayment, ceasing with the last payment duebefore the death of the survivor.Under annuity options 2a, 2b and 2c, annuitypayments terminate automatically andimmediately on the deaths of both theAnnuitant and the Joint Annuitant withoutregard to the number or total amount ofpayments received.Option 3–Life Annuity with 60, 120 or240 Monthly Payments Guaranteed. Anannuity payable monthly during the lifetime

of the Annuitant, with the guarantee that if, athis or her death, payments have been madefor less than 60, 120 or 240 monthlyperiods, as elected, We will continue to payto the Beneficiary any guaranteed paymentsduring the remainder of the selected periodand, if the Beneficiary dies after theAnnuitant, We will pay the Beneficiary’sestate the present value of the remainder ofthe guaranteed payments. The present valueof the remaining payments is the discounted(or reduced) amount which would producethe total of the remaining payments assumingthat the discounted amount grew at theeffective annual interest return assumed inthe annuity tables of the Contract. TheBeneficiary may also, at any time he or she isreceiving guaranteed payments, elect to haveUs pay him or her the present value of theremaining guaranteed payments in a lumpsum.Option 4–Unit Refund Life Annuity. Anannuity payable monthly during the lifetimeof the Annuitant, terminating with the lastpayment due before the death of theAnnuitant. Upon the death of the Annuitant,We make an additional annuity payment tothe Beneficiary equal to the following: Wetake the Annuity Unit value of theSubaccount(s) as of the date that We receiveDue Proof of Death in writing at OurAdministrative Office. We multiply that valueby the remaining number of annuity unitspayable under this option. We calculate thenumber of annuity units payable bydeterming the excess, if any, of (a) over (b).For this purpose, (a) is (i) the NetAccumulated Value We allocate to eachSubaccount and apply under the option atthe Annuity Commencement Date, divided by(ii) the corresponding Annuity Unit value asof the Annuity Commencement Date, and (b)is the product of (i) the number of AnnuityUnits applicable under the Subaccountrepresented by each annuity payment and(ii) the number of annuity payments made.(For an illustration of this calculation, seeAppendix II, Example A, in the SAI.)15Assumed Investment ReturnWe use a 3.5% assumed investment todetermine the amount of each VariableAnnuity Payment. The first Variable AnnuityPayment is based on the assumed investmentreturn. Subsequent Variable AnnuityPayments fluctuate based on the investmentperformance of the Subaccounts You havechosen as compared to the assumedinvestment return. As a result, if the actualnet investment return of the Subaccountsequals 3.5%, the Variable Annuity Paymentswill be level. If the actual net investmentreturn of the Subaccounts is greater than3.5%, subsequent Variable Annuity Paymentswill be higher than the initial payment. If it isless than 3.5%, subsequent Variable AnnuityPayments will be lower.Death of Contractowner During AnnuityPeriodIf the death of the Contractowner occurs onor after the Annuity Commencement Date,We will distribute the entire interest in theContract at least as rapidly as under theannuity option in effect on the date of death.Death of Annuitant During Annuity PeriodOn receipt of Due Proof of Death of theAnnuitant after annuity payments have begununder an annuity option, We make anyremaining payments under the option to theBeneficiary as provided by the option. Unlessotherwise provided in the Beneficiarydesignation, if no Beneficiary survives theAnnuitant, the proceeds will be paid in onelump sum to the Contractowner, if living;otherwise, to the Contractowner’s estate.YOUR RIGHT TO CANCEL THECONTRACTYou may elect to cancel your Contract (a)within ten days from the date Your Contractis delivered to you or (b) longer asapplicable state law requires. We will cancelthe Contract after We receive from You atOur Administrative Office (a) the Contractand (b) a written request for cancellation.We will pay You an amount equal to the sumof (a) the Accumulated Value of the Contractbased on the next computed value of the

Accumulation Units following receipt of Yourcancellation request in Good Order and (b)the amount of any sales charges deductedfrom the initial Purchase Payment.The amount We refund to You uponcanceling a Contract may be more or lessthan Your initial Purchase Paymentdepending on the investment results of theSubaccount(s) to which You allocatedPurchase Payments. However, in states thatrequire a full refund of Purchase PaymentsYou will receive a full refund.16

FINANCIAL INFORMATIONCALCULATING VALUESTo calculate the Accumulation Unit orAnnuity Unit values, We must first determinethe current value of the units in eachSubaccount. We do this for each day thevalues are calculated by determining thechange in investment performance(including Fund-related charges and anydividends and distributions made by theFund) from the last Business Day for each ofthe Funds. Then, daily charges are applied tothe Separate Account for each day since thelast Business Day. Finally, We multiply theprevious unit value by this result.CONTRACT EXPENSESSales ChargeThe sales charge is an initial sales chargethat We deduct from Your PurchasePayments.We intend the sales charge to cover expensesrelating to the sale of the Contract, includingcommissions paid to persons distributing theContract. Discounts are available on largerpurchases as shown in the table below.Moreover, when You make additionalpayments after the issuance of the ContractYou are entitled to a credit for all priorpayments in computing the sales chargepercentage. In other words, You pay thesales charge percentage that reflects (a) thetotal amount of all Purchase Paymentspreviously made plus (b) the amount of theadditional payment being made. If You ownmore than one Contract, We will aggregateYour Purchase Payments on all of YourContracts in calculating Your discount level.We do not impose a sales charge forContracts sold to (a) officers and full-timeemployees of First Investors Life or itsaffiliates who have been employed for at leastone year, (b) Our agents who have beenunder Contract for at least one year, or (c)Contractowners of First Investors LifeVariable Annuity Fund A ("Separate AccountA") who exchange their Separate Account AContracts for Separate Account C Contracts atthe next computed values of theirAccumulation Units. We requireContractowners who exchange from SeparateAccount A to Separate Account C to execute achange of Contract form. This form statesthat We deduct a daily charge equal to anannual rate of 1.00% of the dailyAccumulation Unit value of any Subaccountas a charge for mortality and expense risks.We may modify or terminate this exchangeprivilege at any time.17

Sales Charge Table for Separate Account C ContractsAmount of Purchase Payment(s)PurchasePayments*Sales Chargeas % of NetAmountInvestedAmount toDealers as % ofPurchasePaymentsLess than $25,000 7.00% 7.53% 5.75%$25,000 but under $50,000 6.25 6.67 5.17$50,000 but under $100,000 4.75 4.99 3.93$100,000 but under $250,000 3.50 3.63 2.90$250,000 but under $500,000 2.50 2.56 2.19$500,000 but under $1,000,000 2.00 2.04 1.67$1,000,000 or over 1.50 1.52 1.24* Due to rounding of numbers and calculating a sales charge, You may pay more or less than what is shownabove. The percentages shown also assume that We have deducted no Premium taxes.18

MORTALITY AND EXPENSE RISKCHARGEWe impose a mortality and expense riskcharge.The mortality risk that We assume arisesfrom Our obligation to continue to makeannuity payments to each Annuitantregardless of (a) how long that person livesand (b) how long all payees as a group live.This assures an Annuitant that neither theAnnuitant's own longevity nor animprovement in life expectancy generally willhave an adverse effect on the annuitypayments the Annuitant will receive underthe Contract. We also assume a riskassociated with the guaranteed death benefitwhich We would pay in the event of deathduring the Accumulation Period.In addition, We assume the risk that thecharges for administrative expenses may notbe adequate to cover such expenses. We willnot increase the amount We charge foradministrative expenses. In consideration forassuming these mortality and expense risks,We deduct an amount equal on an annualbasis to 1.00% of the daily AccumulationUnit value of the Subaccounts.We guarantee that We will not increase themortality and expense risk charge after aContract is issued. If the charge isinsufficient to cover the actual cost of themortality and expense risks, the loss will fallon Us. Conversely, if the deductions provemore than sufficient, the excess will be aprofit to Us. We can use any profits resultingto Us from over-estimates of the actual costsof the mortality and expense risks for anybusiness purpose.OTHER CHARGESAdministrative ChargeWe may deduct an administrative charge of$7.50 annually from the Accumulated Valueof Contracts that have an Accumulated Valueof less than $1,500 because of partialwithdrawals. These charges are tocompensate Us for expenses involved inadministering small Contracts. If the actualexpenses exceed charges, We will bear theloss. We guarantee that We will not increasethe administrative charges.Premium Tax ChargeSome states and municipalities assesspremium taxes at the time You:• make Purchase Payments,• withdraw or surrender, or• begin receiving annuity payments.We currently pay any premium taxes that areassessed. However, We reserve the right todeduct such premium taxes in accordancewith the terms of Your Contract. These taxescurrently range up to 3.5% of PurchasePayments received by Us.FEDERAL TAX INFORMATIONThis section provides a general summary ofthe federal tax law as it pertains to theContract. We believe that the Contract willqualify as a tax deferred annuity Contract forfederal income tax purposes and thefollowing summary assumes so. We do notdiscuss state or local taxes, except as noted.The law described herein could change,possibly retroactively. We have the right tomodify the Contract in response to changesin the law that affect the favorable taxtreatment for annuity owners. We do notoffer this summary as tax advice, for whichYou should consult a qualified tax adviser.Taxation of a Contract will depend, in part,on whether the Contract is purchased as partof a qualified retirement plan or anindividual retirement account (“IRA”).Purchase Payments to a Contract outside of aqualified plan or IRA (“non-qualified”) areon an “after-tax” basis, so You only payincome taxes on Your earnings. Generally,these earnings are taxed when You receivethem from the Contract. The IRS has notreviewed the Contracts for qualification as anIRA.When a non-natural person owns a nonqualifiedContract, the annuity generally willnot be treated as an annuity for tax purposes19

and thus loses the benefit of tax deferral.However, an annuity owned by a non-naturalperson as agent for an individual will betreated as an annuity for tax purposes.This summary assumes that theContractowner is a natural person who is aU.S. citizen and U.S. resident. The federal taxlaw applicable to corporate taxpayers, non-U.S. citizens, and non-U.S. residents may bedifferent.The following discussion assumes that aContract has been purchased outside of anIRA or qualified retirement plan (“qualifiedcontracts”). If a qualified Contract ispurchased, the tax treatment of PurchasePayments, annuity payments, surrenders anddeath benefits will be governed by the lawsapplicable to IRAs and qualified plans.However, generally, deductible or “beforetax”Purchase Payments for qualifiedcontracts will be taxed when distributedfrom the Contract; the Contract is notforfeitable; and Contract ownership may notbe transferred.Purchase PaymentsYour Purchase Payments are not deductiblefrom Your gross income for tax purposes.Increases in Accumulated ValueGenerally, You pay no income tax onincreases in Your Contract’s AccumulatedValue until there is a distribution from aContract. A distribution occurs when there isa partial withdrawal or full surrender orannuity payments begin.Annuity PaymentsOnce annuity payments begin, You generallywill be taxed only on the investment gainsYou have earned and not on the amount ofYour Purchase Payments. As a result, aportion of each payment is taxable asordinary income. The remaining portion is anontaxable recovery of Your investment inthe Contract. Generally, your investment inthe Contract equals the Purchase PaymentsYou made, less any amounts You previouslywithdrew that were not taxable.For Fixed Annuity Payments, the tax-freeportion of each payment is determined by:• dividing Your investment in theContract by the total amount you expect toreceive out of the Contract, and• multiplying the result by the amount ofthe payment.For Variable Annuity Payments, the tax-freeportion of each payment is (a) Yourinvestment in the Contract divided by (b) thenumber of expected payments.The remaining portion of each payment, andall of the payments You receive after Yourecover Your investment in the Contract, arefully taxable. If payments under a life annuitystop because the Annuitant dies, there is anincome tax deduction for any unrecoveredinvestment in the Contract.Withdrawals and SurrendersBefore annuity payments begin, withdrawalsand surrenders are taxed as follows:• a partial withdrawal or total surrenderis taxed in the year of receipt to the extentthat the Contract’s Accumulated Valueexceeds the investment in the Contract (thatis, on an “income first” basis); and• a penalty equal to 10% of the taxabledistribution applies to distributions beforethe taxpayer reaches age 59 ½ subject tocertain exceptions.The 10% federal tax penalty is generally notimposed on withdrawals that are:• made on or after the death of aContractowner;• attributable to the taxpayer becomingdisabled; or• made as part of a series of substantiallyequal periodic payments for the life or lifeexpectancy of the taxpayer or for the jointlife or joint life expectancy of the taxpayerand the spouse.If You receive systematic payments that Youintend to qualify for the substantially equal20

periodic payment exception, changes to Yoursystematic payments before You reach age591/2or within five years (whichever is later)after beginning Your systematic paymentswill result in the retroactive imposition of the10% tax penalty with interest. Otherexceptions may apply under certaincircumstances. Special rules may also applyto the exceptions noted above.If the Contract was purchased as aninvestment for profit, subject to certain rules,you may deduct any loss upon surrender ofthe Contract as an ordinary loss.For purposes of surrenders, the InternalRevenue Code treats all Contracts that Weissue to You in the same calendar year as asingle Contract.Death BenefitsUnlike the death benefit on a life insurancepolicy, the death benefit paid on an annuityContract does not pass to the Beneficiary freeof income taxes. Generally, a death benefit isincluded in the income of the recipient asfollows:• if distributed in a lump sum, it is taxedin the same manner as a surrender of theContract;• if distributed under an annuity payoutoption, it is taxed in the same manner asannuity payments.The death benefit paid to a Beneficiary on aContract is ordinary income to theBeneficiary to the extent it exceeds theContractowner’s investment in the Contract.The Beneficiary must pay taxes on thisamount at the Beneficiary’s tax rate.Moreover, the death benefit may also betaxed in the Contractowner’s estate unlessthe Beneficiary is the spouse. If theBeneficiary is not the spouse, the Beneficiarymay be eligible for a special income taxdeduction for a portion of the estate taxattributable to the death benefit.Transfers, Assignments and ContractExchangesTransferring or assigning ownership of theContract, changing Annuity CommencementDates or exchanging a Contract (unless theexchange qualifies as a tax-free exchangeunder Section 1035 of the Internal RevenueCode) may result in certain taxconsequences, such as income and gift taxes,not explained in this prospectus.Tax Withholding and ReportingThe Internal Revenue Code generallyrequires Us to withhold income tax from anyContract distribution, including a partialwithdrawal or total surrender or an annuitypayment. The amount of withholdingdepends, in part, on whether the payment is"periodic" or "non-periodic."For periodic payments (e.g., annuitypayments), upon request We withhold fromthe taxable portion of each payment basedon a payroll withholding schedule thatassumes a married recipient claiming threewithholding exemptions. If You want Us towithhold on a different basis, You must filean appropriate withholding certificate withUs. For non-periodic payments (e.g.,distributions such as partial withdrawals),We generally withhold 10% of the taxableportion of each payment.You may elect not to have the withholdingrules apply. For periodic payments, Yourelection is effective for the calendar year forwhich You file it with Us, and for eachsubsequent year until You amend or modifyit. For non-periodic payments, an election iseffective when You file it with Us, but only forthe payment to which it is applicable. Wehave to notify Your recipients of Your right toelect not to have taxes withheld.The Internal Revenue Code generallyrequires Us to report all payments to theInternal Revenue Service.Other Tax IssuesWe are taxed as a “life insurance company”under the Internal Revenue Code. We do notexpect to incur any federal income tax as a21

esult of the earnings or realized capitalgains attributable to the Separate Account.Based upon this expectation, no charge iscurrently assessed against the SeparateAccount for such taxes. If We incur suchtaxes in the future, We may assess a chargefor such taxes against the Separate Account.We may incur state and local taxes (inaddition to premium taxes) attributable tothe Separate Account in several states. Atpresent, these taxes are not significant andWe do not impose any charge for such taxesagainst the Separate Account. We may assessthe Separate Account for such taxes in thefuture. If any charges for federal, state orlocal taxes are assessed against the SeparateAccount in the future, they could reduce thenet investment performances of theSubaccounts.In order to be treated as an annuity Contractfor federal income tax purposes, theinvestments of the Subaccounts of theSeparate Account must be "adequatelydiversified" in accordance with TreasuryDepartment regulations. The investmentadviser of the underlying Funds monitors theportfolios to ensure that the diversificationrequirements are met. If the Subaccountsfailed to satisfy these requirements, Youwould be taxed on the earnings of theSubaccount or Subaccounts in which Youwere invested, unless Your Contract was heldin an IRA or qualified plan. The tax wouldapply from the first quarter of the failure,until We corrected the failure in conformitywith a Treasury Department procedure. Thisis a risk that is common to all variableannuity contracts.Each of the Life Series Funds that is availableunder this Contract sells its shares not onlyto the Separate Account but also to otherseparate accounts which fund variable lifeinsurance policies and variable annuitycontracts. We do not anticipate anydisadvantage resulting from thisarrangement. However, it is possible that amaterial conflict of interest could arisebetween the interests of Policyowners andContractowners which invested in the same22Fund. If such a conflict were to arise, Wewould take whatever steps were necessary toprotect the interests of Policyowners andContractowners, including potentiallysubstituting a different fund for the Funds. Itis also possible that the failure of oneseparate account to comply with the tax lawscould cause all of the separate accounts tolose their tax deferred status. This is a riskthat is common to many variable annuitycontracts and variable life insurancepolicies.Under certain circumstances aContractowner's control of the investmentsof the Separate Account may causethe Contractowner, rather than Us, to betreated as the owner of the assets in theSeparate Account for tax purposes whichwould result in the current taxation of theincome on those assets to theContractowner. Based upon existing IRSguidance, We do not believe that theownership rights of a Contractowner under aContract would result in the Contractowner'sbeing treated as the owner of the assets ofthe Contract. However, We do not knowwhether additional guidance will be providedby the IRS on this issue and what standardsmay be contained in such guidance.Therefore, We reserve the right to modify theContract as necessary to attempt to prevent aContractowner from being considered theowner of a pro rata share of the assets of theContract.

OTHER INFORMATIONVOTING RIGHTSBecause the Life Series Funds is not requiredto have annual shareholder meetings,Contractowners generally will not have anoccasion to vote on matters that pertain tothe Life Series Funds. In certaincircumstances, one or more of the Fundsmay be required to hold a shareholdersmeeting or may choose to hold onevoluntarily. For example, a Fund may notchange fundamental investment policieswithout the approval of a majority vote ofthat Fund’s shareholders in accordance withthe 1940 Act.If a Fund holds a meeting at whichshareholders are entitled to vote,Contractowners would have an opportunityto provide voting instructions for shares ofthe Fund held by a Subaccount in which theirContract invests. We would vote the shares ofany Fund held in a correspondingSubaccount or directly, at any Fundshareholders meeting as follows:• shares attributable to Contractownersfor which We received instructions, would bevoted in accordance with the instructions;• shares attributable to Contractownersfor which We did not receive instructions,would be voted in the same proportion thatWe voted shares held in the Subaccount forwhich We received instructions; and• shares not attributable toContractowners, would be voted in the sameproportion that We voted shares held in theSubaccount attributable to Contractownersfor which We received instructions.We will vote Fund shares that We holddirectly in the same proportion that We voteshares held in any correspondingSubaccounts that are attributable toContractowners and for which We receiveinstructions. However, We will vote Our ownshares as We deem appropriate where thereare no shares held in any Subaccount. Wewill present all the shares of any Fund that23We held through a Subaccount or directly atany Fund shareholders meeting for purposesof determining a quorum.We will determine the number of Fundshares held in a corresponding Subaccountthat is attributable to each Contractowner asfollows:• before the Annuity CommencementDate, We divide the Subaccount’sAccumulated Value by the net asset value ofone Fund share, and• after the Annuity Commencement Date,We divide the reserve held in the Subaccountfor the variable annuity payment under theContract by the net asset value of one Fundshare. As this reserve fluctuates, the numberof votes fluctuates.We will determine the number of votes that aContractowner has the right to cast as of therecord date established by the Life SeriesFunds. We will solicit instructions by writtencommunication before the date of themeeting at which votes will be cast. We willsend meeting information and othermaterials relating to the Fund to eachContractowner having a voting interest in aSubaccount.The voting rights that We describe in thisprospectus are created under applicablelaws. If the laws eliminate the necessity tosubmit such matters for approval by personshaving voting rights in separate accounts ofinsurance companies or restrict such votingrights, We reserve the right to proceed inaccordance with any such changed laws orregulations. Specifically, We reserve the rightto vote shares of any Fund in Our own right,to the extent the law permits.PROCESSING TRANSACTIONSGenerally, Your transaction requests will beprocessed as of the Business Day on whichWe receive them, if We receive them in GoodOrder before the closing of business on theBusiness Day (generally 4:00 P.M. EasternTime). Otherwise, they will be processed as

of Our next Business Day. To meet Ourrequirements for processing transactions,We may require that You use Our forms.RESERVATION OF RIGHTSWe also reserve the right to make certainchanges to the Contract, Separate Account orFunds if We believe they would (a) best servethe interests of the Contractowners andannuity payee or (b) be appropriate incarrying out the purposes of the Contract.We will make a change only as the lawpermits. When required, We will (a) obtainthe necessary Contractowner or regulatoryapproval for any change and (b) notifyContractowners before making a change.For example, We may:• operate the Separate Account in anyform permitted by law;• add, delete, combine, or modifySubaccounts of the Separate Account;• add, delete, or substitute for the Fundshares held in any Subaccount, the shares ofany investment company or series thereof, orany investment permitted by law;• amend or obtain and continue anyexemptions under the Contract if required tocomply with the Code or any otherapplicable federal or state law; or• make any necessary technical changesin the Contract in order to conform with anyof the above actions.CONTRACT YEARS ANDANNIVERSARIESWe measure Contract years andanniversaries from the date the Contract isissued. Each Contract year will commenceon the anniversary of the issue date.STATE VARIATIONSWhere required by state law, there may bevariations in the Contract covered by aspecial form of the Contract for your State.As a result, your Contract may differ fromthis prospectus. Your actual Contract, withany endorsements, amendments and riders,is the controlling document. We have theright to change the Contract to meetapplicable state laws or regulations.New Contracts are not currently beingoffered for sale. Existing Contractowners maycontinue to make additional payments undertheir respective Contract.DISTRIBUTION OF THE CONTRACTWe sell the Contract solely throughindividuals who, in addition to beinglicensed as insurance agents, are registeredrepresentatives of FIC, which is one of Ouraffiliates. FIC is a registered broker-dealerunder the Securities Exchange Act of 1934,and a member of the Financial IndustryRegulatory Authority (“FINRA”). FIC’sexecutive offices are located at 40 WallStreet, New York, New York 10005. Wereserve the right to sell the Contractsdirectly.Representatives are paid up to 57.1% of thesales charge imposed on the sale of aContract. Representatives may receiveadditional amounts through compensationoverrides, expense allowances, bonuses andtraining allowances. Representatives mayalso qualify for non-cash compensation andawards based on productivity andpersistency factors. We intend to recoupcommissions and other sales expensesthrough fees and charges imposed under theContract. Commissions paid on the Contract,including other incentives or payments, arenot charged directly to the Contractownersor the Separate Account.REPORTSOur variable annuities are offered throughbroker-dealers that are registered with theSEC and are members of FINRA. At leasttwice each year, We will send a report to Youthat contains financial information about theFunds as required by applicable law. Inaddition, transaction confirmations are sentby Us on behalf of the broker-dealersthrough which variable annuity transactionsare processed and, at least once each year,24

