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PROSPECTUSMay 1, 2016

SUNAMERICA SERIES TRUST

VCPSM Value Portfolio(Class 1 and Class 3 Shares)

This Prospectus contains information you should know before investing, including information about risks.Please read it before you invest and keep it for future reference.

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

TABLE OF CONTENTS

Portfolio Summary: VCPSM Value Portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1Investment Goal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1Fees and Expenses of the Portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1Principal Investment Strategies of the Portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2Principal Risks of Investing in the Portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3Performance Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6Investment Adviser . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7

Important Additional Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8Additional Information about the Portfolio’s Investment Strategies and Investment

Risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9Glossary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11

Investment Terminology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11Risk Terminology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14About the Indices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19

Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20Account Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27For More Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28

i

Portfolio Summary: VCPSM Value Portfolio

Investment GoalThe Portfolio’s investment goal is to seek currentincome and moderate capital appreciation whilemanaging portfolio volatility.

Fees and Expenses of the PortfolioThis table describes the fees and expenses that youmay pay if you buy and hold shares of the Portfolio.The Portfolio’s annual operating expenses do notreflect the separate account fees charged in thevariable annuity contract or variable life insurancepolicy (“Variable Contracts”), as defined herein, inwhich the Portfolio is offered. If the separateaccount’s fees were shown, the Portfolio’s annualoperating expenses would be higher. Please see yourVariable Contract prospectus for more details on theseparate account fees.

Annual Portfolio Operating Expenses (expensesthat you pay each year as a percentage of the value ofyour investment)

Class 1 Class 3

Management Fees . . . . . . . . . . . . . . . 0.91% 0.91%

Service (12b-1) Fees . . . . . . . . . . . . . . None 0.25%Other Expenses1 . . . . . . . . . . . . . . . . . 0.04% 0.04%

Total Annual Portfolio OperatingExpenses Before Fee Waiver and/orExpense Reimbursement . . . . . . . . 0.95% 1.20%

Fee Waiver and/or ExpenseReimbursement (Recoupment)2 . . . . — (0.03)%

Total Annual Portfolio OperatingExpenses After Fee Waiver and/orExpense Reimbursement(Recoupment)2 . . . . . . . . . . . . . . . . 0.95% 1.23%

1 “Other Expenses” with regards to Class 1 shares areanticipated other expenses payable by Class 1 sharesfor the current fiscal year.

2 Pursuant to an Expense Limitation Agreement,SunAmerica Asset Management, LLC (“SAAMCo”)has contractually agreed, for the period from thePortfolio’s inception through April 30, 2017, to waiveits fees and/or reimburse expenses to the extent thatthe Total Annual Portfolio Operating Expenses ofClass 3 shares exceed 1.23% of the Portfolio’s averagedaily net assets. For purposes of the Expense

Limitation Agreement, “Total Annual PortfolioOperating Expenses” shall not include extraordinaryexpenses, as determined under generally acceptedaccounting principles, such as litigation, or acquiredfund fees and expenses, brokerage commissions andother transactional expenses relating to the purchaseand sale of portfolio securities, interest, taxes andgovernmental fees, and other expenses not incurred inthe ordinary course of business of SunAmerica SeriesTrust (the “Trust”) on behalf of the Portfolio. Anywaivers and/or reimbursements made by SAAMCowith respect to the Portfolio are subject to recoupmentfrom the Portfolio within two years after theoccurrence of the waiver and/or reimbursement,provided that the Portfolio is able to effect suchpayment to SAAMCo and remain in compliance withthe expense limitation in effect at the time the waiversand/or reimbursements occurred. This agreement maybe modified or discontinued prior to April 30, 2017only with the approval of the Board of Trustees of theTrust, including a majority of the trustees who are not“interested persons” of the Trust as defined in theInvestment Company Act of 1940, as amended.

