Name of Portfolio 2008 2007 2006International Growth Portfolio 691,012 1,239,872 728,238International Equity Portfolio 214,821 739,753 632,326Money Market Portfolio 0 0 0Select Bond Portfolio 150,387 17,915 21,462High Yield Bond Portfolio 0 0 1,122Balanced Portfolio 2,172,754 2,393,156 98,887Asset Allocation Portfolio 304,424 383,789 266,946During the prior three year period, the Directors of the Fund had authorized the investment adviserand sub-advisers to place portfolio orders for the Fund with the following broker-dealer who is an affiliateof the Fund, or an affiliate of an affiliate of the Fund: J.P. Morgan Securities, Inc. (“J.P. Morgan”), Bear,Stearns & Co., Inc. (“Bear Stearns”), Cazenove Group (“Cazenove”), Chase Investment Services(“Chase”), and Dresdner Kleinwort Securities, LLC (“Dresdner Kleinwort”). This authorization is subjectto all applicable legal requirements, including procedures adopted by the Directors. The following tableshows the commissions paid by the Fund, in the aggregate, to, J.P. Morgan, Bear Stearns, Cazenove,Chase, and Dresdner Kleinwort as well as the percentage of the aggregate brokerage commissions paid,and the percentage of aggregate fund transactions, for fiscal years ended 2006, 2007 and 2008:CommissionsPaid ToDollar Amount of Commissions2006 2007 2008J.P. Morgan $190,009 $359,888 $382,192Bear Stearns 1 — — 187,345Cazenove 20,114 95,479 29,164Chase 1,039 15,109 3,124Dresdner Kleinwort 27,694 110,505 58,920Percentage of Aggregate BrokerageCommissions2006 2007 2008J.P. Morgan 2.48% 3.18% 5.07%Bear Stearns 1 — — 2.48%Cazenove 0.26% 0.84% 0.39%Chase 0.01% 0.13% 0.04%Dresdner Kleinwort 0.36% 0.98% 0.78%Percentage of AggregateFund Transactions2006 2007 2008J.P. Morgan 6.32% 0.26% 15.70%Bear Stearns 1 — — 0.05%Cazenove 0.01% 0.06% 0.01%Chase 0.00% 5.98% 0.00%Dresdner Kleinwort 0.03% 0.06% 0.05%The charts below identify each Portfolio's "regular brokers or dealers" the securities of which werepurchased by a Portfolio during the fiscal year ended December 31, 2008, and the value each Portfolioheld of such securities as of December 31, 2008. Where a value is listed as zero, the Portfolio did nothold any securities of the indicated broker-dealer as of December 31, 2008. Where the table indicates“NA,” either the broker was not a “regular broker or dealer” of the Portfolio or the Portfolio did notpurchase securities of the broker or dealer during 2007 (though the Portfolio may have held as of1 JPMorgan Chase & Co. acquired The Bear Stearns Companies on <strong>May</strong> 30, 2008. Prior to this date, no affiliationbetween the Fund and Bear Stearns existed.B-56
December 31, 2008 securities of the indicated broker or dealer that were acquired in prior years). Thevalues and transactions include money market instruments issued by the broker-dealer.The term “regular broker or dealer” means (i) one of the ten brokers or dealers that received thegreatest dollar amount of brokerage commissions by virtue of direct or indirect participation in thePortfolio's portfolio transactions during the year ended December 31, 2008, (ii) one of the ten brokers ordealers that engaged as principal in the largest dollar amount of portfolio transactions of the Portfolioduring the year ended December 31, 2008, or (iii) one of the ten brokers or dealers that sold the largestdollar amount of securities of the Portfolio during the year ended December 31, 2008.In 2008, the Index 500 Portfolio purchased securities of Bank of America and the Balanced Portfoliopurchased securities of Bank of America, Barclays, Credit Suisse, and JP Morgan Chase, eachrepresenting one of the respective Portfolio’s “regular brokers or dealers.” However, in each case, thePortfolio did not own the securities as of December 31, 2008. Except for the foregoing, if a Portfolio isnot listed below, it did not purchase the securities of any of its “regular brokers or dealers” during 2008.The dollar values in the chart below are in thousands.BrokerGrowth StockFocusedAppreciationLarge CapCore StockIndex 500StockBank of America — — — — —Barclays — — — — —Citigroup — — 1,120 5,599 —Credit Suisse — — — — —DomesticEquityGoldman Sachs 1,671 1,267 1,291 — 9,241JPMorgan Chase — 3,810 5,685 18,020 9,686Lehman Brothers — — — — —Merrill Lynch — — 1,802 2,854 —Morgan Stanley — — — 2,608 —UBS Securities — — — — —BrokerEquityIncomeIndex 400StockSmall CapGrowth StockInternationalEquitySelect BondBank of America — — — — —Barclays — — — — —Citigroup 421 — — — 10,685Credit Suisse — — — — 8,981Deutsche Bank — — — — 348Goldman Sachs 1,274 — — — 3,446JPMorgan Chase 4,991 — — — 7,706Lehman Brothers — — — — 82Merrill Lynch 1,263 — — — 6,307Morgan Stanley — — — — 4,557UBS Securities 740 — — 14,681 2,393B-57