We will send a statement that gives Youfinancial information about Your Contract.If several members of the same householdeach own a Contract, We may send only onesuch report or prospectus to that address,unless You instruct Us otherwise. You mayreceive additional copies by calling orwriting Us.FINANCIAL STATEMENTSThe Financial Statements of First InvestorsLife and for the Separate Account are in theSAI.25

TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATIONItemPageGeneral Description ...................................................................................................................... 2Services ......................................................................................................................................... 4Valuation ....................................................................................................................................... 4Other Information ......................................................................................................................... 6Relevance of Financial Statements ................................................................................................ 6Appendices .................................................................................................................................... 8Financial Statements ................................................................................................................... 12SEC file numbers:Separate Account C: 033-33419/811-0613026

To: First Investors Life Insurance CompanyRaritan Plaza 1Edison, New Jersey 08837Request for Statement ofAdditional InformationI would like to receive a current copy of the following:(check all appropriate boxes below)The Statement of Additional Information for First Investors LifeVariable Annuity Fund C (Separate Account C).The Statement of Additional Information for First Investors LifeSeries Funds.From:(name)Contract number:Address:Phone number:Check if this is a change of address.27

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Life Series FundsTICKER SYMBOLSCash Management - -Equity Income - -Fund For Income - -Government - -Growth & Income - -International - -Investment Grade - -Opportunity - -Select Growth - -Special Situations - -Target Maturity 2015 - -Total Return - -This prospectus should be read in conjunction with the prospectus for thevariable annuity contract and/or life insurance policy that you purchase. Theshares of the Funds described above are available and are being marketedexclusively as a pooled funding vehicle for life insurance companies writing alltypes of variable annuity contracts and life insurance policies.The Securities and Exchange Commission has not approved or disapprovedthese securities or passed upon the accuracy or adequacy of this prospectus.Any representation to the contrary is a criminal offense.THE DATE OF THIS PROSPECTUS IS MAY 1, 2014

TABLE OF CONTENTSTHE FUNDS SUMMARY SECTION .............................................................................................. 1Cash Management Fund ..................................................................................................... 1Equity Income Fund ........................................................................................................... 4Fund For Income ............................................................................................................... 8Government Fund ............................................................................................................. 12Growth & Income Fund .................................................................................................... 16International Fund ........................................................................................................... 19Investment Grade Fund .................................................................................................... 23Opportunity Fund ............................................................................................................. 27Select Growth Fund .......................................................................................................... 30Special Situations Fund .................................................................................................... 34Target Maturity 2015 Fund .............................................................................................. 37Total Return Fund ............................................................................................................ 41Other Important Information ........................................................................................... 45THE FUNDS IN GREATER DETAIL ........................................................................................... 46Cash Management Fund ................................................................................................... 47Equity Income Fund ......................................................................................................... 49Fund For Income ............................................................................................................. 51Government Fund ............................................................................................................. 54Growth & Income Fund .................................................................................................... 57International Fund ........................................................................................................... 59Investment Grade Fund .................................................................................................... 62Opportunity Fund ............................................................................................................. 65Select Growth Fund .......................................................................................................... 67Special Situations Fund .................................................................................................... 69Target Maturity 2015 Fund .............................................................................................. 71Total Return Fund ............................................................................................................ 73FUND MANAGEMENT IN GREATER DETAIL ............................................................................ 76SHAREHOLDER INFORMATION .............................................................................................. 80How and when do the Funds price their shares? ............................................................. 80How do I buy and sell shares? .......................................................................................... 81Do the Funds pay compensation to intermediaries? ........................................................ 81Can I exchange my shares for the shares of other Funds? ............................................... 82What are the Funds’ policies on frequent trading in the shares of the Funds? ................. 82

What about dividends and other distributions?................................................................ 84What about taxes? ............................................................................................................ 84FINANCIAL HIGHLIGHTS ......................................................................................................... 85Cash Management FundEquity Income FundFund For IncomeGovernment FundGrowth & Income FundInternational FundInvestment Grade FundOpportunity FundSelect Growth FundSpecial Situations FundTarget Maturity 2015 FundTotal Return Fund

THE FUNDS SUMMARY SECTIONCASH MANAGEMENT FUNDInvestment Objective: The Fund seeks to earn a high rate of current income consistent with thepreservation of capital and maintenance of liquidity.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchasesN/A(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofN/Apurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.24%Total Annual Fund Operating Expenses 0.99%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsCash Management Fund $101 $315 $547 $1,2131

Principal Investment Strategies: The Fundinvests primarily in high-quality money marketinstruments that are determined by the Fund’sAdviser to present minimal credit risk,including but not limited to commercial paper,short-term corporate bonds and notes, floatingand variable rate notes, U.S. Treasurysecurities and short-term obligations of U.S.Government-sponsored enterprises (some ofwhich are not backed by the full faith andcredit of the U.S. Government).The Fund’s portfolio is managed to meetregulatory requirements that permit the Fundto maintain a stable net asset value (“NAV”) of$1.00 per share. These include requirementsrelating to the credit quality, maturity, liquidityand diversification of the Fund’s investments.In buying and selling securities, the Fund willconsider its own credit analysis as well asratings assigned by ratings services.Principal Risks: Although the Fund tries tomaintain a $1.00 share price, it may not beable to do so. It is therefore possible to losemoney by investing in the Fund. Here are theprincipal risks of investing in the Fund:Credit Risk. There is a risk that the value of amoney market instrument will decline if thereis a default by or a deterioration in the creditquality of the issuer or a provider of a creditenhancement or demand feature. This couldcause the Fund’s NAV to decline below $1.00per share.Credit risk also applies to securities issued bythe U.S. Government and by U.S. Governmentsponsoredenterprises that are not backed bythe full faith and credit of the U.S. Government.The securities issued by U.S. Governmentsponsoredenterprises are supported only bythe credit of the issuing agency, instrumentalityor corporation.Interest Rate Risk. Like the values of otherdebt instruments, the market values of moneymarket instruments are affected by changes ininterest rates. When interest rates rise, themarket values of money market instrumentsgenerally decline. The Fund may be subject toa greater risk of rising interest rates duringperiods of historically low interest rates. Thiscould cause the Fund’s NAV to decline below$1.00 per share.Liquidity Risk. The Fund may be unable tosell a security promptly and at an acceptableprice, which could have the effect ofdecreasing the overall level of the Fund’sliquidity. Market developments may cause theFund’s investments to become less liquid andsubject to erratic price movements, which mayhave an adverse effect on the Fund’s ability tomaintain a $1.00 share price.Market Risk. The prices of, and the incomegenerated by, the money market instrumentsheld by the Fund may decline in response tocertain events, such as general economic andmarket conditions, regional or globaleconomic instability, interest rate fluctuations,and those events directly involving the issuers.Adverse market events may lead to increasedredemptions, which could cause the Fund toexperience a loss when selling securities tomeet redemption requests by shareholders.Yield Risk. The yields received by the Fund onits investments will generally decline asinterest rates decline.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency. Althoughthe Fund seeks to preserve the value of yourinvestment at $1.00 per share, it is possibleto lose money by investing in the Fund.2

Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows the Fund’s averageannual returns for 1, 5, and 10 years. TheFund’s past performance is not necessarily anindication of how the Fund will perform in thefuture.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.Total Annual Returns For Calendar Years Ended December 316544.35%4.62%32102.44%2.03%0.71%0.17% 0.00% 0.00% 0.00% 0.00%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 1.16% (for the quarter ended September 30, 2006) and thelowest quarterly return was 0.00% (for each quarter ended since December 31, 2009).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsCash Management Fund 0.00% 0.44% 1.41%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.3

EQUITY INCOME FUNDInvestment Objective: The Fund seeks total return.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchases(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofpurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.07%Total Annual Fund Operating Expenses 0.82%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsEquity Income Fund $84 $262 $455 $1,014N/AN/A4

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 31% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundinvests, under normal market conditions,primarily in dividend-paying stocks ofcompanies that the Fund believes areundervalued in the market relative to theirlong term potential. Under normalcircumstances, the Fund will invest at least80% of its net assets (including anyborrowings for investment purposes) inequities. For purposes of this 80% test,equities may include common stock, preferredstock, equity-based ETFs and otherinstruments that are convertible into commonstock, or other instruments that represent anequity position in an issuer. The Fundnormally will diversify its assets amongdividend-paying stocks of large-, mid- andsmall-size companies. The Fund may alsoinvest in stocks of companies of any size thatdo not pay dividends, but have the potential ofpaying dividends in the future if they appear tobe undervalued.The Fund generally uses a “bottom-up”approach in attempting to identify stocks thatare undervalued. This means that the Fundgenerally identifies potential investmentsthrough fundamental research and analysiswhich includes, among other things, analyzinga company’s balance sheet, cash flowstatements and competition within acompany’s industry. The Fund also assesses acompany’s corporate strategy and whether thecompany is operating in the interests ofshareholders, as well as, analyzing economictrends, interest rates, and industrydiversification.The Fund may sell a security if it becomes fullyvalued, its fundamentals have deteriorated oralternative investment opportunities becomemore attractive.Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Market Risk. Stock prices may decline overshort or even extended periods not onlybecause of company-specific developments,but also due to an economic downturn,adverse political or regulatory developments, achange in interest rates or a change in investorsentiment. While dividend-paying stocks aregenerally considered less volatile than otherstocks, there can be no guarantee that theFund’s overall portfolio will be less volatilethan the general stock market.Undervalued Securities Risk. The Fund seeksto invest in stocks that are undervalued andthat will rise in value due to anticipated eventsor changes in investor perceptions. If theseevents do not occur or investor perceptionsabout the securities do not improve, themarket price of these securities may not riseas expected or may fall.Mid-Size and Small-Size Company Risk. Themarket risk associated with stocks of mid- andsmall-size companies is generally greater thanthat associated with stocks of larger, moreestablished companies because stocks of midandsmall-size companies tend to experiencesharper price fluctuations. At times, it may bedifficult for the Fund to sell mid-to-small-sizecompany stocks at reasonable prices.Dividend Risk. At times, the Fund may not beable to identify dividend-paying stocks that areattractive investments. The income received bythe Fund will also fluctuate due to the amountof dividends that companies elect to pay. TheFund may not have sufficient income to pay itsshareholders regular dividends.5

Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.Total Annual Returns For Calendar Years Ended December 31403020100-10-20-30-4030.53%16.39%21.43%21.03%14.32%11.20%6.09%1.53%-0.66%-29.41%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 14.39% (for the quarter ended September 30, 2009) and thelowest quarterly return was -19.03% (for the quarter ended December 31, 2008).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsEquity Income Fund 30.53% 15.32% 7.93%S&P 500 Index(reflects no deduction for fees, expenses or taxes)32.38% 17.91% 7.39%6

Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Portfolio Manager: Sean Reidy has served asPortfolio Manager of the Fund since 2011.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.7

FUND FOR INCOMEInvestment Objective: The Fund seeks high current income.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchasesN/A(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofN/Apurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.13%Total Annual Fund Operating Expenses 0.88%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsFund For Income $90 $281 $488 $1,0848

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 56% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundprimarily invests in high yield, belowinvestment grade corporate bonds (commonlyknown as “high yield” or “junk bonds”). Highyield bonds include both bonds that are ratedbelow Baa3 by Moody’s Investors Service, Inc.or below BBB- by Standard & Poor’s RatingsServices as well as unrated bonds that aredetermined by the Fund to be of equivalentquality. High yield bonds generally providehigher income than investment grade bonds tocompensate investors for their higher risk ofdefault (i.e., failure to make required interestor principal payments). The Fund may alsoinvest in other high yield debt securities, suchas assignments of syndicated bank loans.Although the Fund will consider ratingsassigned by ratings agencies in selecting highyield bonds, it relies principally on its ownresearch and investment analysis. The Fundmay sell a bond when it shows deterioratingfundamentals or it falls short of the portfoliomanager’s expectations. It may also decide tocontinue to hold a bond (or related securities)after its issuer defaults or is subject to abankruptcy.Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:High Yield Securities Risk. High yield bondsand other types of high yield debt securitieshave greater credit risk than higher qualitydebt securities because the companies thatissue them are not as financially strong ascompanies with investment grade ratings.High yield securities, commonly referred to as9junk bonds, are considered to be inherentlyspeculative due to the risk associated with theissuer’s continuing ability to make principaland interest payments. During times ofeconomic downturn, issuers of high yield debtsecurities may not have the ability to access thecredit markets to refinance their bonds ormeet other credit obligations.Credit Risk. This is the risk that an issuer ofbonds and other debt securities, includingsyndicated bank loans, will be unable to payinterest or principal when due.Market Risk. The prices of, and the incomegenerated by, the bonds held by the Fund maydecline in response to certain events, such asgeneral economic and market conditions,regional or global economic instability,interest rate fluctuations, and those eventsdirectly involving the issuers. The entire highyield bond market can experience sharp priceswings due to a variety of factors, includingchanges in economic forecasts, stock marketvolatility, large sustained sales of high yieldbonds by major investors, high-profile defaultsor the market’s psychology. Volatility in thehigh yield market is usually associated morewith stocks than bonds. Adverse marketevents may lead to increased redemptions,which could cause the Fund to experience aloss when selling securities to meetredemption requests by shareholders.Interest Rate Risk. In general, when interestrates rise, the market value of a debt securitydeclines, and when interest rates decline, themarket value of a debt security increases. TheFund may be subject to a greater risk of risinginterest rates during periods of historically lowinterest rates. Securities with longermaturities are generally more sensitive tointerest rate changes as are securities withhigher credit ratings.Liquidity Risk. High yield debt securities tendto be less liquid than higher quality debtsecurities, meaning that it may be difficult tosell high yield debt securities at a reasonableprice or at a particular time. Assignments ofsyndicated bank loans may be less liquid at

times, because of potential delays in thesettlement process or restrictions on resale.Syndicated Bank Loans Risk. Syndicatedbank loans are also subject to the risk that thevalue of the collateral, if any, securing a loanmay decline, be insufficient to meet theobligations of the borrower, or be difficult toliquidate. In the event of a default, the Fundmay have difficulty collecting on any collateral.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future. Inaddition, on April 24, 2009, Muzinich & Co.,Inc. (“Muzinich”) became the Fund’ssubadviser.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.Total Annual Returns For Calendar Years Ended December 314035.15%30201009.94%0.41%9.77%1.06%13.71%13.51%5.66% 6.88%-10-20-30-25.86%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 15.22% (for the quarter ended June 30, 2009) and the lowestquarterly return was -19.03% (for the quarter ended December 31, 2008).10

Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsFund For Income 6.88% 14.52% 5.99%BofA Merrill Lynch BB-B US Cash Pay High Yield ConstrainedIndex (reflects no deduction for fees, expenses or taxes)6.29% 16.44% 7.73%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser and Muzinich serves as theFund’s subadviser.Portfolio Manager: The Fund has beenmanaged by Muzinich since 2009 by a team ofinvestment professionals who have active rolesin managing the Fund. Clinton Comeaux andDennis V. Dowden have served as PortfolioManagers of the Fund since 2009 and BryanPetermann has served as Portfolio Manager ofthe Fund since 2010.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.11

GOVERNMENT FUNDInvestment Objective: The Fund seeks to achieve a significant level of current income which isconsistent with security and liquidity of principal.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchasesN/A(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofN/Apurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.16%Total Annual Fund Operating Expenses 0.91%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsGovernment Fund $93 $290 $504 $1,12012

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 118% of the average value ofits whole portfolio.Principal Investment Strategies: Undernormal circumstances, the Fund invests atleast 80% of its net assets (plus anyborrowings for investment purposes) insecurities issued or guaranteed as to paymentof principal and interest by the U.S.Government, its agencies or instrumentalities(“U.S. Government Securities”).The Fund invests in all types of U.S.Government Securities, which may include (a)U.S. Treasury obligations, (b) securities thatare issued or guaranteed by U.S. Governmentagencies or instrumentalities that are backedby the full faith and credit of the U.S.Government, such as mortgage-backedsecurities that are guaranteed by theGovernment National Mortgage Association(“GNMA”), and (c) securities that are issuedor guaranteed by agencies or instrumentalitiesthat are sponsored by Congress but whosesecurities are not guaranteed by the U.S.Government and are backed solely by thecredit of the issuing agency or instrumentalityand the right to borrow from the U.S.Treasury, such as mortgage-backed securitiesissued by the Federal National MortgageAssociation (“Fannie Mae”) and Federal HomeLoan Mortgage Corporation (“Freddie Mac”).The Fund may also invest in U.S. Treasuryfutures and options on U.S. Treasury futures tohedge against changes in interest rates.The Fund uses a “top down” approach inmaking investment decisions based on itsassessment of interest rates, economic andmarket conditions, and the relative values ofdifferent types of U.S. Government securities.In selecting investments, the Fund considers,13among other factors, maturity, yield, relativevalue and, in the case of mortgage-backedsecurities, coupon and weighted averagematurity. The Fund will usually sell aninvestment when there are changes in theinterest rate environment that are adverse tothe investment.Principal Risks: You can lose money byinvesting in the Fund. While the Fund investsin securities that are issued or guaranteed bythe U.S. Government, its agencies orinstrumentalities, your investment in the Fundis not insured or guaranteed by the U.S.Government. Here are the principal risks ofinvesting in the Fund:Interest Rate Risk. In general, when interestrates rise, the market value of a debt securitydeclines, and when interest rates decline, themarket value of a debt security increases. TheFund may be subject to a greater risk of risinginterest rates during periods of historically lowinterest rates. Securities with longermaturities are generally more sensitive tointerest rate changes.Prepayment and Extension Risk. The Fundis subject to prepayment and extension risksince it invests in mortgage-backed securities.When interest rates decline, borrowers tend torefinance their mortgages. When this occurs,the mortgages that back these securities suffera higher rate of prepayment. This could causea decrease in the Fund’s income and shareprice. Extension risk is the flip side ofprepayment risk. When interest rates rise, theFund’s average maturity may lengthen due to adrop in prepayments. This will generallyincrease both the Fund’s sensitivity to interestrates and its potential for price declines.Credit Risk. This is the risk that an issuer ofbonds will be unable to pay interest orprincipal when due. The prices of bonds areaffected by the credit quality of the issuer and,in the case of mortgage-backed securities, thecredit quality of the underlying mortgages.Credit risk applies to securities issued by theU.S. Government and by U.S. Governmentsponsoredenterprises (such as Fannie Mae

and Freddie Mac mortgage-backed securities)that are not backed by the full faith and creditof the U.S. Government. The securities issuedby U.S. Government-sponsored enterprises aresupported only by the credit of the issuingagency, instrumentality or corporation.Derivatives Risk. Investments in U.S.Treasury futures and options on U.S. Treasuryfutures to hedge against changes in interestrates involve risks, such as potential losses ifinterest rates do not move as expected and thepotential for greater losses than if thesetechniques had not been used. Investments inderivatives can increase the volatility of theFund’s share price and may expose the Fundto significant additional costs. Derivatives maybe difficult to sell, unwind, or value.Market Risk. The prices of, and the incomegenerated by, the securities held by the Fundmay decline in response to certain events,such as general economic and marketconditions, regional or global economicinstability, interest rate fluctuations, and thoseevents directly involving the issuers. Adversemarket events may lead to increasedredemptions, which could cause the Fund toexperience a loss when selling securities tomeet redemption requests by shareholders.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.14

Total Annual Returns For Calendar Years Ended December 311053.62%2.54%3.80%6.55%6.93%4.28%4.82%5.41%1.95%0-5-2.47%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 3.83% (for the quarter ended December 31, 2008) and thelowest quarterly return was -2.27% (for the quarter ended June 30, 2013).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsGovernment Fund -2.47% 2.75% 3.71%Citigroup U.S. Government/Mortgage Index(reflects no deduction for fees, expenses or taxes)-2.11% 2.98% 4.41%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Portfolio Manager: Clark D. Wagner,Director of Fixed Income, serves as Co-Portfolio Manager of the Fund and has servedas Portfolio Manager or Co-Portfolio Managerof the Fund since 1995.Rodwell Chadehumbe has served as Co-Portfolio Manager of the Fund since December2012.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.15

GROWTH & INCOME FUNDInvestment Objective: The Fund seeks long-term growth of capital and current income.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchasesN/A(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofN/Apurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.04%Total Annual Fund Operating Expenses 0.79%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsGrowth & Income Fund $81 $252 $439 $97816