Expense ExampleThis Example is intended to help you compare thecost of investing in the Portfolio with the cost ofinvesting in other mutual funds. The Exampleassumes that you invest $10,000 in the Portfolio forthe time periods indicated and then redeem all ofyour shares at the end of those periods. The Examplealso assumes that your investment has a 5% returneach year and that the Portfolio’s operating expensesremain the same and that all contractual expenselimitations and fee waivers, as applicable, remain ineffect only for the period ending April 30, 2017. TheExample does not reflect charges imposed by theVariable Contract. If the Variable Contract fees werereflected, the expenses would be higher. See theVariable Contract prospectus for information on suchcharges. Although your actual costs may be higher orlower, based on these assumptions and the netexpenses shown in the fee table, your costs would be:

1 Year 3 Years 5 Years 10 Years

Class 1Shares . . $97 $303 $525 $1,166

Class 3Shares . . $125 $390 $676 $1,489

1 SunAmerica Series Trust


Portfolio TurnoverThe Portfolio pays transaction costs when it buys andsells securities (or “turns over” its portfolio). Ahigher portfolio turnover rate may indicate highertransaction costs. These costs, which are not reflectedin annual portfolio operating expenses or in theExample, affect the Portfolio’s performance. Duringthe most recent fiscal year, the Portfolio’s portfolioturnover rate was 135% of the average value of itsportfolio.

Principal Investment Strategies of thePortfolioThe Portfolio invests primarily in equity and fixedincome securities, derivatives and other instrumentsthat have economic characteristics similar to suchsecurities that it believes will decrease the volatilitylevel of the Portfolio’s annual returns. Under normalcircumstances, the Portfolio invests at least 65% ofits net assets in income-producing equityinvestments, such as dividend paying common orpreferred stocks. For purposes of this policy, thePortfolio considers income-producing equitysecurities to include securities such as dividendpaying common stocks and preferred stocks, interestpaying convertible securities and zero couponconvertible securities (on which the Portfolio accruesincome for tax and accounting purposes but receivesno cash). Although the Portfolio invests in thesecurities of issuers of all capitalization sizes, asubstantial number of the issuers in which thePortfolio invests are expected to be large-capcompanies. The subadviser also employs a “VCP”(Volatility Control Portfolio) risk managementprocess intended to manage the volatility level of thePortfolio’s annual returns.

In selecting securities for the Portfolio, thesubadviser emphasizes a value style of investing;seeking well-established, undervalued companies thatthe subadviser believes offer the potential for incomewith safety of principal and long-term growth ofcapital. The subadviser focuses on undervaluedcompanies with catalysts for improved valuation.Internal and external factors considered by thesubadviser as catalysts for improved valuationinclude new management, operational enhancements,restructurings or reorganizations, improvements in

industry conditions or favorable regulatorydevelopments. The subadviser believes a company’srelative attractiveness is a function of its upsidepotential relative to downside risk. The subadvisermay dispose of a security when it has reached thesubadviser’s estimate of fair value or when thesubadviser identifies a more attractive investmentopportunity.

The subadviser may also sell exchange-traded equityindex futures contracts and exchange-traded interestrate futures contracts to target a maximum annualvolatility level for the Portfolio’s returns ofapproximately 10%. Volatility is a statistical measureof the magnitude of changes in the Portfolio’s returnswithout regard to the direction of those changes. Toimplement this volatility management strategy, thesubadviser will monitor the forecasted annualizedvolatility of the Portfolio’s returns, placing a greaterweight on recent historic data. The subadviser maysell futures contracts as often as daily to lower thePortfolio’s expected volatility level but does notexpect to sell futures contracts when the Portfolio’svolatility level is within the target range.

Volatility is not a measure of investmentperformance. Volatility may result from rapid ordramatic price swings. Higher volatility generallyindicates higher risk and is often reflected by frequentand sometimes significant movements up and down invalue. The Portfolio could experience high levels ofvolatility in both rising and falling markets. Due tomarket conditions or other factors, the actual orrealized volatility of the Portfolio for any particularperiod of time may be materially higher or lower thanthe target maximum annual level.

The Portfolio’s target maximum annual volatilitylevel of 10% is not a total return performance target.The Portfolio does not expect its total returnperformance to be within any specified targetedrange. It is possible for the Portfolio to maintain itsvolatility at or under its target maximum annualvolatility level while having negative performancereturns. Efforts to manage the Portfolio’s volatilitycould limit the Portfolio’s gains in rising markets,may expose the Portfolio to costs to which it wouldotherwise not have been exposed, and if unsuccessfulmay result in substantial losses.