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APPENDIX F - Proxy Voting Policies
- Page 9 and 10: stocks that make up that index. Str
- Page 11 and 12: Interest rate swaps do not involve
- Page 13 and 14: the Adviser or Sub-Adviser will not
- Page 17 and 18: Forward Contracts. The Portfolios m
- Page 19 and 20: principal amount as the call writte
- Page 21 and 22: Options on Foreign Currencies. The
- Page 23 and 24: securities. The issuers of the unde
- Page 25 and 26: the former pools. However, timely p
- Page 27 and 28: CMO residuals are generally purchas
- Page 29: utilize the underlying assets may r
- Page 32 and 33: include range floaters which are a
- Page 34 and 35: par unless the price of the underly
- Page 36 and 37: to changes in interest rates genera
- Page 38 and 39: corresponding floaters. The underly
- Page 40 and 41: A Portfolio will not enter into suc
- Page 42 and 43: egulations. The presence of an issu
- Page 44 and 45: Portfolio TurnoverPortfolio turnove
- Page 46 and 47: The ability of the Portfolio to ach
- Page 48 and 49: Advisors, LLC, in accordance with t
- Page 50 and 51: OWNERSHIP OF SHARES OF THE FUNDAll
- Page 52 and 53: on the next $50 million, 0.50% on t
- Page 54 and 55: Independent Registered Public Accou
- Page 58 and 59: Broker High Yield Bond BalancedAsse
- Page 60 and 61: and cost of trade execution of Port
- Page 62 and 63: Effective April 30, 2008, the Fund
- Page 64 and 65: TAXES AND DIVIDENDSEach Portfolio i
- Page 66 and 67: APPENDIX A - Credit RatingsDescript
- Page 68 and 69: F2Good credit quality. A satisfacto
- Page 70 and 71: . Moody’s Commercial Paper (short
- Page 72 and 73: Plus (+) or minus (-)The ratings fr
- Page 74 and 75: APPENDIX B - Directors and Officers
- Page 76 and 77: Name, Address, andYear of BirthDavi
- Page 78 and 79: APPENDIX C - Ownership of Shares of
- Page 80 and 81: SMALL CAP VALUE PORTFOLIOGeneral Ac
- Page 82 and 83: APPENDIX D - Portfolio ManagersOthe
- Page 84 and 85: PortfolioManager(s)FundRegisteredIn
- Page 86 and 87: Compensation of Portfolio ManagersM
- Page 88 and 89: management firms. Performance is pr
- Page 90 and 91: Portfolio managers are eligible for
- Page 92 and 93: PortfolioPortfolio Manager(s)Dollar
- Page 94 and 95: On August 25, 2005, the Court enter
- Page 96 and 97: MSA’s Equity Trading Department s
- Page 98 and 99: ERISA ClientsIn the case of client
- Page 100 and 101: Shareholder Ability to Call Special
- Page 102 and 103: • Exercise price• Participation
- Page 104 and 105: Amend Quorum RequirementsVote propo
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Vote proposals to increase blank ch
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employees of Investment Manager and
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will not support the position of a
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company specifies the voting, divid
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egarding whether Investment Manager
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3. The issuer is an entity particip
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manager(s) are responsible for maki
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Global Corporate Governance: Invest
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13. The Proxy Group will review the
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determined by those investment comm
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T. Rowe Price has adopted these Pro
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shareholders and the effect on shar
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portfolio company could have influe
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The Proxy Voting Service will refer
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that substantially differs from dom
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15. Janus will generally vote in fa
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46. For shareholder proposals outsi
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2. Staggered BoardIf a company has
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proposed for a legitimate business
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APPENDIX G - Portfolio Holdings Dis
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ICP Securities LLCIntermonte Securi