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 23% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundprimarily invests in common stocks that offerthe potential for capital growth, currentincome or both. The Fund primarily seeks toinvest in common stocks of large-, mid-, andsmall-size companies that have a history ofpaying dividends. When the Fund cannotidentify dividend-paying stocks that it findsattractive, it may invest in non-dividend-payingstocks.The Fund generally uses a “bottom-up”approach to selecting investments. This meansthat the Fund generally identifies potentialinvestments through fundamental research andanalysis and thereafter focuses on other issues,such as economic trends, interest rates,industry diversification and marketcapitalization. In deciding whether to buy orsell securities, the Fund considers, amongother things, the issuer’s financial strength,management, earnings growth or potentialearnings growth and history (if any) of payingdividends.The Fund may sell a security if it becomes fullyvalued, its fundamentals have deteriorated oralternative investments become moreattractive.Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Market Risk. Stock prices may decline overshort or even extended periods not onlybecause of company-specific developments,but also due to an economic downturn,adverse political or regulatory developments, achange in interest rates or a change in investorsentiment. While dividend-paying stocks aregenerally considered less volatile than otherstocks, there can be no guarantee that theFund’s overall portfolio will be less volatilethan the general stock market.Mid-Size and Small-Size Company Risk. Themarket risk associated with stocks of mid- andsmall-size companies is generally greater thanthat associated with stocks of larger, moreestablished companies because stocks of midandsmall-size companies tend to experiencesharper price fluctuations. At times, it may bedifficult for the Fund to sell mid-to-small-sizecompany stocks at reasonable prices.Dividend Risk. At times, the Fund may not beable to identify dividend-paying stocks that areattractive investments. The income received bythe Fund will also fluctuate due to the amountof dividends that companies elect to pay. TheFund may not have sufficient income to pay itsshareholders regular dividends.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future. Inaddition, prior to October 18, 2006, the Fundwas known as the Growth Fund and wasmanaged pursuant to a different strategy.17

The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.Total Annual Returns For Calendar Years Ended December 3150403020100-10-20-30-40-5038.06%10.77% 7.20%28.05%14.35%16.19% 17.45%1.98%2.37%-35.22%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 17.42% (for the quarter ended June 30, 2009) and the lowestquarterly return was -22.33% (for the quarter ended December 31, 2008).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsGrowth & Income Fund 38.06% 19.82% 8.28%S&P 500 Index(reflects no deduction for fees, expenses or taxes)32.38% 17.91% 7.39%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Portfolio Manager: Edwin D. Miska, Directorof Equities, has served as Portfolio Manager ofthe Fund since 2006.Douglas R. Waage has served as AssistantPortfolio Manager of the Fund since 2013.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.18

INTERNATIONAL FUNDInvestment Objective: The Fund primarily seeks long-term capital growth.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchasesN/A(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofN/Apurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.17%Total Annual Fund Operating Expenses 0.92%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsInternational Fund $94 $293 $509 $1,13119

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 35% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundprimarily invests in a portfolio of commonstocks and other equity securities ofcompanies that are located outside of theUnited States. To a limited degree, the Fundmay also invest in companies based in theUnited States.The Fund typically invests in the securities ofmedium to large size companies, but will alsoinvest in smaller companies. The Fund’sholdings may be limited to the securities of 40to 60 different issuers and may focus itsinvestments in companies located in or tiedeconomically to particular countries orregions. The Fund generally invests insecurities that are traded in the foreignsecurities markets, though it may investsignificantly in emerging or developingmarkets.The subadviser selects investments byscreening a universe of stocks that meet its“quality growth” criteria, which include highreturn on equity and low to moderate leverage,among others. It then further narrows thatuniverse by using a bottom-up stock andbusiness analysis approach to identifycompanies whose businesses are highlyprofitable, have consistent operating historiesand financial performance and enjoy possiblelong-term economic prospects. Thesubadviser also seeks to generate greaterreturns by investing in securities at a pricebelow the company’s intrinsic worth.In making sell decisions, the subadviserconsiders, among other things, whether asecurity’s price target has been met, whether20there has been an overvaluation of the issuerby the market, whether there has been a cleardeterioration of future earnings power andwhether, in the subadviser’s opinion, there hasbeen a loss of long-term competitiveadvantage.The Fund may enter into spot currency trades(i.e., for cash at the spot rate prevailing in theforeign currency market) in connection withthe settlement of transactions in securitiestraded in foreign currency.Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Market Risk. Stock prices may decline overshort or even extended periods not onlybecause of company-specific developments,but also due to an economic downturn,adverse political or regulatory developments, achange in interest rates or a change in investorsentiment.Foreign Securities Risk. There are specialrisk factors associated with investing in foreignsecurities, including the risks of fluctuations inthe exchange rates between the U.S. dollar andforeign currencies, potential political andeconomic instability, differing accounting andfinancial reporting standards or inability toobtain reliable financial information regardinga company’s financial condition, less stringentregulation and supervision of foreignsecurities markets, custodians and securitiesdepositories, and potential restrictions in theflow of capital. The use of spot transactionsdoes not reduce or eliminate these risks. Tothe extent the Fund invests a significant portionof its assets in securities of a single country orregion, it is more likely to be affected by eventsor conditions of that country or region. As aresult, it may be more volatile than a moregeographically diversified fund.Emerging Markets Risk. The risks ofinvesting in foreign securities are heightenedwhen investing in emerging or developingmarkets. The economies and politicalenvironments of emerging or developing

countries tend to be more unstable than thoseof developed countries, resulting in morevolatile rates of returns than the developedmarkets and substantially greater risk toinvestors.Liquidity Risk. The Fund is also susceptibleto the risk that certain securities may bedifficult or impossible to sell at the time andthe price that the Fund would like. This risk isparticularly acute in the case of foreignsecurities that are traded in smaller, lessdevelopedor emerging markets.Mid-Size and Small-Size Company Risk. Themarket risk associated with the securities ofmid- and small-size companies is generallygreater than that associated with securities oflarger companies because such securities tendto experience sharper price fluctuations thanthose of larger companies. At times, it may bedifficult for the Fund to sell mid-to-small-sizecompany stocks at reasonable prices.Limited Holdings Risk. The Fund’s assetsmay be invested in a limited number ofissuers. This means that the Fund’sperformance may be substantially impacted bythe change in value of even a single holding.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future. Inaddition, on June 27, 2006, the Fund changedsubadvisers and its investment objectives andstrategies.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.21

Total Annual Returns For Calendar Years Ended December 3140302010014.58%9.22%27.79%20.99%23.24%13.45%0.64%20.85%6.77%-10-20-30-40-50-41.89%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 19.05% (for the quarter ended June 30, 2009) and the lowestquarterly return was -19.25% (for the quarter ended September 30, 2008).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsInternational Fund 6.77% 12.67% 7.40%MSCI EAFE Index (Gross)23.29% 12.96% 7.39%(reflects no deduction for fees, expenses or taxes)MSCI EAFE Index (Net)(reflects the deduction of foreign withholding taxes ondividends)22.78% 12.44% 6.91%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser and Vontobel AssetManagement, Inc. (“Vontobel”) serves as thesubadviser of the Fund.Portfolio Manager: Rajiv Jain, ManagingDirector and Portfolio Manager –International Equities for Vontobel, has servedas Portfolio Manager of the Fund since 2006.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.22

INVESTMENT GRADE FUNDInvestment Objective: The Fund seeks to generate a maximum level of income consistent withinvestment in investment grade debt securities.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchasesN/A(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofN/Apurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.10%Total Annual Fund Operating Expenses 0.85%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsInvestment Grade Fund $87 $271 $471 $1,04923

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 39% of the average value ofits whole portfolio.Principal Investment Strategies: Undernormal circumstances, the Fund will invest atleast 80% of its net assets (plus anyborrowings for investment purposes) ininvestment grade debt securities. The Funddefines investment grade debt securities asthose that are rated within the four highestratings categories by Moody’s InvestorsService, Inc. (“Moody’s”) or Standard &Poor’s Ratings Services (“S&P”) or that areunrated but determined by the Fund’s Adviserto be of quality equivalent to those within thefour highest ratings of Moody’s or S&P.The Fund may invest in a variety of differenttypes of investment grade securities, includingcorporate bonds, securities issued orguaranteed by the U.S. Government or U.S.Government-sponsored enterprises (some ofwhich are not backed by the full faith andcredit of the U.S. Government), and mortgagebackedand other asset-backed securities. TheFund may also invest in U.S. Treasury futuresand options on U.S. Treasury futures to hedgeagainst changes in interest rates.In making investment decisions, the Fundconsiders the outlook for interest rates,economic forecasts and market conditions,credit ratings, and its own analysis of anissuer’s financial condition. The Fund will notnecessarily sell an investment if its rating isreduced and it may hold securities that havebeen downgraded below investment grade(commonly known as “high yield” or “junk”bonds).Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Interest Rate Risk. In general, when interestrates rise, the market value of a debt securitydeclines, and when interest rates decline, themarket value of a debt security increases. TheFund may be subject to a greater risk of risinginterest rates during periods of historically lowinterest rates. Securities with longermaturities are generally more sensitive tointerest rate changes.Credit Risk. This is the risk that an issuer ofbonds and other debt securities will be unableto pay interest or principal when due. Theprices of bonds and other debt securities areaffected by the credit quality of the issuer and,in the case of asset-backed securities, thecredit quality of the underlying loans. Creditrisk also applies to securities issued by theU.S. Government and by U.S. Governmentsponsoredenterprises that are not backed bythe full faith and credit of the U.S. Government.The securities issued by U.S. Governmentsponsoredenterprises are supported only bythe credit of the issuing agency, instrumentalityor corporation.Prepayment and Extension Risk. The Fundis subject to prepayment and extension risksince it invests in mortgage-backed and otherasset-backed securities. When interest ratesdecline, borrowers tend to refinance theirloans. When this occurs, the loans that backthese securities suffer a higher rate ofprepayment. This could cause a decrease inthe Fund’s income and share price. Extensionrisk is the flip side of prepayment risk. Wheninterest rates rise, the Fund’s average maturitymay lengthen due to a drop in prepayments.This will generally increase both the Fund’ssensitivity to interest rates and its potential forprice declines.24

Liquidity Risk. High yield debt securities tendto be less liquid than higher quality debtsecurities, meaning that it may be difficult tosell high yield debt securities at reasonableprices.Derivatives Risk. Investments in U.S.Treasury futures and options on U.S. Treasuryfutures to hedge against changes in interestrates involve risks, such as potential losses ifinterest rates do not move as expected and thepotential for greater losses than if thesetechniques had not been used. Investments inderivatives can increase the volatility of theFund’s share price and may expose the Fundto significant additional costs. Derivatives maybe difficult to sell, unwind, or value.Market Risk. The prices of, and the incomegenerated by, the debt securities held by theFund may decline in response to certainevents, such as general economic and marketconditions, regional or global economicinstability, interest rate fluctuations, and thoseevents directly involving the issuers. Adversemarket events may lead to increasedredemptions, which could cause the Fund toexperience a loss when selling securities tomeet redemption requests by shareholders.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.25

Total Annual Returns For Calendar Years Ended December 312520151050-5-10-1520.94%9.26%11.23%4.04% 3.99%5.52%6.23%1.31%-0.80%-11.60%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 10.24% (for the quarter ended June 30, 2009) and the lowestquarterly return was -9.82% (for the quarter ended September 30, 2008).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsInvestment Grade Fund -0.80% 9.15% 4.70%BofA Merrill Lynch U.S. Corporate Master Index(reflects no deduction for fees, expenses or taxes)-1.46% 8.92% 5.31%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Portfolio Manager: Clark D. Wagner,Director of Fixed Income, serves as Co-Portfolio Manager of the Fund and has servedas Portfolio Manager or Co-Portfolio Managerof the Fund since 2007.Rajeev Sharma has served as Co-PortfolioManager of the Fund since 2009.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.26

OPPORTUNITY FUNDInvestment Objective: The Fund seeks long-term capital growth.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchasesN/A(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofN/Apurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 1 0.79%Total Annual Fund Operating Expenses 1.54%1. Expenses have been restated to reflect current operating expenses expected to be incurred for the fiscal year endingDecember 31, 2014.ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsOpportunity Fund $157 $486 $839 $1,83427

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 32% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundinvests primarily in mid- and small-sizecompanies that the Fund’s Adviser believesoffer strong growth opportunities. The Fundmay continue to hold stocks of companies thatgrow into larger companies and may alsoinvest opportunistically in larger companies.The Fund uses a “bottom-up” approach toselecting investments. The Fund usesfundamental research to search for companiesthat have one or more of the following: astrong balance sheet; experiencedmanagement; above-average earnings growthpotential; and stocks that are attractivelypriced. The Fund attempts to stay broadlydiversified, but it may emphasize certainindustry sectors based upon economic andmarket conditions.The Fund may sell a stock if it becomes fullyvalued, its fundamentals have deteriorated oralternative investments become moreattractive. The Fund may also sell a stock if itgrows into a large, well-established company,although it may also continue to hold such astock irrespective of its size.Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Market Risk. Stock prices may decline overshort or even extended periods not onlybecause of company-specific developments,but also due to an economic downturn,adverse political or regulatory developments, achange in interest rates or a change in investorsentiment.Mid-Size and Small-Size Company Risk. Themarket risk associated with stocks of mid- andsmall-size companies is generally greater thanthat associated with stocks of larger, moreestablished companies because stocks of midandsmall-size companies tend to experiencesharper price fluctuations. At times, it may bedifficult for the Fund to sell mid-to-small-sizecompany stocks at reasonable prices.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart shows theFund’s performance for the past calendar year.The table shows how the Fund’s averageannual returns for the past calendar yearended December 31 compare to those of abroad measure of market performance. TheFund’s past performance is not necessarily anindication of how the Fund will perform in thefuture.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.28

Total Annual Returns For Calendar Years Ended December 31504039.96%30201002013During the periods shown, the highest quarterly return was 11.93% (for the quarter ended March 31, 2013) and the lowestquarterly return was 3.46% (for the quarter ended June 30, 2013).Average Annual Total Returns For Periods Ended December 31, 20131 Year Life ofFundOpportunity Fund 39.96% 39.03%S&P Mid-Cap 400 Index(reflects no deduction for fees, expenses or taxes)33.46% 33.27%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Portfolio Manager: Edwin D. Miska, Directorof Equities, has served as Co-PortfolioManager since the Fund’s inception in 2012.Steven S. Hill has served as Co-PortfolioManager since the Fund’s inception in 2012.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.29

SELECT GROWTH FUNDInvestment Objective: The Fund seeks long-term growth of capital.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchasesN/A(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofN/Apurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.10%Total Annual Fund Operating Expenses 0.85%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsSelect Growth Fund $87 $271 $471 $1,04930

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 64% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundinvests in a portfolio of approximately 40-45common stocks that the Fund’s subadviser,Smith Asset Management Group, L.P.(“Smith”), believes offers the best potential forearnings growth with the lowest risk ofnegative earnings surprises.Smith employs quantitative and qualitativeanalysis to identify high quality companies thatit believes have the ability to accelerateearnings growth and exceed investorexpectations. Beginning with a universe ofstocks that includes large-, mid- and small-sizecompanies, Smith’s investment team uses riskcontrol and valuation screens primarily basedon valuation, financial quality, stock volatilityand corporate governance, to eliminate stocksthat are highly volatile or are more likely tounderperform the market.Stocks that pass the initial screens are thenevaluated using a proprietary methodology andfundamental analysis to produce a list of 80-100 eligible companies with a high probabilityof earnings growth that exceeds investorexpectations. The analysis includes anevaluation of changes in Wall Street opinions,individual analysts’ historical accuracy,earnings quality analysis and corporategovernance practices. Smith then constructsthe Fund’s portfolio based on a traditionalfundamental analysis of the companiesidentified on the list to understand theirbusiness prospects, earnings potential,strength of management and competitivepositioning.Stocks may be sold if they exhibit negativeinvestment or performance characteristics,including: a negative earnings forecast orreport, valuation concerns, company officials’downward guidance on company performanceor earnings or announcement of a buyout.Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Market Risk. Stock prices may decline overshort or even extended periods not onlybecause of company-specific developments,but also due to an economic downturn,adverse political or regulatory developments, achange in interest rates or a change in investorsentiment.Mid-Size and Small-Size Company Risk. Themarket risk associated with stocks of mid- andsmall-size companies is generally greater thanthat associated with stocks of larger, moreestablished companies because stocks of midandsmall-size companies tend to experiencesharper price fluctuations. At times, it may bedifficult for the Fund to sell mid-to-small-sizecompany stocks at reasonable prices.Growth Stock Risk. The Fund’s focus ongrowth stocks increases the potential volatilityof its share price. If expectations are not met,the prices of these stocks may declinesignificantly.Limited Holdings Risk. Because the Fundgenerally invests in a limited portfolio of only40 to 45 stocks, it may be more volatile thanother funds whose portfolios may contain alarger number of securities.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.31

Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future. Inaddition, prior to July 26, 2007, the Fund wasknown as the Focused Equity Fund, wasmanaged by a different subadviser, andemployed different strategies.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.Total Annual Returns For Calendar Years Ended December 31403020100-10-20-30-40-5033.15%21.10%11.42%13.30%5.87%9.47%9.90%5.55%5.25%-41.47%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 15.08% (for the quarter ended March 31, 2012) and the lowestquarterly return was -24.25% (for the quarter ended December 31, 2008).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsSelect Growth Fund 33.15% 16.14% 5.36%Russell 3000 Growth Index(reflects no deduction for fees, expenses or taxes)34.23% 20.53% 7.95%32

Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser and Smith AssetManagement Group, L.P. (“Smith”) serves assubadviser of the Fund.Portfolio Manager: The Fund is managed bySmith by a team of investment professionalswho have an equal role in managing the Fund,which includes the following: Stephen S.Smith, CFA, Chief Executive Officer and ChiefInvestment Officer; John D. Brim, CFA,Portfolio Manager; and Eivind Olsen, CFA,Portfolio Manager. Each investmentprofessional has served as a Portfolio Managerof the Fund since 2007, except for Mr. Olsen,who has served as a Portfolio Manager since2009.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.33

SPECIAL SITUATIONS FUNDInvestment Objective: The Fund seeks long-term growth of capital.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchases(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofpurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.07%Total Annual Fund Operating Expenses 0.82%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsSpecial Situations Fund $84 $262 $455 $1,014N/AN/A34

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 108% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundinvests primarily in common stocks of smallsizecompanies that the Fund’s adviser believesare undervalued, and generally invests incompanies that are experiencing a “specialsituation” that makes them undervaluedrelative to their long-term potential.Developments creating special situations mayinclude mergers, spin-offs, litigationresolution, new products, or managementchanges. The Fund may also invest in stocksof mid-size or large companies.The Fund uses a “bottom-up” approach toselecting investments. The Fund usesfundamental research to search for companiesthat have one or more of the following: astrong balance sheet; experiencedmanagement; above-average earnings growthpotential; and stocks that are attractivelypriced.The Fund may sell a stock if it becomes fullyvalued, it appreciates in value to the point thatit is no longer a small-size company stock, itsfundamentals have deteriorated or alternativeinvestments become more attractive.Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Market Risk. Stock prices may decline overshort or even extended periods not onlybecause of company-specific developments,but also due to an economic downturn,adverse political or regulatory developments, achange in interest rates or a change in investorsentiment.Small-Size and Mid-Size Company Risk. Themarket risk associated with stocks of smallandmid-size companies is generally greaterthan that associated with stocks of larger,more established companies because stocks ofsmall- and mid-size companies tend toexperience sharper price fluctuations. Attimes, it may be difficult for the Fund to sellsmall-to-mid-size company stocks atreasonable prices.Undervalued Security Risk. The Fund seeksto invest in stocks that are undervalued andthat will rise in value due to anticipated eventsor changes in investor perceptions. If theseevents do not occur, or investor perceptionsabout the securities do not improve, themarket price of these securities may not riseas expected or may fall.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future. Inaddition, prior to September 23, 2013, theFund was managed by a subadviser.35

The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.Total Annual Returns For Calendar Years Ended December 31403020100-10-20-30-40-5012.78%5.14%22.51%6.62%-33.25%30.77%26.57%10.01%2.24%30.88%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 17.19% (for the quarter ended June 30, 2009) and the lowestquarterly return was -24.00% (for the quarter ended December 31, 2008).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsSpecial Situations Fund 30.88% 19.50% 9.68%Russell 2000 Index(reflects no deduction for fees, expenses or taxes)38.82% 20.05% 9.07%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Portfolio Manager: Steven S. Hill has servedas Portfolio Manager of the Fund sinceSeptember 2013.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.36

TARGET MATURITY 2015 FUNDInvestment Objective: The Fund seeks a predictable compounded investment return for investorswho hold their Fund shares until the Fund’s maturity, consistent with preservation of capital.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchases(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofpurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 0.15%Total Annual Fund Operating Expenses 0.90%ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsTarget Maturity 2015 Fund $92 $287 $498 $1,108N/AN/A37

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 0% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundinvests at least 65% of its total assets in zerocoupon securities. The vast majority of theFund’s investments consist of non-callablezero coupon bonds issued by the U.S.Government, its agencies or instrumentalities,that mature on or around the maturity date ofthe Fund (December 31, 2015). Zero couponsecurities are debt obligations that do notentitle holders to any periodic payments ofinterest prior to maturity and therefore areissued and traded at discounts from their facevalues.The Fund may also invest in securities issuedby U.S. Government-sponsored enterprisessuch as Federal National Mortgage Association(“Fannie Mae”) and the Federal Home LoanMortgage Corporation (“Freddie Mac”).Although such U.S. Government-sponsoredenterprises are chartered and sponsored byActs of Congress, their securities are notbacked by the full faith and credit of the U.S.Government.The Fund seeks zero coupon bonds that willmature on or about the Fund’s maturity date.As the Fund’s zero coupon bonds mature, theproceeds will be invested in short term U.S.government securities. On the Fund’s maturitydate, the Fund’s assets will be converted tocash and distributed, and the Fund will beliquidated.Although the Fund generally follows a buy andhold strategy, the Fund may sell an investmentwhen the Fund identifies an opportunity toincrease its yield or it needs cash to meetredemptions.38Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Interest Rate Risk. In general, when interestrates rise, the market value of a bond declines,and when interest rates decline, the marketvalue of a bond increases. The Fund may besubject to a greater risk of rising interest ratesduring periods of historically low interestrates. The market prices of zero couponsecurities are generally more volatile than themarket prices of securities paying interestperiodically and, accordingly, will fluctuate farmore in response to changes in interest ratesthan those of non-zero coupon securitieshaving similar maturities and yields. Securitieswith longer maturities are generally moresensitive to interest rate changes.Credit Risk. This is the risk that an issuer ofbonds will be unable to pay interest orprincipal when due. The prices of bonds areaffected by the credit quality of the issuer.Credit risk applies to securities issued by theU.S. Government and by U.S. Governmentsponsoredenterprises (such as Fannie Maeand Freddie Mac securities), which are notsupported by the full faith and credit of theU.S. Government. The securities issued by U.S.Government-sponsored enterprises aresupported only by the credit of the issuingagency, instrumentality or corporation.Market Risk. The prices of, and the incomegenerated by, the securities held by the Fundmay decline in response to certain events,such as general economic and marketconditions, regional or global economicinstability, interest rate fluctuations, and thoseevents directly involving the issuers. Adversemarket events may lead to increasedredemptions, which could cause the Fund toexperience a loss when selling securities tomeet redemption requests by shareholders.

Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.3025Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart showschanges in the Fund’s performance from yearto year. The table shows how the Fund’saverage annual returns for 1, 5, and 10 yearscompare to those of a broad measure ofmarket performance. The Fund’s pastperformance is not necessarily an indication ofhow the Fund will perform in the future.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.Total Annual Returns For Calendar Years Ended December 3120151050-514.56%8.47%9.70%8.58%7.14%4.39%1.85%0.84%-2.22%-0.20%2004 2005 2006 2007 2008 2009 2010 2011 2012 2013During the periods shown, the highest quarterly return was 9.14% (for the quarter ended December 31, 2008) and thelowest quarterly return was -6.24% (for the quarter ended June 30, 2004).Average Annual Total Returns For Periods Ended December 31, 20131 Year 5 Years 10 YearsTarget Maturity 2015 Fund -0.20% 2.74% 5.19%Citigroup Treasury/Government Sponsored Index(reflects no deduction for fees, expenses or taxes)-2.51% 2.23% 4.19%39

Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Portfolio Manager: Clark D. Wagner,Director of Fixed Income, serves as Co-Portfolio Manager of the Fund and has servedas Portfolio Manager or Co-Portfolio Managerof the Fund since 1999.Rodwell Chadehumbe has served as Co-Portfolio Manager of the Fund since December2012.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.40

TOTAL RETURN FUNDInvestment Objective: The Fund seeks high, long-term total investment return consistent withmoderate investment risk.Fees and Expenses of the Fund: This table describes the fees and expenses that you may pay if youbuy and hold shares of the Fund. Investments in the Fund can only be made through a variableannuity contract or life insurance policy offered by a participating insurance company. This tabledoes not reflect the fees and expenses that are or may be imposed by a variable annuity contract orlife insurance policy for which the Fund is an investment option. For information regarding thosefees and expenses, please refer to the applicable variable annuity contract or life insurance policyprospectus. If those fees and expenses were included, the overall fees and expenses shown in thetable would be higher.Shareholder Fees (fees paid directly from your investment)Maximum sales charge (load) imposed on purchases(as a percentage of offering price)Maximum deferred sales charge (load) (as a percentage of the lower ofpurchase price or redemption price)Annual Fund Operating Expenses (expenses that you pay each year as apercentage of the value of your investment)Management Fees 0.75%Distribution and Service (12b-1) FeesNoneOther Expenses 1 0.51%Total Annual Fund Operating Expenses 1.26%1. Expenses have been restated to reflect current operating expenses expected to be incurred for the fiscal year endingDecember 31, 2014.ExampleThe Example is intended to help you compare the cost of investing in the Fund with the cost ofinvesting in other mutual funds. The Example assumes that you invest $10,000 in the Fund for thetime periods indicated and then redeem all of your shares at the end of those periods. The Examplealso assumes that your investment has a 5% return each year and that the Fund’s operating expensesremain the same. The table below does not include the fees or expenses that are or may beimposed by a variable annuity contract or life insurance policy for which the Fund is an investmentoption. If they were included, the expenses shown in the table below would be higher. Althoughyour actual costs may be higher or lower, based on these assumptions your costs would be:1 year 3 years 5 years 10 yearsTotal Return Fund $128 $400 $692 $1,523N/AN/A41

Portfolio Turnover: The Fund paystransaction costs, such as commissions, whenit buys and sells securities (or “turns over” itsportfolio). A higher portfolio turnover mayindicate higher transaction costs. These costs,which are not reflected in annual fundoperating expenses or in the example, affectthe Fund’s performance. During the mostrecent fiscal year, the Fund’s portfolioturnover rate was 14% of the average value ofits whole portfolio.Principal Investment Strategies: The Fundallocates its assets among stocks, bonds andmoney market instruments. While thepercentage of assets allocated to each assetclass is flexible rather than fixed, the Fundnormally invests at least 50% of its net assetsin stocks and at least 35% in bonds, cash andmoney market instruments. The percentagesmay change due to, among other things,market fluctuations or reallocation decisionsby the Fund’s portfolio managers.Once the asset allocation for stocks, bondsand money market instruments has been set,the Fund uses fundamental research andanalysis to determine which particularinvestments to purchase or sell.The Fund’s investments in stocks are normallydiversified among common stocks of large-,mid- and small-size companies that offer thepotential for capital growth, current income,or both. In selecting stocks, the Fundconsiders, among other things, the issuer’sfinancial strength, management, earningsgrowth potential and history (if any) of payingdividends.The Fund’s investments in bonds are normallydiversified among different types of bonds andother debt securities, including corporatebonds, U.S. Government securities andmortgage-backed securities. The Fund selectsbonds by first considering the outlook for theeconomy and interest rates, and thereafter, aparticular security’s characteristics. The Fundmay also invest in U.S. Treasury futures andoptions on U.S. Treasury futures to hedgeagainst changes in interest rates.42The Fund may sell a security if it becomes fullyvalued, its fundamentals have deteriorated,alternative investments become more attractiveor if it is necessary to rebalance the portfolio.Principal Risks: You can lose money byinvesting in the Fund. Here are the principalrisks of investing in the Fund:Market Risk. Stock prices may decline overshort or even extended periods not onlybecause of company-specific developments,but also due to an economic downturn,adverse political or regulatory developments, achange in interest rates or a change in investorsentiment. Similarly, the prices of, and theincome generated by, the bonds held by theFund may decline in response to certainevents, such as general economic and marketconditions, regional or global economicinstability, interest rate fluctuations, and thoseevents directly involving the issuers. Whilestocks and bonds may react differently toeconomic events, there are times when stocksand bonds both may decline in valuesimultaneously. Adverse market events maylead to increased redemptions, which couldcause the Fund to experience a loss whenselling securities to meet redemption requestsby shareholders.Mid-Size and Small-Size Company Risk. Themarket risk associated with stocks of mid- andsmall-size companies is generally greater thanthat associated with stocks of larger, moreestablished companies because stocks of midandsmall-size companies tend to experiencesharper price fluctuations. At times, it may bedifficult for the Fund to sell mid-to-small-sizecompany stocks at reasonable prices.Interest Rate Risk. In general, when interestrates rise, the market value of a debt securitydeclines, and when interest rates decline, themarket value of a debt security increases. TheFund may be subject to a greater risk of risinginterest rates during periods of historically lowinterest rates. Securities with longermaturities are generally more sensitive tointerest rate changes.

Credit Risk. This is the risk that an issuer ofbonds and other debt securities will be unableto pay interest or principal when due. Theprices of bonds and other debt securities areaffected by the credit quality of the issuer and,in the case of mortgage-backed securities, thecredit quality of the underlying mortgages.Credit risk also applies to securities issued orguaranteed by U.S. Government-sponsoredenterprises that are not backed by the full faithand credit of the U.S. Government. Thesecurities issued by U.S. Governmentsponsoredenterprises are supported only bythe credit of the issuing agency, instrumentalityor corporation.Prepayment and Extension Risk. The Fundis subject to prepayment and extension risksince it invests in mortgage-backed securities.When interest rates decline, borrowers tend torefinance their mortgages. When this occurs,the mortgages that back these securities suffera higher rate of prepayment. This could causea decrease in the Fund’s income and shareprice. Extension risk is the flip side ofprepayment risk. When interest rates rise, theFund’s average maturity may lengthen due to adrop in prepayments. This will generallyincrease both the Fund’s sensitivity to risinginterest rates and its potential for pricedeclines.Allocation Risk. The Fund may allocate assetsto investment classes that underperform otherclasses. For example, the Fund may beoverweighted in stocks when the stock marketis falling and the bond market is rising.Derivatives Risk. Investments in U.S.Treasury futures and options on U.S. Treasuryfutures to hedge against changes in interestrates involve risks, such as potential losses ifinterest rates do not move as expected and thepotential for greater losses than if thesetechniques had not been used. Investments inderivatives can increase the volatility of theFund’s share price and may expose the Fundto significant additional costs. Derivatives maybe difficult to sell, unwind, or value.Security Selection Risk. Securities selectedby the portfolio manager may performdifferently than the overall market or may notmeet the portfolio manager’s expectations.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Performance: The following bar chart andtable provide some indication of the risks ofinvesting in the Fund. The bar chart shows theFund’s performance for the past calendar year.The table shows how the Fund’s averageannual returns for the past calendar yearended December 31 compare to those of abroad measure of market performance. TheFund’s past performance is not necessarily anindication of how the Fund will perform in thefuture.The bar chart and table do not reflect fees andexpenses that may be deducted by the variableannuity contract or variable life insurancepolicy through which you invest. If they wereincluded, the returns would be less than thoseshown.43

Total Annual Returns For Calendar Years Ended December 312017.02%1510502013During the periods shown, the highest quarterly return was 6.04% (for the quarter ended March 31, 2013) and the lowestquarterly return was 0.48% (for the quarter ended June 30, 2013).Average Annual Total Returns For Periods Ended December 31, 20131 Year Life ofFundTotal Return Fund 17.02% 15.56%S&P 500 Index32.38% 30.74%(reflects no deduction for fees, expenses or taxes)BofA Merrill Lynch U.S. Corporate, Government & MortgageIndex (reflects no deduction for fees, expenses or taxes)-2.34% -2.05%Investment Adviser: First InvestorsManagement Company, Inc. is the Fund’sinvestment adviser.Portfolio Manager: Clark D. Wagner,Director of Fixed Income, has served asPortfolio Manager since the Fund’s inceptionin 2012.Edwin D. Miska, Director of Equities, hasserved as Portfolio Manager since the Fund’sinception in 2012.Other Important Information About TheFund: For important information about thePurchase and Sale of Fund Shares, TaxInformation and Payments To InsuranceCompanies and Other FinancialIntermediaries, please refer to the section“Other Important Information” on page 45 ofthis prospectus.44

Other Important InformationPurchase and Sale of Fund Shares:Investments in the Funds can only be madethrough a purchase of a variable annuitycontract or variable life insurance policy forwhich the Funds are an investment option.You may wish to contact the issuing insurancecompany and/or refer to the applicablecontract or policy prospectus for informationon how to purchase and sell shares of theFunds.Tax Information: You will not be subject tofederal income tax as the result of purchasesor sales of Fund shares, Fund dividends, orother distributions by the Funds. However,there may be tax consequences associated withinvesting in the variable annuity contracts andlife insurance policies. For informationconcerning federal income tax consequencesfor accountholders of such contracts orpolicies, accountholders should consult withthe issuing insurance company and refer to theapplicable contract or policy prospectus.Payments To Insurance Companies andOther Financial Intermediaries: The Fundsand their related companies may makepayments to an issuing insurance company, itsaffiliates, or other financial intermediaries fordistribution and/or other services. Thesepayments may be a factor that an insurancecompany considers in including the Funds asunderlying investment options for a variableannuity contract or life insurance policy.These payments may create a conflict ofinterest by influencing your financialrepresentative or the insurance company orother financial intermediary to recommend aFund over another investment. You maycontact your financial representative or visityour insurance company’s or financialintermediary’s website for more information.45

THE FUNDS IN GREATER DETAILThis section describes the First Investors Life Series Funds in more detail. Each individual Funddescription in this section provides more information about the Fund’s objective, principalinvestment strategies and risks. These Funds are used solely as the underlying investment optionsfor variable annuity contracts or variable life insurance policies. This means that you cannotpurchase shares of the Funds directly, but only through such a contract or policy. The Fund orFunds that are available to you depend upon which contract or policy you have purchased.The investment objective of each Fund is non-fundamental, which means that the Board of Trusteesmay change the investment objective of each Fund without shareholder approval. The Board maytake such action when it believes that a change in the objective is necessary or appropriate in lightof market circumstances or other events.46

CASH MANAGEMENT FUNDWhat are the Cash Management Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks to earn a high rate of currentincome consistent with the preservation ofcapital and maintenance of liquidity.Principal Investment Strategies:The Fund invests primarily in high-qualitymoney market instruments that aredetermined by the Fund’s Adviser to presentminimal credit risk. The Fund’s investmentsmay include prime commercial paper; shorttermcorporate bonds and notes, includingfloating and variable rate notes; U.S. Treasurysecurities; short-term obligations of U.S.Government-sponsored enterprises (some ofwhich are not backed by the full faith andcredit of the U.S. Government); bankers’acceptances, which are credit instrumentsguaranteed by a bank; and negotiablecertificates of deposit, which are issued bybanks in large denominations.The Fund’s portfolio is managed to meetregulatory requirements that permit the Fundto maintain a stable net asset value (“NAV”) of$1.00 per share. These include requirementsrelating to the credit quality, maturity, liquidityand diversification of the Fund’s investments.In buying and selling securities, the Fund willconsider its own credit analysis as well asratings assigned by ratings services. The Fundconsiders, among other things, the issuer’searnings and cash flow generating capabilities,the security’s yield and relative value, and theoutlook for interest rates and the economy. Inthe case of instruments with demand featuresor credit enhancements, the Fund may alsoconsider the financial strength of the partyproviding the demand feature or creditenhancement, including any ratings assignedto such party.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:While money market funds are designed to berelatively low-risk investments, they are notentirely free of risk. Any investment carrieswith it some level of risk. Although the Fundtries to maintain a $1.00 share price, it maynot be able to do so. It is therefore possible tolose money by investing in the Fund. Here arethe principal risks of investing in the Fund:Credit Risk:The value of a money market instrument willdecline if there is a default by or adeterioration in the credit quality of the issueror a provider of a credit enhancement ordemand feature. This could cause the Fund’sNAV to decline below $1.00 per share.Credit risk also applies to securities issued bythe U.S. Government and by U.S. Governmentsponsoredenterprises that are not backed bythe full faith and credit of the U.S. Government.47

The securities issued by U.S. Governmentsponsoredenterprises are supported only bythe credit of the issuing agency, instrumentalityor corporation. For example, securities issuedby the Federal National Mortgage Association(“Fannie Mae”) and the Federal Home LoanMortgage Corporation (“Freddie Mac”) arenot backed by the full faith and credit of theU.S. Government.In September 2008, the U.S. Treasury placedFannie Mae and Freddie Mac underconservatorship and appointed the FederalHousing Finance Agency (“FHFA”) to managetheir daily operations. While the U.S. Treasuryalso entered into arrangements to supportFannie Mae and Freddie Mac, there is noguarantee that these arrangements will ensurethat these entities will be able to honor theirobligations. Moreover, these arrangements donot alter the fact that the securities issued byFannie Mae and Freddie Mac are notguaranteed by the U.S. Treasury and are notbacked by the full faith and credit of the U.S.Government. Congress may continue toconsider legislation that would alter theactivities or operations of Fannie Mae andFreddie Mac. The resulting reform legislation,if enacted, may impact the credit riskassociated with Fannie Mae and Freddie Macsecurities.Interest Rate Risk:The Fund’s NAV could decline below $1.00 pershare because of a change in interest rates.Like the values of other debt instruments, themarket values of money market instrumentsare affected by changes in interest rates. Wheninterest rates rise, the market values of moneymarket instruments generally decline; andwhen interest rates decline, the market valuesof money market instruments generallyincrease. The Fund may be subject to agreater risk of rising interest rates duringperiods of historically low interest rates. Theprice volatility of money market instrumentsalso depends on their maturities anddurations. Generally, the shorter the maturityand duration of a money market instrument,the lesser its sensitivity to interest rates.48Liquidity Risk:The Fund may be unable to sell a securitypromptly and at an acceptable price, whichcould have the effect of decreasing the overalllevel of the Fund’s liquidity. Marketdevelopments may cause the Fund’sinvestments to become less liquid and subjectto erratic price movements, which may havean adverse effect on the Fund’s ability tomaintain a $1.00 share price. The Fund couldlose money if it cannot sell a security at thetime and price that would be beneficial to theFund.Market Risk:The prices of, and the income generated by,the money market instruments held by theFund may decline in response to certainevents, such as general economic and marketconditions, regional or global economicinstability, interest rate fluctuations, and thoseevents directly involving the issuers. Theseevents may lead to periods of volatility, whichmay be exacerbated by changes in bondmarket size and structure. In addition,adverse market events may lead to increasedredemptions, which could cause the Fund toexperience a loss when selling securities tomeet redemption requests by shareholders.The risk of loss increases if the redemptionrequests are unusually large or frequent.Yield Risk:The yields received by the Fund on itsinvestments will generally decline as interestrates decline.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency. Althoughthe Fund seeks to preserve the value of yourinvestment at $1.00 per share, it is possibleto lose money by investing in the Fund.

EQUITY INCOME FUNDWhat are the Equity Income Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks total return.Principal Investment Strategies:The Fund invests, under normal marketconditions, primarily in dividend-paying stocksof companies that the Fund believes areundervalued in the market relative to theirlong term potential. The Fund may also investin stocks of companies of any size that do notpay dividends, but have the potential of payingdividends in the future if they appear to beundervalued.In selecting stocks, the Fund typically beginsby identifying companies that pay dividends.The Fund then analyzes companies that appearto be undervalued. Under normalcircumstances, the Fund will invest at least80% of its net assets (including anyborrowings for investment purposes) inequities. For purposes of this 80% test,equities may include common stock, preferredstock, equity-based ETFs and otherinstruments that are convertible into commonstock, or other instruments that represent anequity position in an issuer. The Fund willprovide shareholders with at least 60 daysnotice before changing this 80% policy.The Fund generally uses a “bottom-up”approach to selecting investments. This meansthat the Fund generally identifies potentialinvestments through fundamental research andanalysis which includes, among other things,analyzing a company’s balance sheet, cashflow statements and competition within acompany’s industry.The Fund assesses whether management isimplementing a reasonable corporate strategyand is operating in the interests ofshareholders. Other considerations include49analysis of economic trends, interest rates andindustry diversification.The Fund normally will diversify its assetsamong dividend-paying stocks of large-, midandsmall-size companies. Marketcapitalization is not an initial factor during thesecurity selection process, but it is consideredin assembling the total portfolio.The Fund may sell a security if it becomes fullyvalued, its fundamentals have deteriorated oralternative investment opportunities becomemore attractive. The Fund reserves the right totake temporary defensive positions that areinconsistent with the Fund’s principalinvestment strategies in attempting to respondto adverse market, economic, political orother conditions. If it does so, it may notachieve its investment objective. The Fundmay also choose not to take defensivepositions.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.

Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:Market Risk:Because the Fund primarily invests in commonstocks, it is subject to market risk. Stockprices may decline over short or evenextended periods not only because ofcompany-specific developments, but also dueto an economic downturn, adverse political orregulatory developments, a change in interestrates or a change in investor sentiment. Stockmarkets tend to run in cycles with periodswhen prices generally go up, known as “bull”markets, and periods when stock pricesgenerally go down, referred to as “bear”markets.While dividend-paying stocks are generallyconsidered less volatile than other stocks,there can be no guarantee that the Fund’soverall portfolio will be less volatile than thegeneral stock market. Depending uponmarket conditions, the income from dividendpayingstocks and other investments may notbe sufficient to provide a cushion againstgeneral market downturns.Undervalued Securities Risk:The Fund seeks to invest in stocks that areundervalued and that will rise in value due toanticipated events or changes in investorperceptions. If these events do not occur, aredelayed or investor perceptions about thesecurities do not improve, the market price ofthese securities may not rise as expected ormay fall. Moreover, value stocks may fall outof favor with investors and decline in price asa class.Mid-Size and Small-Size Company Risk:The market risk associated with stocks of midandsmall-size companies is generally greaterthan that associated with stocks of larger,more established companies because stocks of50mid- and small-size companies tend toexperience sharper price fluctuations. Theadditional volatility associated with mid-tosmall-sizecompany stocks is attributable to anumber of factors, including the fact that theearnings of such companies tend to be lesspredictable than those of larger, moreestablished companies. Mid-to-small-sizecompany stocks are also not as broadly tradedas stocks of larger companies. At times, it maybe difficult for the Fund to sell mid-to-smallsizecompany stocks at reasonable prices.Dividend Risk:At times, the Fund may not be able to identifydividend-paying stocks that are attractiveinvestments. The income received by the Fundwill also fluctuate due to the amount ofdividends that companies elect to pay.Depending upon market conditions, the Fundmay not have sufficient income to pay itsshareholders regular dividends.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.