Principal Risks of Investing in thePortfolioThere can be no assurance that the Portfolio’sinvestment goal will be met or that the net return onan investment in the Portfolio will exceed what couldhave been obtained through other investment orsavings vehicles. Shares of the Portfolio are not bankdeposits and are not guaranteed or insured by anybank, government entity or the Federal DepositInsurance Corporation. As with any mutual fund,there is no guarantee that the Portfolio will be able toachieve its investment goal. If the value of the assetsof the Portfolio goes down, you could lose money.

The value of your investment in the Portfolio may beaffected by one or more of the following risks, whichare described in more detail in the sections“Additional Information about the Portfolio’sInvestment Strategies and Investment Risks” and the“Glossary” under “Risk Terminology” in theProspectus, any of which could cause the Portfolio’sreturn, the price of the Portfolio’s shares or thePortfolio’s yield to fluctuate. Please note that thereare many other circumstances that could adverselyaffect your investment and prevent the Portfolio fromreaching its investment goal, which are not describedhere.

Active Trading Risk – A strategy used whereby thePortfolio may engage in frequent trading of portfoliosecurities to achieve its investment goal. Activetrading may result in high portfolio turnover andcorrespondingly greater brokerage commissions andother transaction costs for the Portfolio.

Call Risk – The risk that an issuer will exercise itsright to pay principal on a debt obligation (such as aconvertible security) that is held by the Portfolioearlier than expected. This may happen when there isa decline in interest rates. Under these circumstances,the Portfolio may be unable to recoup all of its initialinvestment and will also suffer from having toreinvest in lower-yielding securities.

Convertible Securities Risk – The value ofconvertible securities may be affected by marketinterest rate fluctuations, credit risk and the value ofthe underlying common stock into which these

securities may be converted. Issuers may have theright to buy back or “call” certain convertiblesecurities at a time unfavorable to the Portfolio.

Credit Risk – The risk that an issuer will default oninterest or principal payments. The Portfolio couldlose money if the issuer of a debt security is unableor perceived to be unable to pay interest or to repayprincipal when it becomes due. Various factors couldaffect the issuer’s actual or perceived willingness orability to make timely interest or principal payments,including changes in the issuer’s financial conditionor in general economic conditions. Debt securitiesbacked by an issuer’s taxing authority may be subjectto legal limits on the issuer’s power to increase taxesor otherwise raise revenue, or may be dependent onlegislative appropriation or government aid. Certaindebt securities are backed only by revenues derivedfrom a particular project or source, rather than by anissuer’s taxing authority, and thus may have a greaterrisk of default. Credit risk applies to most debtsecurities, but is generally not a factor for obligationsbacked by the “full faith and credit” of the U.S.Government.

Derivatives Risk – A derivative is any financialinstrument whose value is based on, and determinedby, another security, index, rate or benchmark (i.e.,stock options, futures, caps, floors, etc.). To theextent a derivative contract is used to hedge anotherposition in the Portfolio, the Portfolio will beexposed to the risks associated with hedgingdescribed below. To the extent an option, futurescontract, swap, or other derivative is used to enhancereturn, rather than as a hedge, the Portfolio will bedirectly exposed to the risks of the contract.Unfavorable changes in the value of the underlyingsecurity, index, rate or benchmark may cause suddenlosses. Gains or losses from the Portfolio’s use ofderivatives may be substantially greater than theamount of the Portfolio’s investment. Derivatives arealso associated with various other risks, includingmarket risk, leverage risk, hedging risk, counterpartyrisk, illiquidity risk and interest rate fluctuations risk.Since the Portfolio primarily uses exchange-tradedequity index futures contracts and exchange-tradedinterest rate futures contracts, the primary risksassociated with the Portfolio’s use of derivatives aremarket risk and hedging risk.



Equity Securities Risk – This is the risk that stockprices will fall over short or extended periods of time.Although the stock market has historicallyoutperformed other asset classes over the long term,the stock market tends to move in cycles. Individualstock prices fluctuate from day-to-day and mayunderperform other asset classes over an extendedperiod of time. Individual companies may report poorresults or be negatively affected by industry and/oreconomic trends and developments. The prices ofsecurities issued by such companies may suffer adecline in response. These price movements mayresult from factors affecting individual companies,industries or the securities market as a whole.

Futures Risk – A futures contract is considered aderivative because it derives its value from the priceof the underlying security or financial index. Theprices of futures contracts can be volatile and futurescontracts may be illiquid. In addition, there may beimperfect or even negative correlation between theprice of a futures contract and the price of theunderlying securities or financial index.

Hedging Risk – A hedge is an investment made inorder to reduce the risk of adverse price movementsin a security, by taking an offsetting position in arelated security (often a derivative, such as an optionor a short sale). While hedging strategies can be veryuseful and inexpensive ways of reducing risk, theyare sometimes ineffective due to unexpected changesin the market. Hedging also involves the risk thatchanges in the value of the related security will notmatch those of the instruments being hedged asexpected, in which case any losses on the instrumentsbeing hedged may not be reduced.

Illiquidity Risk – When there is little or no activetrading market for specific types of investments, itcan become more difficult to sell them at or neartheir perceived value. In such a market, the value ofsuch investments and the Portfolio’s share price mayfall dramatically.

Income Risk – The ability of the Portfolio’s equitysecurities to generate income generally depends onthe earnings and the continuing declaration ofdividends by the issuers of such securities. Theinterest income on debt securities generally is

affected by prevailing interest rates, which can varywidely over the short- and long-term. If dividends arereduced or discontinued or interest rates drop,distributions to shareholders from the Portfolio maydrop as well.

Interest Rate Fluctuations Risk – Fixed incomesecurities may be subject to volatility due to changesin interest rates. The market value of bonds and otherfixed income securities usually tends to varyinversely with the level of interest rates. As interestrates rise, the value of such securities typically falls,and as interest rates fall, the value of such securitiestypically rises. Longer-term and lower coupon fixedincome securities tend to be more sensitive tochanges in interest rates. Interest rates have beenhistorically low, so the Portfolio faces a heightenedrisk that interest rates may rise.

Issuer Risk – The value of a security may decline fora number of reasons directly related to the issuer,such as management performance, financial leverageand reduced demand for the issuer’s goods andservices.

Large-Cap Companies Risk – Large-cap companiestend to go in and out of favor based on market andeconomic conditions. Large-cap companies tend to beless volatile than companies with smaller marketcapitalizations. In exchange for this potentially lowerrisk, the Portfolio’s value may not rise as much as thevalue of portfolios that emphasize smaller companies.

Market Risk – The Portfolio’s share price can fallbecause of weakness in the broad market, a particularindustry, or specific holdings. The market as a wholecan decline for many reasons, including adversepolitical or economic developments here or abroad,changes in investor psychology, or heavyinstitutional selling. The prospects for an industry orcompany may deteriorate because of a variety offactors, including disappointing earnings or changesin the competitive environment. In addition, thesubadviser’s assessment of securities may proveincorrect, resulting in losses or poor performanceeven in a rising market. Finally, the Portfolio’sinvestment approach could fall out of favor with theinvesting public, resulting in lagging performanceversus other comparable portfolios.



Preferred Stock Risk – Unlike common stock,preferred stock generally pays a fixed dividend froma company’s earnings and may have a preferenceover common stock on the distribution of acompany’s assets in the event of bankruptcy orliquidation. Preferred stockholders’ liquidation rightsare subordinate to the company’s debt holders andcreditors. If interest rates rise, the fixed dividend onpreferred stocks may be less attractive and the priceof preferred stocks may decline. Preferred stockusually does not require the issuer to pay dividendsand may permit the issuer to defer dividendpayments. Deferred dividend payments could haveadverse tax consequences for the Portfolio and maycause the preferred stock to lose substantial value.

Risk of Conflict with Insurance CompanyInterests – Managing the Portfolio’s volatility mayreduce the risks assumed by the insurance companythat sponsors your Variable Contract. This facilitatesthe insurance company’s ability to provideguaranteed benefits. These guarantees are optionaland may not be associated with your VariableContract. While the interests of the Portfolio’sshareholders and the affiliated insurance companiesproviding these guaranteed benefits are generallyaligned, the affiliated insurance companies (and theadviser by virtue of its affiliation with the insurancecompanies) may face potential conflicts of interest.In particular, certain aspects of the Portfolio’smanagement have the effect of mitigating thefinancial risks to which the affiliated insurancecompanies are subjected by providing thoseguaranteed benefits. In addition, the Portfolio’sperformance may be lower than similar portfoliosthat do not seek to manage their volatility.