FUND FOR INCOMEWhat are the Fund For Income’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks high current income.Principal Investment Strategies:The Fund primarily invests in high yield, belowinvestment grade corporate bonds (commonlyknown as “high yield” or “junk bonds”). Highyield bonds include both bonds that are ratedbelow Baa3 by Moody’s Investors Service, Inc.or below BBB- by Standard & Poor’s RatingsServices as well as unrated bonds that aredetermined by the Fund to be of equivalentquality. High yield bonds generally providehigher income than investment grade bonds tocompensate investors for their higher risk ofdefault (i.e., failure to make required interestor principal payments). High yield bondissuers include small or relatively newcompanies lacking the history or capital tomerit investment grade status, former bluechip companies downgraded because offinancial problems, special purpose entitiesthat are used to finance capital investment,sales or leases of equipment, loans or otherprograms and firms with heavy debt loads.High yield securities may be backed byreceivables or other assets. The Fund mayalso invest in other high yield debt securities,such as assignments of syndicated bank loans.The Fund seeks to reduce the risk of a defaultby selecting bonds through careful creditresearch and analysis. The Fund seeks toreduce the impact of a potential default bydiversifying its investments among bonds ofmany different companies and industries. TheFund attempts to invest in bonds that havestable to improving credit quality and potentialfor capital appreciation because of a creditrating upgrade or an improvement in theoutlook for a particular company, industry orthe economy as a whole.Although the Fund will consider ratingsassigned by ratings agencies in selecting highyield bonds, it relies principally on its ownresearch and investment analysis. The Fundconsiders a variety of factors, including theoverall economic outlook, the issuer’scompetitive position, the outlook of itsindustry, its managerial strength, anticipatedcash flow, debt maturity schedules, borrowingrequirements, interest or dividend coverage,asset coverage and earnings prospects. TheFund may sell a bond when it showsdeteriorating fundamentals or it falls short ofthe portfolio manager’s expectations. It mayalso decide to continue to hold a bond (orrelated securities, such as stocks or warrants)after its issuer defaults or is subject to abankruptcy.The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjective. The Fund may also choose not totake defensive positions.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).51

The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:High Yield Securities Risk:High yield bonds and other types of high yielddebt securities have greater credit risk thanhigher quality debt securities because thecompanies that issue them are not asfinancially strong as companies withinvestment grade ratings. High yieldsecurities, commonly referred to as junkbonds, are considered to be inherentlyspeculative due to the risk associated with theissuer’s continuing ability to make principaland interest payments. Lower quality debtsecurities generally tend to be more sensitiveto these changes than higher quality debtsecurities. While credit ratings may beavailable to assist in evaluating an issuer’scredit quality, they may not accurately predictan issuer’s ability to make timely payment ofprincipal and interest. During times ofeconomic downturn, issuers of high yield debtsecurities may not have the ability to access thecredit markets to refinance their bonds ormeet other credit obligations.Credit Risk:This is the risk that an issuer of bonds andother debt securities will be unable to payinterest or principal when due. The prices ofbonds and other debt securities are affected bythe credit quality of the issuer. Changes in thefinancial condition of an issuer, generaleconomic conditions and specific economicconditions that affect a particular type of issuercan impact the credit quality of an issuer.Such changes may weaken an issuer’s ability tomake payments of principal or interest or52cause an issuer to fail to make timely paymentsof interest or principal. The same risks ofdefault apply to borrowers of assignments ofsyndicated bank loans.Market Risk:The prices of, and the income generated by,the bonds held by the Fund may decline inresponse to certain events, such as generaleconomic and market conditions, regional orglobal economic instability, interest ratefluctuations, and those events directly involvingthe issuers. The entire high yield bond marketcan experience sharp price swings due to avariety of factors, including changes ineconomic forecasts, stock market volatility,large sustained sales of high yield bonds bymajor investors, high-profile defaults or themarket’s psychology. These events may lead toperiods of volatility, which may be exacerbatedby changes in bond market size and structure.Volatility in the high yield market is usuallyassociated more with stocks than bonds. Theprices of high yield bonds and other high yieldsecurities held by the Fund could decline notonly due to a deterioration in the financialcondition of the issuers of such bonds, butalso due to overall movements in the high yieldmarket. Adverse market events may lead toincreased redemptions, which could cause theFund to experience a loss when sellingsecurities to meet redemption requests byshareholders. The risk of loss increases if theredemption requests are unusually large orfrequent.Interest Rate Risk:The market values of high yield bonds andother debt securities are affected by changes ininterest rates. In general, when interest ratesrise, the market value of a debt securitydeclines, and when interest rates decline, themarket value of a debt security increases. TheFund may be subject to a greater risk of risinginterest rates during periods of historically lowinterest rates. Generally, the longer thematurity and duration of a debt security, andthe higher its credit rating, the greater itssensitivity to interest rates.

Liquidity Risk:High yield debt securities tend to be less liquidthan higher quality debt securities, meaningthat it may be difficult to sell high yield debtsecurities at a reasonable price or at aparticular time, particularly if there is adeterioration in the economy or in thefinancial prospects of their issuers.Assignments of syndicated bank loans may beless liquid at times, because of potential delaysin the settlement process or restrictions onresale. As a result, the prices of high yielddebt securities may be subject to wide pricefluctuations due to liquidity concerns.Syndicated Bank Loans Risk:Syndicated bank loans are also subject to therisk that the value of the collateral, if any,securing a loan may decline, be insufficient tomeet the obligations of the borrower, or bedifficult to liquidate. In the event of a default,the Fund may have difficulty collecting on anycollateral and would not have the ability tocollect on any collateral for anuncollateralized loan.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.53

GOVERNMENT FUNDWhat are the Government Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks to achieve a significant level ofcurrent income which is consistent withsecurity and liquidity of principal.Principal Investment Strategies:Under normal circumstances, the Fund investsat least 80% of its net assets (plus anyborrowings for investment purposes) insecurities issued or guaranteed as to paymentof principal and interest by the U.S.Government, its agencies or instrumentalities(“U.S. Government Securities”). The Fund willnotify shareholders at least 60 days beforemaking any change to this 80% policy.The Fund invests in all types of U.S.Government Securities, which may include (a)U.S. Treasury obligations, (b) securities issuedor guaranteed by U.S. Government agencies orinstrumentalities that are backed by the fullfaith and credit of the U.S. Government, and(c) securities issued or guaranteed byagencies or instrumentalities that aresponsored or chartered by the U.S.Government but whose securities are backedsolely by the credit of the issuing agency orinstrumentality or the right of the issuer toborrow from the U.S. Treasury. U.S.Government Securities may include mortgagebackedsecurities that are guaranteed by theGovernment National Mortgage Association(“GNMA”), commonly known as Ginnie Maes,which are backed by the full faith and credit ofthe U.S. Government and mortgage-backedsecurities issued or guaranteed by U.S.Government-sponsored enterprises, such asthe Federal National Mortgage Association(“Fannie Mae”) and Federal Home LoanMortgage Corporation (“Freddie Mac”), whichare not backed by the full faith and credit ofthe U.S. Government. The Fund may alsoinvest in U.S. Treasury futures and options on54U.S. Treasury futures to hedge against changesin interest rates.The Fund uses a “top-down” approach inmaking investment decisions based on itsassessment of interest rates, economic andmarket conditions, and the relative values ofdifferent types of U.S. Government Securities.In selecting investments, the Fund considers,among other factors, maturity, yield, relativevalue and, in the case of mortgaged-backedsecurities, coupon and weighted averagematurity. The Fund will usually sell aninvestment when there are changes in theinterest rate environment that are adverse tothe investment.The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjective. The Fund may also choose not totake defensive positions.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).

The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. While the Fund invests in securities thatare issued or guaranteed by the U.S.Government, its agencies or instrumentalities,your investment in the Fund is not insured orguaranteed by the U.S. Government. Here arethe principal risks of investing in the Fund:Interest Rate Risk:Because the Fund invests primarily in fixedincome securities, it is subject to interest raterisk. In general, when interest rates rise, themarket value of a debt security declines, andwhen interest rates decline, the market valueof a debt security increases. The Fund may besubject to a greater risk of rising interest ratesduring periods of historically low interestrates. Securities with longer maturities andlower coupons tend to be more sensitive tointerest rate changes than those with shortermaturities and higher coupons.Prepayment and Extension Risk:The Fund is subject to prepayment andextension risk since it invests in mortgagebackedsecurities. When interest ratesdecline, borrowers tend to refinance theirmortgages. When this occurs, the mortgagesthat back these securities suffer a higher rateof prepayment. This could cause a decrease inthe Fund’s income and share price. Extensionrisk is the flip side of prepayment risk. Wheninterest rates rise, the Fund’s average maturitymay lengthen due to a drop in prepayments.This will generally increase both the Fund’ssensitivity to interest rates and its potential forprice declines.55Credit Risk:This is the risk that an issuer of bonds will beunable to pay interest or principal when due.The prices of bonds are affected by the creditquality of the issuer and in the case ofmortgage-backed securities, the credit qualityof the underlying mortgages. Credit riskapplies to securities issued by the U.S.Government and by U.S. Governmentsponsoredenterprises (such as Fannie Maeand Freddie Mac mortgage-backed securities)that are not backed by the full faith and creditof the U.S. Government. In the event that theU.S. Government sponsored enterprises wereto default on their obligations, the Fund wouldbe forced to rely on the underlying mortgagesbacking the securities.In September 2008, the U.S. Treasury placedFannie Mae and Freddie Mac underconservatorship and appointed the FederalHousing Finance Agency (“FHFA”) to managetheir daily operations. While the U.S. Treasuryalso entered into arrangements to supportFannie Mae and Freddie Mac, there is noguarantee that these arrangements will ensurethat these entities will be able to honor theirobligations. Moreover, these arrangements donot alter the fact that the securities issued byFannie Mae and Freddie Mac are notguaranteed by the U.S. Treasury and are notbacked by the full faith and credit of the U.S.Government. Congress may continue toconsider legislation that would alter theactivities or operations of Fannie Mae andFreddie Mac. The resulting reform legislation,if enacted, may impact the credit riskassociated with Fannie Mae and Freddie Macsecurities.Derivatives Risk:Investments in U.S. Treasury futures andoptions on U.S. Treasury futures to hedgeagainst changes in interest rates involve risks,such as potential losses if interest rates do notmove as expected and the potential for greaterlosses than if these techniques had not beenused. The use of derivatives for hedgingpurposes may limit any potential gain that

might result from an increase in the value ofthe hedged position. These investments canalso increase the volatility of the Fund’s shareprice and may expose the Fund to significantadditional costs. Moreover, derivatives may bedifficult or impossible to sell, unwind, or valuedue to lack of a secondary trading market.Market Risk:The prices of, and the income generated by,the securities held by the Fund may decline inresponse to certain events, such as generaleconomic and market conditions, regional orglobal economic instability, interest ratefluctuations, and those events directly involvingthe issuers. These events may lead to periodsof volatility, which may be exacerbated bychanges in bond market size and structure. Inaddition, adverse market events may lead toincreased redemptions, which could cause theFund to experience a loss when sellingsecurities to meet redemption requests byshareholders. The risk of loss increases if theredemption requests are unusually large orfrequent.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.56

GROWTH & INCOME FUNDWhat are the Growth & Income Fund’s objectives, principalinvestment strategies and principal risks?Objectives:The Fund seeks long-term growth of capitaland current income.Principal Investment Strategies:The Fund primarily invests in common stocksthat offer the potential for capital growth,current income or both. The Fund primarilyseeks to invest in common stocks ofcompanies that have a history of payingdividends. When the Fund cannot identifydividend-paying stocks that it finds attractive, itmay invest in non-dividend paying stocks. TheFund will normally diversify its stock holdingsamong stocks of large-, mid-, and small-sizecompanies.The Fund generally uses a “bottom-up”approach to selecting investments. This meansthat the Fund generally identifies potentialinvestments through fundamental research andanalysis and thereafter focuses on other issues,such as economic trends, interest rates,industry diversification and marketcapitalization. In deciding whether to buy orsell securities, the Fund considers, amongother things, the issuer’s financial strength,management, earnings growth or potentialearnings growth and history (if any) of payingdividends.The Fund may sell a security if it becomes fullyvalued, its fundamentals have deteriorated oralternative investments become moreattractive.The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjectives. The Fund may also choose not totake defensive positions.57Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:Market Risk:Because the Fund primarily invests in commonstocks, it is subject to market risk. Stockprices may decline over short or evenextended periods not only because ofcompany-specific developments, but also dueto an economic downturn, adverse political orregulatory developments, a change in interestrates or a change in investor sentiment. Stockmarkets tend to run in cycles with periodswhen prices generally go up, known as “bull”markets, and periods when stock pricesgenerally go down, referred to as “bear”markets.

While dividend-paying stocks are generallyconsidered less volatile than other stocks,there can be no guarantee that the Fund’soverall portfolio will be less volatile than thegeneral stock market. Depending uponmarket conditions, the income from dividendpayingstocks and other investments may notbe sufficient to provide a cushion againstgeneral market downturns. Moreover, if theFund cannot identify dividend-paying stocksthat it believes have sufficient growth potential,it may have a substantial portion of itsportfolio in non-dividend paying stocks.financial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.Mid-Size and Small-Size Company Risk:The market risk associated with stocks of midandsmall-size companies is generally greaterthan that associated with stocks of larger,more established companies because stocks ofmid- and small-size companies tend toexperience sharper price fluctuations. Theadditional volatility associated with mid-tosmall-sizecompany stocks is attributable to anumber of factors, including the fact that theearnings of such companies tend to be lesspredictable than those of larger, moreestablished companies. Mid-to-small-sizecompany stocks are also not as broadly tradedas stocks of larger companies. At times, it maybe difficult for the Fund to sell mid-to-smallsizecompany stocks at reasonable prices.Dividend Risk:At times, the Fund may not be able to identifydividend-paying stocks that are attractiveinvestments. The income received by the Fundwill also fluctuate due to the amount ofdividends that companies elect to pay.Depending upon market conditions, the Fundmay not have sufficient income to pay itsshareholders regular dividends.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’s58

INTERNATIONAL FUNDWhat are the International Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund primarily seeks long-term capitalgrowth.Principal Investment Strategies:The Fund primarily invests in a portfolio ofcommon stocks and other equity securities ofcompanies that are located outside of theUnited States. To a limited degree, the Fundmay also invest in companies based in theUnited States.The Fund typically invests in the securities ofmedium to large size companies, but will alsoinvest in smaller companies. The Fund’sholdings may be limited to the securities of 40to 60 different issuers. The Fund may investsignificantly in emerging or developingmarkets such as India and Brazil, and mayfocus its investments in companies located inor tied economically to particular countries orregions.The subadviser selects investments for theFund generally by screening a universe ofstocks that meet its “quality growth” criteria,which include high return on equity and low tomoderate leverage, among others. Thesubadviser then further narrows that universeby using a bottom-up stock and businessanalysis approach. The subadviser makes itsassessments by examining companies one at atime, regardless of size, country oforganization, place of principal businessactivity or other similar selection criteria.The subadviser seeks to invest in companieswhose businesses are highly profitable, haveconsistent operating histories and financialperformance and enjoy possible long-termeconomic prospects. The subadviser’sinvestment process also considers acompany’s intrinsic value relative to itsearnings power and market price. The59subadviser believes that investing in thesesecurities at a price that is below their intrinsicworth may generate greater returns for theFund than those obtained by paying premiumprices for companies currently in marketfavor.In determining which portfolio securities tosell, the subadviser focuses on the operatingresults of the companies, and not pricequotations, to measure the potential success ofan investment. In making sell decisions, thesubadviser considers, among other things,whether a security’s price target has been met,whether there has been an overvaluation of theissuer by the market, whether there has been aclear deterioration of future earnings powerand whether, in the subadviser’s opinion,there has been a loss of long-term competitiveadvantage.The Fund may enter into spot currency trades(i.e., for cash at the spot rate prevailing in theforeign currency market) in connection withthe settlement of transactions in securitiestraded in foreign currency.The Fund reserves the right to take temporarydefensive positions that are inconsistent withits principal investment strategies in attemptingto respond to adverse market, economic,political or other conditions. If it does so, itmay not achieve its investment objective. TheFund may also choose not to take defensivepositions.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policies

and procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:Market Risk:Because the Fund primarily invests in commonstocks, it is subject to market risk. Stockprices may decline over short or evenextended periods not only because ofcompany-specific developments, but also dueto an economic downturn, adverse political orregulatory developments, a change in interestrates or a change in investor sentiment. Stockmarkets tend to run in cycles with periodswhen prices generally go up, known as “bull”markets, and periods when stock pricesgenerally go down, referred to as “bear”markets.Foreign Securities Risk:There are special risk factors associated withinvesting in foreign securities. Some of thesefactors are also present when investing in theUnited States but are heightened wheninvesting in non-U.S. markets, especially insmaller, less-developed or emerging markets.For example, fluctuations in the exchangerates between the U.S. dollar and foreigncurrencies may have a negative impact oninvestments denominated in foreign currenciesby eroding or reversing gains or wideninglosses from those investments. The risks ofinvesting in foreign securities also includepotential political and economic instability,differing accounting and financial reportingstandards or inability to obtain reliable60financial information regarding a company’sbalance sheet and operations and lessstringent regulation and supervision of foreignsecurities markets, custodians and securitiesdepositories. Funds that invest in foreignsecurities are also subject to highercommission rates on portfolio transactions,potentially adverse changes in tax andexchange control regulations and potentialrestrictions on the flow of international capital.The use of spot transactions does not reduceor eliminate these risks. Many foreigncountries impose withholding taxes on incomeand gains from investments in securities ofissuers located in such countries, which theFund may not recover. To the extent the Fundinvests a significant portion of its assets insecurities of a single country or region at anytime, it is more likely to be affected by eventsor conditions of that country or region. As aresult, it may be more volatile than a moregeographically diversified fund.Emerging Markets Risk:The risks of investing in foreign securities areheightened when the securities are traded inemerging or developing markets. Theeconomies and political environments ofemerging or developing countries tend to bemore unstable than those of developedcountries, resulting in more volatile rates ofreturns than the developed markets andsubstantially greater risk to investors.Liquidity Risk:The Fund is also susceptible to the risk thatcertain securities may be difficult orimpossible to sell at the time and the price thatthe Fund would like. As a result, the Fund mayhave to lower the price on certain securitiesthat it is trying to sell, sell other securitiesinstead or forego an investment opportunity,any of which could have a negative effect onFund management or performance. This riskis particularly acute in the case of foreignsecurities that are traded in smaller, lessdevelopedor emerging markets.

Mid-Size and Small-Size Company Risk:The market risk associated with stocks of midandsmall-size companies is generally greaterthan that associated with stocks of larger,more established companies because stocks ofmid- and small-size companies tend toexperience sharper price fluctuations. Theadditional volatility associated with mid-tosmall-sizecompany stocks is attributable to anumber of factors, including the fact that theearnings of such companies tend to be lesspredictable than those of larger, moreestablished companies. Mid-to-small-sizecompany stocks are also not as broadly tradedas stocks of larger companies. At times, it maybe difficult for the Fund to sell mid-to-smallsizecompany stocks at reasonable prices.Limited Holdings Risk:The Fund’s assets may be invested in a limitednumber of issuers. This means that the Fund’sperformance may be substantially impacted bythe change in value of even a single holding.The price of a share of the Fund can thereforebe expected to fluctuate more than a fund thatinvests in substantially more companies.Moreover, the Fund’s share price may declineeven when the overall market is increasing.Accordingly, an investment in the Fund maytherefore entail greater risks.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.61

INVESTMENT GRADE FUNDWhat are the Investment Grade Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks to generate a maximum levelof income consistent with investment ininvestment grade debt securities.Principal Investment Strategies:The Fund primarily invests in investment gradesecurities. Under normal circumstances, theFund will invest at least 80% of its net assets(plus any borrowings for investmentpurposes) in investment grade debt securities.The Fund will provide shareholders with atleast 60 days notice before changing this 80%policy. The Fund defines investment gradedebt securities as those that are rated withinthe four highest ratings categories by Moody’sInvestors Service, Inc. (“Moody’s”) orStandard & Poor’s Ratings Services (“S&P”) orthat are unrated but determined by the Fund’sAdviser to be of quality equivalent to thosewithin the four highest ratings of Moody’s orS&P.The Fund may invest in a variety of differenttypes of investment grade securities, includingcorporate bonds, securities issued orguaranteed by the U.S. Government or U.S.Government-sponsored enterprises (some ofwhich are not backed by the full faith andcredit of the U.S. Government) and mortgagebackedand other asset-backed securities. TheFund may also invest in U.S. Treasury futuresand options on U.S. Treasury futures to hedgeagainst changes in interest rates.The Fund attempts to stay broadly diversified,but it may emphasize certain industries basedon the outlook for interest rates, economicforecasts and market conditions. In selectinginvestments, the Fund considers, among otherthings, the issuer’s earnings and cash flowgenerating capabilities, asset quality, debtlevels, industry characteristics and62management strength. The Fund alsoconsiders ratings assigned by ratings servicesin addition to its own research and investmentanalysis.The Fund may adjust the average weightedmaturity of the securities in its portfolio basedon its interest rate outlook. If it believes thatinterest rates are likely to fall, it may attempt tobuy securities with longer maturities. Bycontrast, if it believes interest rates are likelyto rise, it may attempt to buy securities withshorter maturities or sell securities with longermaturities.The Fund will not necessarily sell aninvestment if its rating is reduced. The Fundusually will sell a security when it showsdeteriorating fundamentals, it falls short of theportfolio manager’s expectations, or a moreattractive investment is available. However, itmay hold securities that have beendowngraded below investment grade(commonly known as “high yield” or “junk”bonds).The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjective. The Fund may also choose not totake defensive positions.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policies

and procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:Interest Rate Risk:The market values of bonds and other debtsecurities are affected by changes in interestrates. In general, when interest rates rise, themarket value of a debt security declines, andwhen interest rates decline, the market valueof a debt security increases. The Fund may besubject to a greater risk of rising interest ratesduring periods of historically low interestrates. Generally, the longer the maturity andduration of a debt security, the greater itssensitivity to interest rates.Credit Risk:This is the risk that an issuer of bonds andother debt securities will be unable to payinterest or principal when due. The prices ofbonds and other debt securities are affected bythe credit quality of the issuer and in the caseof asset-backed securities, the credit quality ofthe underlying loans. High yield debtsecurities have greater credit risk than higherquality debt securities because the companiesthat issue them are not as financially strong ascompanies with investment grade ratings.Changes in the financial condition of an issuer,general economic conditions and specificeconomic conditions that affect a particulartype of issuer can impact the credit quality ofan issuer. Such changes may weaken anissuer’s ability to make payments of principalor interest, or cause an issuer to fail to make63timely payments of interest or principal.Lower quality debt securities generally tend tobe more sensitive to these changes than higherquality debt securities, but the lowest ratingcategory of investment grade securities mayhave speculative characteristics as well. Whilecredit ratings may be available to assist inevaluating an issuer’s credit quality, they maynot accurately predict an issuer’s ability tomake timely payment of principal and interest.During times of economic downturn, issuersof high yield debt securities may not have theability to access the credit markets torefinance their bonds or meet other creditobligations.Credit risk also applies to securities issued bythe U.S. Government and by U.S. Governmentsponsoredenterprises that are not backed bythe full faith and credit of the U.S. Government.The securities issued by U.S. Governmentsponsoredenterprises are supported only bythe credit of the issuing agency, instrumentalityor corporation. For example, securities issuedby the Federal National Mortgage Association(“Fannie Mae”) and the Federal Home LoanMortgage Corporation (“Freddie Mac”) arenot backed by the full faith and credit of theU.S. Government.In September 2008, the U.S. Treasury placedFannie Mae and Freddie Mac underconservatorship and appointed the FederalHousing Finance Agency (“FHFA”) to managetheir daily operations. While the U.S. Treasuryalso entered into arrangements to supportFannie Mae and Freddie Mac, there is noguarantee that these arrangements will ensurethat these entities will be able to honor theirobligations. Moreover, these arrangements donot alter the fact that the securities issued byFannie Mae and Freddie Mac are notguaranteed by the U.S. Treasury and are notbacked by the full faith and credit of the U.S.Government. Congress may continue toconsider legislation that would alter theactivities or operations of Fannie Mae andFreddie Mac. The resulting reform legislation,if enacted, may impact the credit risk

associated with Fannie Mae and Freddie Macsecurities.Prepayment and Extension Risk:The Fund is subject to prepayment andextension risk since it invests in mortgagebackedand other asset-backed securities.When interest rates decline, borrowers tend torefinance their loans. When this occurs, theloans that back these securities suffer a higherrate of prepayment. This could cause adecrease in the Fund’s income and shareprice. Extension risk is the flip side ofprepayment risk. When interest rates rise, theFund’s average maturity may lengthen due to adrop in prepayments. This will generallyincrease both the Fund’s sensitivity to interestrates and its potential for price declines.Liquidity Risk:High yield debt securities tend to be less liquidthan higher quality debt securities, meaningthat it may be difficult to sell high yield debtsecurities at reasonable prices, particularly ifthere is a deterioration in the economy or inthe financial prospects of their issuers. As aresult, the prices of high yield debt securitiesmay be subject to wide price fluctuations dueto liquidity concerns.Derivatives Risk:Investments in U.S. Treasury futures andoptions on U.S. Treasury futures to hedgeagainst changes in interest rates involve risks,such as potential losses if interest rates do notmove as expected and the potential for greaterlosses than if these techniques had not beenused. The use of derivatives for hedgingpurposes may limit any potential gain thatmight result from an increase in the value ofthe hedged position. These investments canalso increase the volatility of the Fund’s shareprice and may expose the Fund to significantadditional costs. Moreover, derivatives may bedifficult or impossible to sell, unwind, or valuedue to lack of a secondary trading market.Market Risk:The prices of, and the income generated by,the debt securities held by the Fund maydecline in response to certain events, such asgeneral economic and market conditions,regional or global economic instability,interest rate fluctuations, and those eventsdirectly involving the issuers. These eventsmay lead to periods of volatility, which may beexacerbated by changes in bond market sizeand structure. In addition, adverse marketevents may lead to increased redemptions,which could cause the Fund to experience aloss when selling securities to meetredemption requests by shareholders. Therisk of loss increases if the redemptionrequests are unusually large or frequent.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.64