Risks of Investing in Bonds – As with any fund thatinvests significantly in bonds, the value of yourinvestment in the Portfolio may go up or down inresponse to changes in interest rates or defaults (oreven the potential for future defaults) by bondissuers.

Risks of Leverage – Leverage occurs when aninvestor has the right to a return on an investmentthat exceeds the return that the investor would beexpected to receive based on the amount contributedto the investment. The Portfolio’s use of certain

economically leveraged futures and other derivativescan result in a loss substantially greater than theamount invested in the futures or other derivativeitself. Certain futures and other derivatives have thepotential for unlimited loss, regardless of the size ofthe initial investment. When the Portfolio usesfutures and other derivatives for leverage, ashareholder’s investment in the Portfolio will tend tobe more volatile, resulting in larger gains or losses inresponse to the fluctuating prices of the Portfolio’sinvestments.

Securities Selection Risk – A strategy used by thePortfolio, or individual securities selected by thesubadviser, may fail to produce the intended return.

Short Sales Risk – When the Portfolio sells futurescontracts, the Portfolio is exposed to the risksassociated with short sales. Short sales involvecertain risks and special considerations. Possiblelosses from short sales differ from losses that couldbe incurred from a purchase of a security, becauselosses from short sales are potentially unlimited,whereas losses from purchases can be no greater thanthe total amount invested.

Small and Medium Sized Companies Risk –Companies with smaller market capitalization(particularly under $1 billion depending on themarket) tend to be at early stages of developmentwith limited product lines, market access forproducts, financial resources, access to new capital ordepth in management. It may be difficult to obtainreliable information and financial data about thesecompanies. Consequently, the securities of smallercompanies may not be as readily marketable and maybe subject to more abrupt or erratic marketmovements. Securities of medium sized companiesare usually more volatile and entail greater risks thansecurities of large companies. In addition, small andmedium sized companies may be traded in over-the-counter (“OTC”) markets as opposed to being tradedon an exchange. OTC securities may trade lessfrequently and in smaller volume than exchange-listed stocks, which may cause these securities to bemore volatile than exchange-listed stocks and maymake it more difficult to buy and sell these securitiesat prevailing market prices. The Portfolio determinesrelative market capitalizations using U.S. standards.



Accordingly, the market capitalizations of thePortfolio’s non-U.S. investments, as determined bythe subadviser, may not correspond to the marketcapitalizations of such companies as measuredoutside the United States.

Value Investing Risk – The subadviser’s judgmentsthat a particular security is undervalued in relation tothe company’s fundamental economic value mayprove incorrect.

Volatility Control Risk – The risk that thesubadviser’s strategy for managing portfoliovolatility may not produce the desired result or thatthe subadviser is unable to trade certain derivativeseffectively or in a timely manner. There can be noguarantee that the Portfolio will maintain its targetvolatility level. Additionally, maintenance of thetarget volatility level will not ensure that thePortfolio will deliver competitive returns. The use ofderivatives in connection with the Portfolio’smanaged volatility strategy may expose the Portfolioto losses (some of which may be sudden) that itwould not have otherwise been exposed to if it hadonly invested directly in equity and/or fixed incomesecurities. Efforts to manage the Portfolio’s volatilitycould limit the Portfolio’s gains in rising markets andmay expose the Portfolio to costs to which it wouldotherwise not have been exposed. The Portfolio’smanaged volatility strategy may result in thePortfolio outperforming the general securities marketduring periods of flat or negative marketperformance, and underperforming the generalsecurities market during periods of positive marketperformance. The gains and losses of the Portfolio’sfutures positions may not correlate with thePortfolio’s direct investments in equity securities; asa result, these futures contracts may decline in valueat the same time as the Portfolio’s direct investmentsin equity securities decline in value. The Portfolio’smanaged volatility strategy also exposes shareholdersto the risks of investing in derivative contracts. Thesubadviser uses a combination of proprietary andthird-party systems to help it estimate the Portfolio’sexpected volatility. Based on those estimates, thesubadviser may adjust the Portfolio’s exposure to

certain markets by selling exchange-traded futurescontracts in an attempt to manage the Portfolio’sexpected volatility. The proprietary and third-partyrisk models used by the subadviser may performdifferently than expected and may negatively affectperformance and the ability of the Portfolio tomaintain its volatility at or below its target maximumannual volatility level for various reasons, includingerrors in using or building the models, technicalissues implementing the models and various non-quantitative factors (e.g., market or trading systemdysfunctions, and investor fear or over-reaction).