OPPORTUNITY FUNDWhat are the Opportunity Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks long-term capital growth.Principal Investment Strategies:The Fund invests primarily in mid- and smallsizecompanies that the Fund’s Adviser believesoffer strong growth opportunities. The Fundmay continue to hold stocks of mid- andsmall-size companies that grow into largecompanies and may also investopportunistically in stocks of largercompanies.The Fund uses a “bottom-up” approach toselecting investments. The Fund usesfundamental research to search for companiesthat have one or more of the following: astrong balance sheet; experiencedmanagement; above-average earnings growthpotential; and stocks that are attractivelypriced. The Fund attempts to stay broadlydiversified, but it may emphasize certainindustry sectors based upon economic andmarket conditions.The Fund may sell a stock if it becomes fullyvalued, its fundamentals have deteriorated oralternative investments become moreattractive. The Fund may also sell a stock if itgrows into a large, well-established company,although it may also continue to hold such astock irrespective of its size.The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjective. The Fund may also choose not totake defensive positions.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:Market Risk:Because the Fund primarily invests in commonstocks, it is subject to market risk. Stockprices may decline over short or evenextended periods not only because ofcompany-specific developments, but also dueto an economic downturn, adverse political orregulatory developments, a change in interestrates or a change in investor sentiment. Stockmarkets tend to run in cycles with periodswhen prices generally go up, known as “bull”markets, and periods when stock pricesgenerally go down, referred to as “bear”markets.65

Mid-Size and Small-Size Company Risk:The market risk associated with stocks of midandsmall-size companies is generally greaterthan that associated with stocks of larger,more established companies because stocks ofmid- and small-size companies tend toexperience sharper price fluctuations. Theadditional volatility associated with mid-tosmall-sizecompany stocks is attributable to anumber of factors, including the fact that theearnings of such companies tend to be lesspredictable than those of larger, moreestablished companies. Mid-to-small-sizecompany stocks are also not as broadly tradedas stocks of larger companies. At times, it maybe difficult for the Fund to sell mid-to-smallsizecompany stocks at reasonable prices.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.66

SELECT GROWTH FUNDWhat are the Select Growth Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks long-term growth of capital.Principal Investment Strategies:The Fund invests in a portfolio ofapproximately 40-45 common stocks that theFund’s subadviser, Smith Asset ManagementGroup, L.P. (“Smith”), believes offers the bestpotential for earnings growth with the lowestrisk of negative earnings surprises. The Fundis managed by an investment team.When selecting investments for the Fund,Smith employs quantitative and qualitativeanalysis to identify high quality companies thatit believes have the ability to accelerateearnings growth and exceed investorexpectations. The security selection processconsists of three steps. Beginning with auniverse of stocks that includes large-, midandsmall-size companies, Smith’s investmentteam first conducts a series of risk control andvaluation screens designed to eliminate thosestocks that are highly volatile or are morelikely to underperform the market. Smithconsiders four primary factors whenconducting the risk control and valuationscreens. Those factors are: valuation, financialquality, stock volatility and corporategovernance.Stocks that pass the initial screens are thenevaluated using a proprietary methodology thatattempts to identify stocks with the highestprobability of producing an earnings growthrate that exceeds investor expectations. Inother words, the investment team seeks toidentify stocks that are well positioned tobenefit from a positive earnings surprise. Theprocess incorporates the followingconsiderations: changes in Wall Streetopinions, individual analysts’ historicalaccuracy, earnings quality analysis andcorporate governance practices.The screening steps produce a list ofapproximately 80-100 eligible companies thatare subjected to traditional fundamentalanalysis to further understand each company’sbusiness prospects, earnings potential,strength of management and competitivepositioning. The investment team uses theresults of this analysis to construct a portfolioof approximately 40-45 stocks that arebelieved to have the best growth and riskcharacteristics.Holdings in the portfolio become candidatesfor sale if the investment team identifies whatthey believe to be negative investment orperformance characteristics. Reasons to sell astock may include: a negative earnings forecastor report, valuation concerns, companyofficials’ downward guidance on companyperformance or earnings or announcement ofa buyout. When a stock is eliminated from theportfolio, it is generally replaced with thestock that the investment team considers to bethe next best stock that has been identified bySmith’s screening process.The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjective. The Fund may also choose not totake defensive positions.67

Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:Market Risk:Because the Fund primarily invests in commonstocks, it is subject to market risk. Stockprices may decline over short or evenextended periods not only because ofcompany-specific developments, but also dueto an economic downturn, adverse political orregulatory developments, a change in interestrates or a change in investor sentiment. Stockmarkets tend to run in cycles, with periodswhen prices generally go up, known as “bull”markets, and periods when stock pricesgenerally go down, referred to as “bear”markets.Mid-Size and Small-Size Company Risk:The market risk associated with stocks of midandsmall-size companies is generally greaterthan that associated with stocks of larger,more established companies because stocks ofmid- and small-size companies tend toexperience sharper price fluctuations. Theadditional volatility associated with mid-tosmall-sizecompany stocks is attributable to anumber of factors, including the fact that theearnings of such companies tend to be lesspredictable than those of larger, moreestablished companies. Mid-to-small-sizecompany stocks are also not as broadly tradedas stocks of larger companies. At times, it maybe difficult for the Fund to sell mid-to-smallsizecompany stocks at reasonable prices.Growth Stock Risk:The Fund’s focus on growth stocks increasesthe potential volatility of its share price.Growth stocks are stocks of companies whichare expected to increase their revenues orearnings at above average rates. Ifexpectations are not met, the prices of thesestocks may decline significantly.Limited Holdings Risk:Because the Fund generally invests in a limitedportfolio of only 40 to 45 stocks, it may bemore volatile than other funds whoseportfolios may contain a larger number ofsecurities. The performance of any one of theFund’s stocks could significantly impact theFund’s performance.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.68

SPECIAL SITUATIONS FUNDWhat are the Special Situations Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks long-term growth of capital.Principal Investment Strategies:The Fund invests primarily in common stocksof small-size companies that the Fund’s adviserbelieves are undervalued, and generally investsin companies that are experiencing a “specialsituation” that makes them undervaluedrelative to their long-term potential.Developments creating special situations mayinclude mergers, spin-offs, litigationresolution, new products, or managementchanges. Although the Fund normally investsin stocks of smaller size companies, the Fundmay also invest in stocks of mid-size or largecompanies.The Fund uses a “bottom-up” approach toselecting investments. The Fund usesfundamental research to search for companiesthat have one or more of the following: astrong balance sheet; experiencedmanagement; above-average earnings growthpotential; and stocks that are attractivelypriced.The Fund may sell a stock if it becomes fullyvalued, it appreciates in value to the point thatit is no longer a small-size company stock, itsfundamentals have deteriorated or alternativeinvestments become more attractive.The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjective. The Fund may also choose not totake defensive positions. The Fund may, attimes, engage in short-term trading, whichcould produce higher transaction costs andmay result in a lower total return for the Fund.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:Market Risk:Because the Fund primarily invests in commonstocks, it is subject to market risk. Stockprices may decline over short or evenextended periods not only because ofcompany-specific developments, but also dueto an economic downturn, adverse political orregulatory developments, a change in interestrates or a change in investor sentiment. Stockmarkets tend to run in cycles with periodswhen prices generally go up, known as “bull”markets, and periods when stock pricesgenerally go down, referred to as “bear”markets.69

Small-Size and Mid-Size Company Risk:The market risk associated with stocks ofsmall- and mid-size companies is generallygreater than that associated with stocks oflarger, more established companies becausestocks of small- and mid-size companies tendto experience sharper price fluctuations. Theadditional volatility associated with small-tomid-sizecompany stocks is attributable to anumber of factors, including the fact that theearnings of such companies tend to be lesspredictable than those of larger, moreestablished companies. Small-to-mid-sizecompany stocks are also not as broadly tradedas stocks of larger companies. At times, it maybe difficult for the Fund to sell small-to-midsizecompany stocks at reasonable prices.Undervalued Security Risk:The Fund seeks to invest in stocks that areundervalued and that will rise in value due toanticipated events or changes in investorperceptions. If these events do not occur, aredelayed or investor perceptions about thesecurities do not improve, the market price ofthese securities may not rise as expected ormay fall. Moreover, value stocks may fall outof favor with investors and decline in price asa class.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.70

TARGET MATURITY 2015 FUNDWhat are the Target Maturity 2015 Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks a predictable compoundedinvestment return for investors who hold theirFund shares until the Fund’s maturity,consistent with the preservation of capital.Principal Investment Strategies:The Fund invests at least 65% of its total assetsin zero coupon securities. The vast majority ofthe Fund’s investments consist of non-callablezero coupon bonds issued by the U.S.Government, its agencies or instrumentalities,that mature on or around the maturity date ofthe Fund (December 31, 2015). Zero couponsecurities are debt obligations that do notentitle holders to any periodic payments ofinterest prior to maturity and therefore areissued and traded at discounts from their facevalues.The Fund may also invest in securities issuedby U.S. Government-sponsored enterprisessuch as Federal National Mortgage Association(“Fannie Mae”) and the Federal Home LoanMortgage Corporation (“Freddie Mac”).Although such U.S. Government-sponsoredenterprises are chartered and sponsored byActs of Congress, their securities are notbacked by the full faith and credit of the U.S.Government.The Fund seeks zero coupon bonds that willmature on or about the Fund’s maturity date.As the Fund’s zero coupon bonds mature, theproceeds will be invested in short term U.S.government securities. The Fund generallyfollows a buy and hold strategy consistent withattempting to provide a predictablecompounded investment return for investorswho hold their Fund shares until the Fund’smaturity. On the Fund’s maturity date, theFund’s assets will be converted to cash anddistributed, and the Fund will be liquidated.Although the Fund generally follows a buy andhold strategy, the Fund may sell an investmentwhen the Fund identifies an opportunity toincrease its yield or it needs cash to meetredemptions.The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjective. The Fund may also choose not totake defensive positions.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:71

Interest Rate Risk:The market value of a bond is affected bychanges in interest rates. In general, interestrates rise, the market value of a bond declines,and when interest rates decline, the marketvalue of a bond increases. The Fund may besubject to a greater risk of rising interest ratesduring periods of historically low interestrates. The price volatility of a bond alsodepends on its maturity and duration.Generally, the longer the maturity and durationof a bond, the greater its sensitivity to interestrates.The market prices of zero coupon securitiesare generally more volatile than the marketprices of securities paying interest periodicallyand, accordingly, will fluctuate far more inresponse to changes in interest rates thanthose of non-zero coupon securities havingsimilar maturities and yields. As a result, thenet asset value of shares of the Fund mayfluctuate over a greater range than shares ofother funds that invest in securities that havesimilar maturities and yields but that makecurrent distributions of interest.Credit Risk:This is the risk that an issuer of bonds will beunable to pay interest or principal when due.The prices of bonds are affected by the creditquality of the issuer and, in the case ofmortgage-backed securities, the credit qualityof the underlying mortgages. Credit risk alsoapplies to securities issued by the U.S.Government and by U.S. Governmentsponsoredenterprises (such as Fannie Maeand Freddie Mac securities), which are notsupported by the full faith and credit of theU.S. Government. In the event that the U.S.Government sponsored enterprises were todefault on their obligations, the Fund would beforced to rely on the underlying mortgagesbacking the securities.In September 2008, the U.S. Treasury placedFannie Mae and Freddie Mac underconservatorship and appointed the FederalHousing Finance Agency (“FHFA”) to managetheir daily operations. While the U.S. Treasuryalso entered into arrangements to supportFannie Mae and Freddie Mac, there is noguarantee that these arrangements will ensurethat these entities will be able to honor theirobligations. Moreover, these arrangements donot alter the fact that the securities issued byFannie Mae and Freddie Mac are notguaranteed by the U.S. Treasury and are notbacked by the full faith and credit of the U.S.Government. Congress may continue toconsider legislation that would alter theactivities or operations of Fannie Mae andFreddie Mac. The resulting reform legislation,if enacted, may impact the credit riskassociated with Fannie Mae and Freddie Macsecurities.Market Risk:The prices of, and the income generated by,the securities held by the Fund may decline inresponse to certain events, such as generaleconomic and market conditions, regional orglobal economic instability, interest ratefluctuations, and those events directly involvingthe issuers. Adverse market events may lead toincreased redemptions, which could cause theFund to experience a loss when sellingsecurities to meet redemption requests byshareholders. The risk of loss increases if theredemption requests are unusually large orfrequent.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.72

TOTAL RETURN FUNDWhat are the Total Return Fund’s objective, principalinvestment strategies and principal risks?Objective:The Fund seeks high, long-term totalinvestment return consistent with moderateinvestment risk.Principal Investment Strategies:The Fund allocates its assets among stocks,bonds and money market instruments. Whilethe percentage of assets allocated to each assetclass is flexible rather than fixed, the Fundnormally invests at least 50% of its net assetsin stocks and at least 35% in bonds, cash, andmoney market instruments. The percentagesmay change due to, among other things,market fluctuations or reallocation decisionsby the Fund’s portfolio managers.Once the Fund’s investments in stocks, bonds,and money market instruments have been set,the Fund uses fundamental research andanalysis to determine which particularsecurities to purchase or sell. The Fundselects investments in common stocks basedon their potential for capital growth, currentincome or both. The Fund considers, amongother things, the issuer’s financial strength,management, earnings growth potential andhistory (if any) of paying dividends. The Fundwill normally diversify its stock holdingsamong stocks of large-, mid- and small-sizecompanies.The Fund selects individual investments inbonds by first considering the outlook for theeconomy and interest rates, and thereafter, aparticular security’s characteristics. The Fundwill typically diversify its bond holdings amongdifferent types of bonds and other debtsecurities, including corporate bonds, U.S.Government securities and mortgage-backedsecurities. The Fund may also invest in U.S.Treasury futures and options on U.S. Treasuryfutures to hedge against changes in interestrates.The Fund may sell a security if it becomes fullyvalued, its fundamentals have deteriorated,alternative investments become more attractiveor if it is necessary to rebalance the portfolio.The Fund reserves the right to take temporarydefensive positions that are inconsistent withthe Fund’s principal investment strategies inattempting to respond to adverse market,economic, political or other conditions. If itdoes so, it may not achieve its investmentobjective. The Fund may also choose not totake defensive positions.Information on the Fund’s holdings can befound in the most recent annual report, andinformation concerning the Fund’s policiesand procedures with respect to disclosure ofthe Fund’s portfolio holdings is available in theFund’s Statement of Additional Information(see back cover).The Statement of Additional Information alsodescribes non-principal investment strategiesthat the Fund may use, including investing inother types of securities that are not describedin this prospectus.Principal Risks:You can lose money by investing in the Fund.Any investment carries with it some level ofrisk. Here are the principal risks of investingin the Fund:73

Market Risk:Because the Fund primarily invests in commonstocks, it is subject to market risk. Stockprices may decline over short or evenextended periods not only because ofcompany-specific developments, but also dueto an economic downturn, adverse political orregulatory developments, a change in interestrates or a change in investor sentiment. Stockmarkets tend to run in cycles with periodswhen prices generally go up, known as “bull”markets, and periods when stock pricesgenerally go down, referred to as “bear”markets.Similarly, the prices of, and the incomegenerated by, the bonds held by the Fund maydecline in response to certain events, such asgeneral economic and market conditions,regional or global economic instability,interest rate fluctuations, and those eventsdirectly involving the issuers. These eventsmay lead to periods of volatility, which may beexacerbated by changes in bond market sizeand structure. While stocks and bonds mayreact differently to economic events, there aretimes when stocks and bonds both maydecline in value simultaneously. Adversemarket events may lead to increasedredemptions, which could cause the Fund toexperience a loss when selling securities tomeet redemption requests by shareholders.The risk of loss increases if the redemptionrequests are unusually large or frequent.Mid-Size and Small-Size Company Risk:The market risk associated with stocks of midandsmall-size companies is generally greaterthan that associated with stocks of larger,more established companies because stocks ofmid- and small-size companies tend toexperience sharper price fluctuations. Theadditional volatility associated with mid-tosmall-sizecompany stocks is attributable to anumber of factors, including the fact that theearnings of such companies tend to be lesspredictable than those of larger, moreestablished companies. Mid-to-small-sizecompany stocks are also not as broadly traded74as stocks of larger companies. At times, it maybe difficult for the Fund to sell mid-to-smallsizecompany stocks at reasonable prices.Interest Rate Risk:The market values of bonds and other debtsecurities are affected by changes in interestrates. In general, when interest rates rise, themarket value of a debt security declines, andwhen interest rates decline, the market valueof a debt security increases. The Fund may besubject to a greater risk of rising interest ratesduring periods of historically low interestrates. Generally, the longer the maturity andduration of a debt security, the greater itssensitivity to interest rates.Credit Risk:This is the risk that an issuer of bonds andother debt securities will be unable to payinterest or principal when due. The prices ofbonds and other debt securities are affected bythe credit quality of the issuer and, in the caseof mortgage-backed securities, the creditquality of the underlying mortgages. Changesin the financial condition of an issuer, generaleconomic conditions and specific economicconditions that affect a particular type of issuercan impact the credit quality of an issuer.Such changes may weaken an issuer’s ability tomake payments of principal or interest, orcause an issuer to fail to make timely paymentsof interest or principal. Lower quality debtsecurities generally tend to be more sensitiveto these changes than higher quality debtsecurities. The lowest rating category ofinvestment grade debt securities may havespeculative characteristics. While creditratings may be available to assist in evaluatingan issuer’s credit quality, they may notaccurately predict an issuer’s ability to maketimely payments of principal and interest.Credit risk also applies to securities issued byU.S. Government-sponsored enterprises thatare not backed by the full faith and credit ofthe U.S. Government. These securities aresupported only by the credit of the issuingagency, instrumentality or corporation. For

example, securities issued by the FederalNational Mortgage Association (“Fannie Mae”)and the Federal Home Loan MortgageCorporation (“Freddie Mac”), are not backedby the full faith and credit of the U.S.Government. In the event that the U.S.Government sponsored enterprises were todefault on their obligations, the Fund would beforced to rely on the underlying mortgagesbacking the securities.In September 2008, the U.S. Treasury placedFannie Mae and Freddie Mac underconservatorship and appointed the FederalHousing Finance Agency (“FHFA”) to managetheir daily operations. While the U.S. Treasuryalso entered into arrangements to supportFannie Mae and Freddie Mac, there is noguarantee that these arrangements will ensurethat these entities will be able to honor theirobligations. Moreover, these arrangements donot alter the fact that the securities issued byFannie Mae and Freddie Mac are notguaranteed by the U.S. Treasury and are notbacked by the full faith and credit of the U.S.Government. Congress may continue toconsider legislation that would alter theactivities or operations of Fannie Mae andFreddie Mac. The resulting reform legislation,if enacted, may impact the credit riskassociated with Fannie Mae and Freddie Macsecurities.Prepayment and Extension Risk:The Fund is subject to prepayment andextension risk since it invests in mortgagebackedsecurities. When interest ratesdecline, borrowers tend to refinance theirmortgages. When this occurs, the mortgagesthat back these securities suffer a higher rateof prepayment. This could cause a decrease inthe Fund’s income and share price. Extensionrisk is the flip side of prepayment risk. Wheninterest rates rise, the Fund’s average maturitymay lengthen due to a drop in mortgageprepayments. This will generally increase boththe Fund’s sensitivity to rising interest ratesand its potential for price declines.Allocation Risk:The Fund may allocate assets to investmentclasses that underperform other classes. Forexample, the Fund may be overweighted instocks when the stock market is falling and thebond market is rising.Derivatives Risk:Investments in U.S. Treasury futures andoptions on U.S. Treasury futures to hedgeagainst changes in interest rates involve risks,such as potential losses if interest rates do notmove as expected and the potential for greaterlosses than if these techniques had not beenused. The use of derivatives for hedgingpurposes may limit any potential gain thatmight result from an increase in the value ofthe hedged position. These investments canalso increase the volatility of the Fund’s shareprice and may expose the Fund to significantadditional costs. Moreover, derivatives may bedifficult or impossible to sell, unwind, or valuedue to the lack of a secondary trading market.Security Selection Risk:Securities selected by the portfolio managermay perform differently than the overallmarket or may not meet the portfoliomanager’s expectations. This may be a resultof specific factors relating to the issuer’sfinancial condition or operations or changesin the economy, governmental actions orinactions, or changes in investor perceptionsregarding the issuer.An investment in the Fund is not a bankdeposit and is not insured or guaranteed bythe Federal Deposit Insurance Corporationor any other government agency.75

FUND MANAGEMENT IN GREATER DETAILThe Adviser.First Investors Management Company, Inc.(“FIMCO” or “Adviser”) is the investmentadviser to each Fund. FIMCO has been theinvestment adviser to the First Investors Familyof Funds since 1965. Its address is 40 WallStreet, New York, NY 10005. As of December31, 2013, FIMCO served as investment adviserto 41 mutual funds or series of funds with totalnet assets of approximately $9.7 billion.FIMCO supervises all aspects of each Fund’soperations.For the fiscal year ended December 31, 2013,FIMCO received advisory fees, net of waiver (ifany), as follows: 0.75% of average daily netassets for Equity Income Fund; 0.75% ofaverage daily net assets for Fund For Income;0.60% of average daily net assets forGovernment Fund; 0.75% of average daily netassets for Growth & Income Fund; 0.75% ofaverage daily net assets for International Fund;0.60% of average daily net assets forInvestment Grade Fund; 0.75% of average dailynet assets for Opportunity Fund; 0.75% ofaverage daily net assets for Select GrowthFund; 0.75% of average daily net assets forSpecial Situations Fund; 0.60% of average dailynet assets for Target Maturity 2015 Fund; and0.75% of average daily net assets for TotalReturn Fund. FIMCO did not receive anyadvisory fees from the Cash Management Fund.The gross advisory fees (fees before anyapplicable waivers) are set forth in theSeparate Account prospectus.During the fiscal year ended December 31,2013, the Adviser waived advisory fees for the:Cash Management Fund in the amount of0.75%; Government Fund in the amount of0.15%; Investment Grade Fund in the amountof 0.15%; and Target Maturity 2015 Fund inthe amount of 0.15%. These waivers are notreflected in the Annual Fund OperatingExpenses tables, which are located in “TheFunds Summary Section” of this prospectus.During the fiscal year ended December 31,2013, the Adviser also reimbursed other76expenses for the Cash Management Fund toprevent a negative yield on the Fund’s shares.There is no guarantee that the CashManagement Fund will maintain a positive netyield. The above fee waivers and/or expensereimbursements are voluntary and may bediscontinued by FIMCO at any time withoutnotice.Descriptions of the factors considered by theBoard of Trustees in considering the approvalof the Advisory and Subadvisory Agreementsare available in the Funds’ Semi-Annual Reportfor the period ending June 30, 2013.Descriptions of the factors considered by theBoard of Trustees in considering the approvalof the Advisory Agreement for the Life SeriesOpportunity Fund and Life Series Total ReturnFund are available in the Funds’ Annual Reportfor the fiscal year ending December 31, 2012.Clark D. Wagner has served as Director ofFixed Income since 2001 and serves as Co-Portfolio Manager of the Government Fund,Investment Grade Fund, and Target Maturity2015 Fund. He has served as PortfolioManager or Co-Portfolio Manager of theGovernment Fund since 1995, the InvestmentGrade Fund since 2007, and the TargetMaturity 2015 Fund since 1999. Mr. Wagneralso serves as a Portfolio Manager and Co-Portfolio Manager for other First InvestorsFunds and has been a Portfolio Manager withFIMCO since 1991.Edwin D. Miska has served as Director ofEquities since 2002 and has served asPortfolio Manager of the Growth & IncomeFund since 2006 and Co-Portfolio Manager ofthe Opportunity Fund since its inception in2012. He also serves as a Portfolio Managerand Co-Portfolio Manager for other FirstInvestors Funds, and joined FIMCO in 2002 asa Portfolio Manager.The Total Return Fund is managed by Edwin D.Miska and Clark D. Wagner. They jointlydecide what portion of the Fund’s assetsshould be allocated to stocks, bonds and cash.

Mr. Miska is primarily responsible formanaging the Fund’s investments in stocks andMr. Wagner is primarily responsible formanaging the Fund’s investments in bonds andcash. Mr. Miska has served as PortfolioManager of the Fund since its inception in2012 and Mr. Wagner has served as PortfolioManager of the Fund since its inception in2012.Rajeev Sharma has served as the Co-PortfolioManager of the Investment Grade Fund since2009 and also serves as a Co-PortfolioManager of another First Investors Fund. Mr.Sharma joined FIMCO in 2009 and prior tojoining FIMCO, Mr. Sharma was a Vice-President and Senior Corporate Credit Analystat Lazard Asset Management, LLC (2005-2009).Sean Reidy has served as Portfolio Manager ofthe Equity Income Fund since 2011 and alsoserves as Portfolio Manager of another FirstInvestors Fund. Prior to joining FIMCO in2010, Mr. Reidy was a proprietary trader atFirst New York Securities (2008-2010) andserved as Co-Portfolio Manager and ResearchDirector at Olstein Capital Management (1996-2007).Rodwell Chadehumbe has served as Co-Portfolio Manager of the Government Fundand Target Maturity 2015 Fund sinceDecember 2012 and serves as Co-PortfolioManager of another First Investors Fund.Prior to joining FIMCO in 2012, Mr.Chadehumbe served as Portfolio Manager atClear Arc Capital, Inc. (f/k/a Fifth Third AssetManagement, Inc.) (2008-2012).Steven S. Hill has served as Co-Portfolio of theOpportunity Fund since its inception in 2012and has served as Portfolio Manager of theSpecial Situations Fund since September 2013.Mr. Hill also serves as Portfolio Manager andCo-Portfolio Manager for other First InvestorsFunds and joined FIMCO in 2002 as an equityanalyst.77Douglas R. Waage has worked with Mr. Miskaas the Assistant Portfolio Manager of theGrowth & Income Fund since January 2013and also serves as an Assistant PortfolioManager of another First Investors Fund. Mr.Waage joined FIMCO in 2005 as an equityanalyst.The Subadvisers.Vontobel Asset Management, Inc.(“Vontobel”) serves as the investmentsubadviser of the International Fund. Vontobelhas discretionary trading authority over all ofthe Fund’s assets, subject to continuingoversight and supervision by FIMCO and theFund’s Board of Trustees. Vontobel is locatedat 1540 Broadway, New York, NY 10036.Vontobel is a wholly-owned and controlledsubsidiary of Vontobel Holding AG, a Swissbank holding company, having its registeredoffices in Zurich, Switzerland. Vontobel actsas the subadviser to five series of aLuxembourg investment fund that acceptsinvestments from non-U.S. investors only andthat was organized by an affiliate of Vontobel.Vontobel has provided investment advisoryservices to mutual fund clients since 1990. Asof December 31, 2013, Vontobel managedapproximately $43.9 billion in assets.Rajiv Jain, Managing Director and PortfolioManager – International Equities for Vontobel,has served as Portfolio Manager of theInternational Fund since 2006 and also servesas a Portfolio Manager for another FirstInvestors Fund. Mr. Jain joined Vontobel in1994 as an equity analyst and associatemanager of its international equity portfolios.Smith Asset Management Group, L.P.(“Smith”) serves as the investment subadviserof the Select Growth Fund. Smith hasdiscretionary trading authority over all of theFund’s assets, subject to continuing oversightand supervision by FIMCO and the Fund’sBoard of Trustees. Smith is located at 100Crescent Court, Suite 1150, Dallas, TX 75201.Smith is an investment management firm thatprovides investment services to a diverse list ofclients including public funds, endowments,

foundations, corporate pension and multiemployerplans. As of December 31, 2013,Smith held investment management authoritywith respect to approximately $2.7 billion inassets.The Select Growth Fund is managed by a teamof investment professionals who have an equalrole in managing the Fund, including thefollowing: Stephen S. Smith, CFA, ChiefExecutive Officer and Chief Investment Officerof Smith (1995 to present); John D. Brim,CFA, a Portfolio Manager of Smith (1998 topresent); and Eivind Olsen, CFA, a PortfolioManager of Smith (2008 to present). Eachinvestment professional has served as aPortfolio Manager of the Fund since 2007,except for Mr. Olsen, who has served as aPortfolio Manager of the Fund since 2009.The same team of investment professionalsalso manage another First Investors Fund.Muzinich & Co., Inc. (“Muzinich”) serves asthe investment subadviser of the Fund ForIncome. Muzinich has discretionary tradingauthority over all of the Fund’s assets, subjectto continuing oversight and supervision byFIMCO and the Fund’s Board of Trustees.Muzinich is located at 450 Park Avenue, NewYork, NY 10022. Muzinich is an institutionalasset manager specializing in high yield bondportfolio and other credit-oriented strategies.As of December 31, 2013, Muzinich managedapproximately $26.7 billion in assets.The Fund For Income is managed by a team ofinvestment professionals who have active rolesin managing the Fund, including the following:Clinton Comeaux, Portfolio Manager, whojoined Muzinich in 2006; Dennis V. Dowden,Portfolio Manager, who joined Muzinich in2001; and Bryan Petermann, PortfolioManager, who joined Muzinich in 2010 andprior thereto served as Managing Director,Head of High Yield, at Pinebridge Investments(f/k/a AIG Investments), for the last 5 years ofhis tenure (2000-2010). Each investmentprofessional has been a Portfolio Manager ofthe Fund since 2009, except for Mr.Petermann who has served as PortfolioManager of the Fund since 2010. Each of78these investment professionals also managesone or more other First Investors Fund(s).Other Information.Except for the Cash Management Fund, theStatement of Additional Information providesadditional information about each portfoliomanager’s compensation, other accountsmanaged by the portfolio manager, and theportfolio manager’s ownership of securities ina Fund.The Funds have received an exemptive orderfrom the Securities and Exchange Commission(“SEC”), which permits FIMCO to enter intonew or modified subadvisory agreements withexisting or new subadvisers without approvalof the Funds’ shareholders but subject to theapproval of the Funds’ Board of Trustees andcertain other conditions. FIMCO has ultimateresponsibility, subject to oversight by theFunds’ Board of Trustees, to oversee thesubadvisers and recommend their hiring,termination and replacement. In the event thata subadviser is added or modified, theprospectus will be supplemented.The Adviser is registered as an investmentadviser under the Investment Advisers Act of1940. First Investors Life Series Funds, onbehalf of each of the respective Funds, hasclaimed an exemption from registration withthe Commodity Futures Trading Commission(“CFTC”) as a commodity pool operator underthe Commodity Exchange Act (“CEA”) and theAdviser is exempt from registration as acommodity trading advisor under CFTCRegulation 4.14(a)(8).The following is information about the indicesthat are used by the Funds in the AverageAnnual Total Returns tables which are locatedin “The Funds Summary Section” of thisprospectus:• The Citigroup U.S. Government/MortgageIndex is an unmanaged index that is acombination of the Citigroup U.S. GovernmentIndex and the Citigroup Mortgage Index. TheCitigroup U.S. Government Index tracks the

performance of the U.S. Treasury and U.S.Government-sponsored indices within theCitigroup U.S. Broad Investment Grade BondIndex. The Citigroup Mortgage Index tracksthe performance of the mortgage componentof the Citigroup U.S. Broad Investment GradeBond Index, which is comprised of 30- and -15 year GNMA, FNMA and FHLMC passthroughsand FNMA and FHLMC balloonmortgages.• The BofA Merrill Lynch U.S. CorporateMaster Index includes publicly-issued, fixedrate,nonconvertible investment grade dollardenominated,SEC-registered corporate debthaving at least one year to maturity and anoutstanding par value of at least $250 million.• The BofA Merrill Lynch BB-B US Cash PayHigh Yield Constrained Index contains allsecurities in the BofA Merrill Lynch US CashPay High Yield Index rated BB1 through B3,based on a formula comprised of Moody’sInvestment Service, Inc., Standard & Poor’sRatings Services and Fitch Ratings, but capsissuer exposure at 2%.• The S&P 500 Index is an unmanagedcapitalization-weighted index of 500 stocksdesigned to measure the performance of thebroad domestic economy through changes inthe aggregate market value of such stocks,which represent all major industries.• The Russell 3000 Growth Index is anunmanaged index that measures theperformance of those Russell 3000 Indexcompanies with higher price-to-book ratiosand higher forecasted growth values. (TheRussell 3000 Index is an unmanaged indexthat measures the performance of the 3,000largest U.S. companies based on total marketcapitalization).• The MSCI EAFE Index (Gross) and theMSCI EAFE Index (Net) are free float-adjustedmarket capitalization indices that measuredeveloped foreign market equity performance,excluding the U.S. and Canada. The Indicesconsist of 22 developed market countryindices. The MSCI EAFE Index (Gross) iscalculated on a total-return basis withmaximum possible dividend reinvestment(before taxes). The MSCI EAFE Index (Net) iscalculated on a total-return basis with theminimum possible dividend reinvestment(after taxes). These indices are unmanagedand not available for direct investment.• The Citigroup Treasury/GovernmentSponsored Index is a market capitalizationweightedindex that consists of debt issued bythe U.S. Treasury and U.S. Governmentsponsored agencies.• The S&P Mid-Cap 400 Index is anunmanaged capitalization-weighted index of400 stocks designed to measure theperformance of the mid-range sector of theU.S. stock market.• The BofA Merrill Lynch U.S. Corporate,Government & Mortgage Index tracks theperformance of U.S. dollar-denominatedinvestment grade debt publicly issued in theU.S. domestic market, including U.S. Treasuryquasi-government, corporate and residentialmortgage pass-through securities.• The Russell 2000 Index is an unmanagedindex that measures the performance of thesmall-cap segment of the U.S. equity universe.The Index consists of the smallest 2,000companies in the Russell 3000 Index (whichrepresents approximately 98% of theinvestable U.S. equity market).79

SHAREHOLDER INFORMATIONHow and when do the Fundsprice their shares?The share price (which is called “net assetvalue” or “NAV” per share) for each Fund iscalculated as of the close of regular trading onthe New York Stock Exchange (“NYSE”)(normally 4:00 p.m. Eastern Time) each daythat the NYSE is open (“Business Day”).Shares of each Fund will not be priced on thedays on which the NYSE is closed for trading,such as most national holidays and GoodFriday. In the event that the NYSE closes early,the share price will be determined as of thetime of the closing. To calculate the NAV, eachFund first values its assets, subtracts itsliabilities, and then divides the balance, callednet assets, by the number of sharesoutstanding. Each Fund, except for the CashManagement Fund, generally values itsinvestments based upon their last reportedsale prices, market quotations, or estimates ofvalue provided by a pricing service as of theclose of trading on the NYSE (collectively,“current market values”). Debt obligationswith maturities of 60 days or less are valued atamortized cost.If current market values for investments arenot readily available, are deemed to beunreliable, or do not appear to reflectsignificant events that have occurred prior tothe close of trading on the NYSE, theinvestments may be valued at fair value pricesas determined by the investment adviser of theFunds under procedures that have beenapproved by the Board of Trustees of theFunds. The Funds may fair value a securitydue to, among other things, the fact that: (a) apricing service does not offer a current marketvalue for the security; (b) a current marketvalue furnished by a pricing service is believedto be stale; (c) the security does not open fortrading or stops trading and does not resumetrading before the close of trading on theNYSE, pending some corporate announcementor development; or (d) the security is illiquidor trades infrequently and its market value is80therefore slow to react to information. In suchcases, the Fund’s investment adviser will pricethe security based upon its estimate of thesecurity’s market value using some or all ofthe following factors: the information that isavailable as of the close of trading on theNYSE, including issuer-specific news; generalmarket movements; sector movements; ormovements of similar securities.Foreign securities are generally priced basedupon their market values as of the close offoreign markets in which they principally trade(“closing foreign market prices”). Foreignsecurities may be priced based upon fair valueestimates (rather than closing foreign marketprices) provided by a pricing service whenprice movements in the U.S. subsequent to theclosing of foreign markets have exceeded apre-determined threshold, when foreignmarkets are closed regardless of movementsin the U.S. markets, or when a particularsecurity is not trading at the close of theapplicable foreign market. The pricingservice, its methodology or threshold maychange from time to time. Foreign securitiesmay also be valued at fair value prices asdetermined by the investment adviser in theevent that current market values or fair valueestimates from a pricing service are notavailable.In the event that a security, domestic orforeign, is priced using fair value pricing, aFund’s value for that security is likely to bedifferent than the security’s last reportedmarket sale price or quotation. Moreover, fairvalue pricing is based upon opinions orpredictions on how events or information mayaffect market prices. Thus, differentinvestment advisers may, in good faith andusing reasonable procedures, conclude thatthe same security has a different fair value.Finally, the use of fair value pricing for one ormore securities held by a Fund could cause a

Fund’s net asset value to be materially differentthan if the Fund had employed market valuesin pricing its securities.Because foreign markets may be open fortrading on days that the U.S. markets areclosed, the values of securities held by theFunds that trade in markets outside the UnitedStates may fluctuate on days that Funds are notopen for business and may result in a Fund’sportfolio investment being affected on dayswhen shareholders are unable to purchase orredeem shares.The Cash Management Fund values its assetsusing the amortized cost method which isintended to permit the Fund to maintain astable $1.00 per share. The NAV of the CashManagement Fund could nevertheless declinebelow $1.00 per share. The Cash ManagementFund may also suspend redemptions tofacilitate orderly liquidation of the Fund aspermitted by applicable law.How do I buy and sellshares?You cannot invest directly in the Funds.Investments in each of the Funds may only bemade through a purchase of a variable annuitycontract (“contract”) or variable lifeinsurance policy (“policy"). The Funds offertheir shares, without a sales charge, only forpurchase by insurance companies forallocation to their separate accounts (the“Separate Accounts”). Shares of each Fundare purchased by a Separate Account at eachFund’s NAV next computed after an insurancecompany receives the premium payment. TheFunds continuously offer their shares at aprice equal to the Fund’s NAV per share.Initial and subsequent payments allocated tothe Funds are subject to the limits applicableto an insurance company’s variable annuitycontracts and life insurance policies.Insurance companies redeem shares of theFunds to make benefits and surrenderpayments under the terms of the variableannuity contracts and life insurance policies.Redemptions are processed on each BusinessDay and are effected at each Fund’s NAV nextcomputed after the insurance companyreceives a surrender request in acceptableform and in good order. Payment forredeemed shares will be made promptly, butin no event later than seven days after theFund’s receipt of a redemption request that isin good order. The Funds reserve the right tosuspend or postpone redemptions aspermitted by applicable law.The Fund or Funds that are available to youdepend upon which contract or policy youhave purchased. For additional informationabout how to buy or sell a contract and/orpolicy and the Funds that are available for thecontract or policy you own or are considering,please refer to the prospectus used inconnection with the issuance of the contract orpolicy.Do the Funds paycompensation tointermediaries?FIMCO and/or its affiliates (collectively,“FIMCO”) may make payments for marketingand promotional services by insurancecompanies or their affiliates or other financialintermediaries that offer the Funds as anunderlying investment options for theirvariable annuity contracts or life insurancepolicies. In addition, FIMCO and the Fundsmay make payments to these insurancecompanies and their affiliates and otherfinancial intermediaries for administrative,shareholder and related services. Paymentsthat may be made by FIMCO are often referredto as “revenue sharing payments.” The level ofsuch payments may be based on factors thatinclude, without limitation, differing levels ortypes of services, the expected level of assetsor sales of shares, and other factors. Revenuesharing payments are paid by FIMCO from itsown resources. Because revenue sharingpayments are paid by FIMCO, and not theFunds, the amount of any revenue sharingpayments is determined by FIMCO.81

Payments may be based on current or pastsales of shares of the Funds through thevariable annuity contracts and life insurancepolicies offering the Funds as an investmentoption, current or historical Fund assets, or aflat fee for specific services provided. In somecircumstances, such payments may create anincentive for an insurance company or itsaffiliates to recommend a particular variableannuity contract or life insurance policy forwhich the Funds are an underlying investmentoption, rather than recommend anotherinvestment option offered under a particularcontract or policy. You may contact yourinsurance provider for details about revenuesharing payments it may pay or receive.Can I exchange my sharesfor the shares of otherFunds?An exchange involves the redemption of sharesof a Fund and the purchase of shares ofanother mutual fund that is an investmentoption under your variable annuity contract orlife insurance policy. Please consult theprospectus for your variable annuity contractor life insurance policy for more informationregarding exchange privileges.What are the Funds’ policieson frequent trading in theshares of the Funds?With the exception of the Cash ManagementFund, each Fund is designed for long-terminvestment purposes and it is not intended toprovide a vehicle for frequent trading. TheBoard of Trustees of the Funds has adoptedpolicies and procedures to detect and preventfrequent trading in the shares of each of theFunds, other than the Cash Management Fund.These policies and procedures apply uniformlyto all accounts. However, the ability of theFunds to detect and prevent frequent trading incertain accounts, such as omnibus accounts, islimited.It is the policy of each Fund to decline toaccept any new account that the Fund hasreason to believe will be used for markettiming purposes, based upon the amountinvested, the Fund or Funds involved, and thebackground of the shareholder or brokerdealerinvolved. Alternatively, a Fund mayallow such an account to be opened if it isprovided with written assurances that theaccount will not be used for market timing.It is the policy of the Funds to monitor activityin existing accounts to detect market-timingactivity. The criteria used for monitoring differdepending upon the type of account involved.It is the policy of the Funds to reject, withoutany prior notice, any purchase or exchangetransaction if the Funds believe that thetransaction is part of a market timing strategy.The Funds also reserve the right to rejectexchanges that in the Funds’ view areexcessive, even if the activity does notconstitute market timing.Exchange privileges among underlyinginvestment options are governed by the termsof a variable annuity contract or life insurancepolicy. A variable annuity contract or lifeinsurance policy may not limit the number ofexchanges among the available underlyinginvestment options that a contract or policyowner may make. The terms of thesecontracts and policies, the presence ofinsurance companies as intermediariesbetween the Funds and a contract or policyowner, the utilization of separate accounts byinsurance companies and other factors, suchas state insurance laws, may limit the Funds’ability to detect and deter market timing.If the Funds reject an exchange because it isbelieved to be part of a market timing strategyor otherwise, neither the redemption nor thepurchase side of the exchange will beprocessed. Alternatively, the Funds mayrestrict exchange activity that is believed to bepart of a market timing strategy or refuse toaccept exchange requests via telephone, or anyother electronic means.82