Zero Coupon Bond Risk – “Zero coupon” bonds aresold at a discount from face value and do not makeperiodic interest payments. At maturity, zero couponbonds can be redeemed for their face value. Inaddition to the risks associated with bonds, since zerocoupon bonds do not pay interest, the value of zerocoupon bonds may be more volatile than other fixedincome securities. Zero coupon bonds may also besubject to greater interest rate risk and credit risk thatother fixed income instruments.

Performance InformationThe following Risk/Return Bar Chart and Tableillustrate the risks of investing in the Portfolio byshowing changes in the Portfolio’s performance fromcalendar year to calendar year and comparing thePortfolio’s average annual returns to those of theS&P 500® Index, the Barclays U.S. Aggregate BondIndex, and a Blended Index. The Blended Indexconsists of 60% S&P 500® Index and 40% BarclaysU.S. Aggregate Bond Index. Class 1 shares do nothave a performance history as of the date of thisProspectus. As a result, the bar chart and table giveyou a picture of the long-term performance for Class3 shares of the Portfolio. The performance of Class 1shares would be substantially similar to Class 3shares and differ only to the extent that Class 1 sharesand Class 3 shares have different expenses. Fees andexpenses incurred at the contract level are notreflected in the bar chart or table. If these amountswere reflected, returns would be less than those



shown. Of course, past performance is notnecessarily an indication of how the Portfolio willperform in the future.

(Class 3 Shares)

2014 2015-4%

-2%

0%

4%

6%

2%

8%

10%

-2.21%

8.19%

During the period shown in the bar chart, the highestreturn for a quarter was 3.36% (quarter endedJune 30, 2014) and the lowest return for a quarterwas -5.75% (quarter ended September 30, 2015). Theyear-to-date calendar return as of March 31, 2016was -2.28%.

Average Annual Total Returns (For the periodsended December 31, 2015)

1Year

5Years

10Years

SinceInception05/01/13

Class 3 Shares . . . . . . . . . . . -2.21% N/A N/A 6.27%S&P 500® Index . . . . . . . . . 1.38% N/A N/A 12.02%Barclays U.S. AggregateBond Index . . . . . . . . . . . . . 0.55% N/A N/A 1.29%Blended Index . . . . . . . . . . . 1.28% N/A N/A 7.76%

Investment AdviserThe Portfolio’s investment adviser is SAAMCo. ThePortfolio is subadvised by Invesco Advisers, Inc.(“Invesco”).

Portfolio Managers

Name

PortfolioManager

Since TitleInvescoThomas Bastian 2013 Lead Portfolio

ManagerChuck Burge 2013 Portfolio ManagerBrian Jurkash 2015 Portfolio ManagerSergio Marcheli 2013 Portfolio ManagerJames Roeder 2013 Portfolio ManagerDuy Nguyen 2013 Portfolio ManagerMatthew Titus 2016 Portfolio Manager


Important Additional Information

Purchases and Sales of Portfolio SharesShares of the Portfolio may only be purchased orredeemed through Variable Contracts offered by theseparate accounts of participating life insurancecompanies (“Separate Accounts”). Shares of thePortfolio may be purchased and redeemed each daythe New York Stock Exchange is open at thePortfolio’s net asset value determined after receipt ofa request in good order.

The Portfolio does not have any initial or subsequentinvestment minimums. However, your insurancecompany may impose investment or account valueminimums. The prospectus (or other offeringdocument) for your Variable Contract may containadditional information about purchases andredemptions of the Portfolio’s shares.

Tax InformationThe Portfolio will not be subject to U.S. federalincome tax on the investment company taxableincome or net capital gains distributed toshareholders as ordinary income dividends or capitalgain dividends; however, you may be subject tofederal income tax (and a federal Medicare tax of3.8% that applies to net investment income, includingtaxable annuity payments, if applicable) uponwithdrawal from such tax deferred arrangements.You should consult the prospectus (or other offeringdocument) for the Variable Contract for additionalinformation regarding taxation.

Payments to Broker-Dealers and Other FinancialIntermediariesThe Portfolio is not sold directly to the general publicbut instead is offered as an underlying investmentoption for Variable Contracts. The Portfolio and itsrelated companies may make payments to thesponsoring insurance company (or its affiliates) fordistribution and/or other services. These paymentsmay create a conflict of interest as they may be afactor that the insurance company considers inincluding the Portfolio as an underlying investmentoption in the Variable Contract. The prospectus (orother offering document) for your Variable Contractmay contain additional information about thesepayments.


Additional Information about the Portfolio’sInvestment Strategies and Investment Risks

In addition to the Portfolio’s principal investmentsdiscussed in the Portfolio Summary, the Portfoliomay from time-to-time invest in additional securitiesand utilize various other investment techniques.Descriptions of these investments and risks areincluded in the “Glossary” section under “InvestmentTerminology” and “Risk Terminology” in thisProspectus. In addition to the securities andtechniques described in this Prospectus, there areother securities and investment techniques in whichthe Portfolio may invest in limited instances, whichare not described in this Prospectus. These securitiesand investment practices are described in the Trust’sStatement of Additional Information, which you mayobtain free of charge (see back cover).

From time to time, the Portfolio may take temporarydefensive positions that are inconsistent with itsprincipal investment strategies in attempting torespond to adverse market, economic, political orother conditions. There is no limit on the Portfolio’sinvestments in money market securities fortemporary defensive purposes. If the Portfolio takessuch a temporary defensive position, it may notachieve its investment goal.

Unless otherwise indicated, investment restrictions,including percentage limitations, apply at the time ofpurchase under normal market conditions. Youshould consider your ability to assume the risksinvolved before investing in the Portfolio throughone of the Variable Contracts. Percentage limitationsmay be calculated based on the Portfolio’s total ornet assets. “Total assets” means net assets plusliabilities (e.g., borrowings). If not specified as netassets, the percentage is calculated based on totalassets.

The principal investment goal and strategies for thePortfolio are non-fundamental and may be changedby the Board of Trustees (the “Board”) withoutshareholder approval. Shareholders will be given atleast 60 days’ written notice in advance of anychange to the Portfolio’s investment goal.

More Information about the Portfolio

In addition to income-producing equity securities, thePortfolio may also invest in investment grade fixed-income securities, and warrants or rights to acquireequity or fixed income securities to achieve thePortfolio’s objective if deemed appropriate by thesubadviser. The Portfolio does not invest more than10% of its total assets in fixed-income securitiesrated Baa1, Baa2 or Baa3 by Moody’s InvestorsService (“Moody’s”) or BBB+, BBB or BBB- byStandard & Poor’s (“S&P”) based on the highestrating for split rated securities, or in unratedsecurities deemed by the Portfolio to be ofcomparable quality at the time of purchase. Thispolicy does not apply to convertible securitiesbecause the Portfolio selects convertible securitiesprimarily on the basis of their equity characteristics.

The Portfolio may invest up to 15% of its net assetsin real estate investment trusts (“REITs”) and up to25% of its net assets in securities of foreign issuers(including emerging markets) or depositary receipts.Although a substantial number of the issuers in whichthe Portfolio invests are large-cap companies, thePortfolio may invest in the securities of issuers of anysize.

The Portfolio will generally use S&P 500 futurescontracts and interest rate futures to lower thePortfolio’s expected volatility level. The Portfoliomay invest in other types of futures and in options tohedge or mitigate risks. The Portfolio may also usefutures to gain exposure to certain asset classes. ThePortfolio may also use options to seek alpha (specificfactors affecting the return on investments in excessof the benchmark) or to hedge against adversemovements in foreign currencies. The Portfolio mayalso invest in forward foreign currency contracts or“currency forwards” to hedge against adversemovements in foreign currencies.

The Portfolio’s investments in the types of securitiesdescribed in this Prospectus vary from time to time,and, at any time, the Portfolio may not be invested inall of the types of securities described in thisProspectus.


Additional Information about the Portfolio’sInvestment Strategies and Investment Risks

In addition to the principal risks described in thePortfolio Summary under “Principal Risks ofInvesting in the Portfolio,” the Portfolio is subject tothe following additional risks, which are described inthe “Glossary” under “Risk Terminology”:Counterparty Risk, Currency Volatility Risk,Depositary Receipts Risk, Emerging Markets Risk,Foreign Investment Risk, Forward Currency ContractRisk, Options Risk, REITs Risk, Tax Risk, andWarrants and Rights Risk.