FIMCO expects all insurance companies thatoffer the Funds as an investment option undertheir variable contracts and/or policies tomake reasonable efforts to identify and restrictthe frequent trading activities of variablecontract and/or policy owners indirectlyinvesting in the Funds. FIMCO will seek fullcooperation from an insurance companyoffering the Funds as investment options underits variable contracts or policies to identify anyunderlying contract or policy owner suspectedof market timing.In certain circumstances, the Funds may relyupon the policy of an insurance company todeter frequent or excessive trading if FIMCObelieves that the policy of such insurancecompany is reasonably designed to detect anddeter transactions that are not in the Funds’best interest. An insurance company's policyrelating to frequent or excessive trading maybe more or less restrictive than the Funds'policies, may permit certain transactions notpermitted by the Funds' policies, or prohibittransactions not subject to the Funds' policies.FIMCO may accept undertakings from aninsurance company to enforce frequent orexcessive trading policies on behalf of theFunds provided they offer a substantiallysimilar level of protection for the Fundsagainst such transactions.There is no assurance that the Funds’ or aninsurance company’s policies and procedureswill be effective in limiting frequent andexcessive trading in all cases. For example,FIMCO may not be able to effectively monitor,detect or limit frequent or excessive trading byunderlying contract or policy owners thatoccurs through insurance company separateaccounts. If FIMCO has reason to suspect thatfrequent or excessive trading is occurring atthe Separate Account level, FIMCO will contactthe insurance company to request underlyingcontract holder activity. If frequent orexcessive trading is identified, FIMCO will takeappropriate action.In the case of all the Funds, to the extent thatthe policies of the Funds are not successful indetecting and preventing frequent trading in83the shares of the Funds, frequent trading may:(a) interfere with the efficient management ofthe Funds by, among other things, causing theFunds to hold extra cash or to sell securities tomeet redemptions; (b) increase portfolioturnover, brokerage expenses, andadministrative costs; and (c) harm theperformance of the Funds, particularly forlong-term shareholders who do not engage infrequent trading.In the case of the Funds that invest in highyield bonds, the risk of frequent tradingincludes the risk that investors may attempt totake advantage of the fact that high yield bondsgenerally trade infrequently and therefore theirprices are slow to react to information. To theextent that these policies are not successful inpreventing a shareholder from engaging inmarket timing, it may cause dilution in thevalue of the shares held by other shareholders.In the case of the Funds that invest in stocks ofsmall-size and/or mid-size companies, the riskof frequent trading includes the risk thatinvestors may attempt to take advantage of thefact that stocks of small-size and/or mid-sizecompanies may trade infrequently and thustheir prices may be slow to react toinformation. To the extent that these policiesare not successful in preventing a shareholderfrom engaging in market timing, it may causedilution in the value of the shares held byother shareholders.In the case of the Funds that invest in foreignsecurities, the risks of frequent trading includethe risk of time zone arbitrage. Time zonearbitrage occurs when shareholders attempt totake advantage of the fact that the valuation offoreign securities held by a Fund may notreflect information or events that haveoccurred after the close of the foreign marketson which such securities principally trade butbefore the close of the NYSE. To the extentthat these policies are not successful inpreventing a shareholder from engaging intime zone arbitrage, it may cause dilution inthe value of the shares held by othershareholders.

The Funds’ policies on frequent trading areseparate from any insurance company’spolicies and procedures applicable to variableannuity contract or life insurance policy ownertransactions. The variable annuity contract orlife insurance policy prospectus may contain adescription of the insurance company’spolicies and procedures with respect toexcessive or frequent trading. You may wishto contact the insurance company todetermine the policies applicable to youraccount.What about taxes?You will not be subject to federal income taxas the result of purchases or sales of Fundshares by a Separate Account, or Funddividends, or other distributions. However,there may be tax consequences associated withinvesting in the variable annuity contracts andvariable life insurance policies for which theFunds are investment options. Please see theapplicable prospectus provided in connectionwith the issuance of the contract or policy.What about dividends andother distributions?The Separate Accounts, which own the sharesof the Funds, will receive all dividends andother distributions by them. As described inthe applicable Separate Account prospectus,all dividends and other distributions arereinvested by the appropriate SeparateAccount in additional shares of the distributingFund.Except for the Cash Management Fund, to theextent that a Fund has net investment income,it will declare and pay, on an annual basis,dividends from net investment income. To theextent that the Cash Management Fund has netinvestment income, it will declare daily andpay monthly dividends from net investmentincome. Each Fund will declare and distributeany net realized capital gains on an annualbasis, usually after the end of its taxable year.The Cash Management Fund does not expect torealize any long-term capital gains.All distributions by a Fund will be reinvested inshares of the Fund unless we are informed byan insurance company that they should bepaid out in cash.84

FINANCIAL HIGHLIGHTSThe financial highlights tables are intended tohelp you understand the financial performanceof each Fund for the years indicated. Thefollowing tables set forth the per share data foreach fiscal year ended December 31, except asotherwise indicated. Certain informationreflects financial results for a single Fundshare. The total returns in the tables representthe rates that an investor would have earned(or lost) on an investment in each Fund(assuming reinvestment of all dividends andother distributions). The information hasbeen audited by Tait, Weller & Baker LLP, anindependent registered public accountingfirm, whose report, along with the Funds’financial statements, is included in the Funds’Statement of Additional Information, which isavailable for free upon request and on ourwebsite at www.firstinvestors.com.85

FIRST INVESTORS LIFE SERIES FUNDSPer Share DataNet AssetValue atBeginningof YearIncome fromInvestment OperationsNetInvestmentIncomeNet RealizedandUnrealizedGain (Loss)onInvestmentsTotal fromInvestmentOperationsLess DistributionsfromNetInvestmentIncomeNetRealizedGainsTotalDistributionsCash Management2009 $1.00 $.002 __ $.002 $.002 __ $.0022010 1.00 __ __ __ __ __ __2011 1.00 __ __ __ __ __ __2012 1.00 __ __ __ __ __ __2013 1.00 __ __ __ __ __ __Equity Income*2009 $11.57 $.29 $1.96 $2.25 $.36 __ $.362010 13.46 .31 1.58 1.89 .29 __ .292011 15.06 .30 (.06) .24 .31 __ .312012 14.99 .38 1.29 1.67 .30 __ .302013 16.36 .36 4.55 4.91 .38 __ .38* Prior to September 4, 2012, the Fund was known as the Value Fund.† The effect of fees and charges incurred at the separate account level are not reflected in theseperformance figures. If they were included, the performance figures would be less than shown.†† Net of expenses waived or assumed by the Adviser.a The ratios do not include a reduction of expenses from cash balances that may be maintained with theBank of New York Mellon or from brokerage service arrangements.b FIMCO voluntarily waived advisory fees to limit the Fund's overall expense ratio to .70% for the periodJanuary 1, 2009 to January 31, 2009 and .60% for the period February 1, 2009 to December 31, 2013.Also, during the period January 1, 2009 to December 31, 2013, FIMCO waived additional advisory fees andassumed other expenses to prevent a negative yield on the Fund’s shares.86

TotalReturnRatios/Supplemental DataNetAssetValue atEnd ofYearTotalReturn†(%)NetAssets atEnd ofYear(inMillions)Ratio to AverageNet Assets††Expenses NetBefore InvestmentFee IncomeCredits a (%)(%)Ratio to AverageNet AssetsBefore ExpensesWaived or AssumedExpenses Net(%) InvestmentLoss (%)PortfolioTurnoverRate (%)Cash Management$1.00 .17 $11 .56 b .18 .98 (.24) N/A1.00 .00 12 .23 b .00 1.04 (.81) N/A1.00 .00 12 .13 b .00 .99 (.86) N/A1.00 .00 12 .12 b .00 .99 (.87) N/A1.00 .00 11 .10 b .00 .99 (.89) N/AEquity Income$13.46 21.03 $66 .88 2.45 N/A N/A 1115.06 14.32 71 .86 2.25 N/A N/A 2114.99 1.53 69 .87 1.94 N/A N/A 3216.36 11.20 74 .87 2.37 N/A N/A 3920.89 30.53 99 .82 1.97 N/A N/A 3187

FIRST INVESTORS LIFE SERIES FUNDSPer Share DataNet AssetValue atBeginningof YearIncome fromInvestment OperationsNetInvestmentIncomeNet RealizedandUnrealizedGain (Loss) onInvestmentsTotal fromInvestmentOperationsLess DistributionsfromNetInvestmentIncomeNetRealizedGainsTotalDistributionsFund For Income*2009 $5.19 $.51 $1.12 $1.63 $.58 __ $.582010 6.24 .48 .31 .79 .49 __ .492011 6.54 .43 (.07) .36 .48 __ .482012 6.42 .41 .42 .83 .44 __ .442013 6.81 .36 .09 .45 .42 __ .42Government2009 $10.30 $.42 $__ $.42 $.43 __ $.432010 10.29 .32 .16 .48 .42 __ .422011 10.35 .28 .26 .54 .36 __ .362012 10.53 .20 __ .20 .31 __ .312013 10.42 .18 (.43) (.25) .27 __ .27* Prior to December 17, 2012, the Fund was known as the High Yield Fund.† The effect of fees and charges incurred at the separate account level are not reflected in these performancefigures. If they were included, the performance figures would be less than shown.†† Net of expenses waived or assumed by the Adviser.a The ratios do not include a reduction of expenses from cash balances that may be maintained with the Bankof New York Mellon or from brokerage service arrangements.88

TotalReturnRatios/Supplemental DataNetAssetValue atEnd ofYearTotalReturn†(%)NetAssets atEnd ofYear(inMillions)Ratio to AverageNet Assets††Expenses NetBefore InvestmentFee IncomeCredits a (%)(%)Ratio to AverageNet AssetsBefore ExpensesWaived or AssumedExpenses Net(%) InvestmentIncome (%)PortfolioTurnoverRate (%)Fund For Income$6.24 35.15 $66 .90 8.66 N/A N/A 1026.54 13.71 71 .87 7.43 N/A N/A 716.42 5.66 74 .88 6.68 N/A N/A 636.81 13.51 84 .88 6.11 N/A N/A 616.84 6.88 95 .88 5.37 N/A N/A 56Government$10.29 4.28 $26 .80 3.87 .95 3.72 5110.35 4.82 28 .78 3.11 .93 2.96 5410.53 5.41 29 .81 2.70 .96 2.55 3310.42 1.95 32 .75 2.10 .90 1.95 469.90 (2.47) 30 .76 1.76 .91 1.61 11889

FIRST INVESTORS LIFE SERIES FUNDSPer Share DataNet AssetValue atBeginningof YearIncome fromInvestment OperationsNetInvestmentIncomeNet RealizedandUnrealizedGain (Loss) onInvestmentsTotal fromInvestmentOperationsLess DistributionsfromNetInvestmentIncomeNetRealizedGainsTotalDistributionsGrowth & Income2009 $19.76 $.27 $5.06 $5.33 $.40 __ $.402010 24.69 .50 3.45 3.95 .27 __ .272011 28.37 .44 .25 .69 .50 __ .502012 28.56 .61 4.35 4.96 .44 __ .442013 33.08 .53 11.89 12.42 .61 __ .61International2009 $12.63 $.65 $2.03 $2.68 $.59 __ $.592010 14.72 .34 1.64 1.98 __ __ __2011 16.70 .39 (.29) .10 .36 __ .362012 16.44 .28 3.12 3.40 .27 __ .272013 19.57 .24 1.08 1.32 .27 __ .27† The effect of fees and charges incurred at the separate account level are not reflected in theseperformance figures. If they were included, the performance figures would be less than shown.a The ratios do not include a reduction of expenses from cash balances that may be maintained with theBank of New York Mellon or from brokerage service arrangements.90

TotalReturnRatios/Supplemental DataNetAssetValue atEnd ofYearTotalReturn†(%)NetAssets atEnd ofYear(inMillions)Ratio to AverageNet AssetsExpenses NetBefore InvestmentFee IncomeCredits a (%)(%)Ratio to AverageNet AssetsBefore ExpensesWaived or AssumedExpenses Net(%) InvestmentIncome (%)PortfolioTurnoverRate (%)Growth & Income$24.69 28.05 $187 .84 1.27 N/A N/A 2528.37 16.19 207 .82 1.91 N/A N/A 2728.56 2.37 321 .81 1.51 N/A N/A 2633.08 17.45 357 .80 1.87 N/A N/A 2144.89 38.06 474 .79 1.34 N/A N/A 23International$14.72 23.24 $101 1.01 2.30 N/A N/A 5316.70 13.45 109 .99 2.15 N/A N/A 3516.44 .64 106 .96 2.26 N/A N/A 3219.57 20.85 122 .94 1.53 N/A N/A 4120.62 6.77 128 .92 1.21 N/A N/A 3591

FIRST INVESTORS LIFE SERIES FUNDSPer Share DataNet AssetValue atBeginningof YearIncome fromInvestment OperationsNetInvestmentIncome(Loss)Net RealizedandUnrealizedGain (Loss) onInvestmentsTotal fromInvestmentOperationsLess DistributionsfromNetInvestmentIncomeNetRealizedGainsTotalDistributionsInvestment Grade2009 $9.16 $.69 $1.10 $1.79 $.60 __ $.602010 10.35 .51 .41 .92 .53 __ .532011 10.74 .47 .17 .64 .52 __ .522012 10.86 .43 .76 1.19 .48 __ .482013 11.57 .42 (.51) (.09) .45 __ .45Opportunity*2012 $10.00 $(.05) $.11 $.06 __ __ __2013 10.06 (.04) 4.06 4.02 __ __ __* The Opportunity Fund commenced operations on December 17, 2012.† The effect of fees and charges incurred at the separate account level are not reflected in these performancefigures. If they were included, the performance figures would be less than shown.†† Net of expenses waived or assumed by the Adviser.a The ratios do not include a reduction of expenses from cash balances that may be maintained with theBank of New York Mellon or from brokerage service arrangements.b Not annualized.c Annualized.92

TotalReturnRatios/Supplemental DataNetAssetValue atEnd ofYearTotalReturn†(%)NetAssets atEnd ofYear(inMillions)Ratio to AverageNet Assets††Expenses NetBefore InvestmentFee IncomeCredits a (Loss) (%)(%)Ratio to AverageNet AssetsBefore ExpensesWaived or AssumedExpenses Net(%) InvestmentIncome (%)PortfolioTurnoverRate (%)Investment Grade$10.35 20.94 $39 .76 5.38 .91 5.23 7910.74 9.26 43 .73 4.62 .88 4.47 5510.86 6.23 47 .71 4.17 .86 4.02 2911.57 11.23 57 .70 3.73 .85 3.58 2811.03 (.80) 59 .70 3.49 .85 3.34 39Opportunity$10.06 .60 b $1 16.84 c (13.27) c N/A N/A 0 b14.08 39.96 14 2.28 (.79) N/A N/A 3293

FIRST INVESTORS LIFE SERIES FUNDSPer Share DataNet AssetValue atBeginningof YearIncome fromInvestment OperationsNetInvestmentIncomeNet RealizedandUnrealizedGain onInvestmentsTotal fromInvestmentOperationsLess DistributionsfromNetInvestmentIncomeNetRealizedGainsTotalDistributionsSelect Growth2009 $6.06 $.01 $.59 $.60 $__ __ $__2010 6.66 .01 1.39 1.40 .01 __ .012011 8.05 .01 .41 .42 .01 __ .012012 8.46 .05 1.08 1.13 .01 __ .012013 9.58 .04 3.12 3.16 .05 __ .05Special Situations*2009 $19.44 $.22 $5.63 $5.85 $.27 $__ $.272010 25.02 .16 6.43 6.59 .22 __ .222011 31.39 .20 .51 .71 .16 __ .162012 31.94 .34 2.88 3.22 .20 3.39 3.592013 31.57 .19 9.11 9.30 .34 1.56 1.90* Prior to December 17, 2012, the Fund was known as the Discovery Fund.† The effect of fees and charges incurred at the separate account level are not reflected in these performancefigures. If they were included, the performance figures would be less than shown.a The ratios do not include a reduction of expenses from cash balances that may be maintained with theBank of New York Mellon or from brokerage service arrangements.94

TotalReturnRatios/Supplemental DataNetAssetValue atEnd ofYearTotalReturn†(%)NetAssets atEnd ofYear(inMillions)Ratio to AverageNet AssetsExpenses NetBefore InvestmentFee IncomeCredits a (%)(%)Ratio to AverageNet AssetsBefore ExpensesWaived or AssumedExpenses Net(%) InvestmentIncome (%)PortfolioTurnoverRate (%)Select Growth$6.66 9.90 $10 1.00 .22 N/A N/A 1028.05 21.10 14 .98 .20 N/A N/A 878.46 5.25 18 .90 .07 N/A N/A 619.58 13.30 24 .87 .61 N/A N/A 5212.69 33.15 35 .85 .43 N/A N/A 64Special Situations$25.02 30.77 $127 .84 1.03 N/A N/A 6631.39 26.57 152 .83 .59 N/A N/A 6431.94 2.24 150 .81 .61 N/A N/A 5931.57 10.01 160 .81 1.07 N/A N/A 6138.97 30.88 201 .82 .53 N/A N/A 10895

FIRST INVESTORS LIFE SERIES FUNDSPer Share DataNet AssetValue atBeginningof YearIncome fromInvestment OperationsNetInvestmentIncome(Loss)Net RealizedandUnrealizedGain (Loss) onInvestmentsTotal fromInvestmentOperationsLess DistributionsfromNetInvestmentIncomeNetRealizedGainsTotalDistributionsTarget Maturity 20152009 $16.48 $.62 $(1.00) $(.38) $.63 $.02 $.652010 15.45 .63 .66 1.29 .64 .08 .722011 16.02 .65 .44 1.09 .62 .22 .842012 16.27 .66 (.53) .13 .66 .16 .822013 15.58 .70 (.72) (.02) .68 .22 .90Total Return*2012 $10.00 $(.05) $(.02) $(.07) $__ $__ $__2013 9.93 __ 1.69 1.69 __ __ __* The Total Return Fund commenced operations on December 17, 2012.† The effect of fees and charges incurred at the separate account level are not reflected in these performancefigures. If they were included, the performance figures would be less than shown.†† Net of expenses waived or assumed by the Adviser.a The ratios do not include a reduction of expenses from cash balances that may be maintained with theBank of New York Mellon or from brokerage service arrangements.b Not annualized.c Annualized.96

TotalReturnRatios/Supplemental DataNetAssetValue atEnd ofYearTotalReturn†(%)NetAssets atEnd ofYear(inMillions)Ratio to AverageNet Assets††Expenses NetBefore InvestmentFee IncomeCredits a (Loss) (%)(%)Ratio to AverageNet AssetsBefore ExpensesWaived or AssumedExpenses Net(%) InvestmentIncome (%)PortfolioTurnoverRate (%)Target Maturity 2015$15.45 (2.22) $27 .71 3.91 .86 3.76 016.02 8.58 28 .71 3.87 .86 3.72 416.27 7.14 26 .72 3.87 .87 3.72 015.58 .84 24 .73 4.00 .88 3.85 014.66 (.20) 21 .75 4.28 .90 4.13 0Total Return$9.93 (.70) b $1 16.99 c (14.84) c N/A N/A 64 b11.62 17.02 13 1.93 .16 N/A N/A 1497

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LIFE SERIES FUNDSCash ManagementEquity IncomeFund For IncomeGovernmentGrowth & IncomeInternationalInvestment GradeOpportunitySelect GrowthSpecial SituationsTarget Maturity 2015Total ReturnFor more information about the Funds, thefollowing documents are available for freeupon request:Annual/Semi-Annual Reports (Reports):Additional information about each Fund’sinvestments is available in the Fund’s annualand semi-annual reports to shareholders.These Reports include the portfolioholdings of each Fund, as well as, adiscussion of the market conditions andinvestment strategies that significantlyaffected the Fund’s performance during theperiod.Statement of Additional Information(SAI):The SAI provides more detailed informationabout the Funds and is incorporated byreference into this prospectus.To obtain free copies of the Reports and theSAI or to obtain other information, you mayvisit our website at: www.firstinvestors.comor contact the Funds at:Administrative Data Management Corp.Raritan Plaza IEdison, NJ 08837-3620Telephone: 1 (800) 423-4026You can review and copy Fund documents(including the Reports and the SAI) at thePublic Reference Room of the SEC inWashington, D.C. You can also obtaincopies of Fund documents after paying aduplicating fee (i) by writing to the PublicReference Section of the SEC, Washington,D.C. 20549-1520 or (ii) by electronicrequest at publicinfo@sec.gov. To find outmore, call the SEC at 1 (202) 551-8090.Text-only versions of Fund documents canbe viewed online or downloaded from theEDGAR database on the SEC’s Internetwebsite at http://www.sec.gov.(Investment Company Act File No. 811-04325)

First Investors Life Insurance Company40 Wall StreetNew York, New York 10005212-858-8200LIFE325