Glossary

Investment TerminologyCapital appreciation/growth is an increase in themarket value of securities held.

Defensive investments include high quality fixedincome securities, repurchase agreements and othermoney market instruments. The Portfolio may maketemporary defensive investments in response toadverse market, economic, political or otherconditions. When the Portfolio takes a defensiveposition, it may miss out on investment opportunitiesthat could have resulted from investing in accordancewith its principal investment strategy. As a result, thePortfolio may not achieve its investment goal.

A derivative is a financial instrument, such as anoption or futures contract, whose value is based onthe performance of an underlying asset or an externalbenchmark, such as the price of a specified securityor index.

An “emerging market” country is any country thatis included in the MSCI Emerging Markets Index.See definition of “Foreign securities” for additionalinformation.

Equity securities, such as common stocks, representshares of equity ownership in a corporation. Commonstocks may or may not receive dividend payments.Certain securities have common stock characteristics,including certain convertible securities such asconvertible bonds, convertible preferred stock,rights and warrants, and may be classified as equitysecurities. Investments in equity securities andsecurities with equity characteristics include:

• Convertible securities are securities (suchas bonds or preferred stocks) that may beconverted into common stock of the sameor a different company.

• Market capitalization represents the totalmarket value of the outstanding securitiesof a corporation. See separate definition for“Market capitalization ranges.”

• Rights represent a preemptive right ofstockholders to purchase additional sharesof a stock at the time of a new issuancebefore the stock is offered to the generalpublic.

• Warrants are rights to buy common stockof a company at a specified price during thelife of the warrant.

Fixed income instruments and fixed incomesecurities are broadly classified as securities thatprovide for periodic payment, typically interest ordividend payments, to the holder of the security at astated rate. Most fixed income securities, such asbonds, represent indebtedness of the issuer andprovide for repayment of principal at a stated time inthe future. Others do not provide for repayment of aprincipal amount. The issuer of a senior fixedincome security is obligated to make payments onthis security ahead of other payments to securityholders. Investments in fixed income securitiesinclude:

• Agency discount notes are high creditquality, short-term debt instruments issuedby federal agencies and governmentsponsored enterprises. These securities areissued at a discount to their par value.

• Corporate debt instruments (bonds, notesand debentures) are securities representinga debt of a corporation. The issuer isobligated to repay a principal amount ofindebtedness at a stated time in the futureand in most cases to make periodicpayments of interest at a stated rate.

• An investment grade fixed incomesecurity is rated in one of the top fourrating categories by a debt rating agency(or is considered of comparable quality bythe subadviser). The two best-known debtrating agencies are S&P and Moody’s.Investment grade refers to any securityrated “BBB-” or above by S&P or FitchRatings (“Fitch”), or “Baa3” or above byMoody’s, or if unrated, determined to be ofcomparable quality by the subadviser.


Glossary

• Preferred stocks receive dividends at aspecified rate and have preference overcommon stock in the payment of dividendsand the liquidation of assets.

• U.S. Government securities are issued orguaranteed by the U.S. Government, itsagencies and instrumentalities. Some U.S.Government securities are issued orunconditionally guaranteed by the U.S.Treasury. They are generally considered tobe of high credit quality. While thesesecurities are subject to variations inmarket value due to fluctuations in interestrates, they are expected to be paid in full ifheld to maturity. Other U.S. Governmentsecurities are neither direct obligations of,nor guaranteed by, the U.S. Treasury.However, they involve federal sponsorshipin one way or another. For example, someare backed by specific types of collateral;some are supported by the issuer’s right toborrow from the Treasury; some aresupported by the discretionary authority ofthe Treasury to purchase certain obligationsof the issuer; and others are supported onlyby the credit of the issuing governmentagency or instrumentality.

• Zero-coupon bonds. Zero coupon anddeferred interest bonds are debt obligationsissued or purchased at a significantdiscount from face value.

Foreign securities are issued by companies locatedoutside of the United States, including emergingmarkets. Foreign securities may include foreigncorporate and government bonds, foreign equitysecurities, foreign investment companies, passiveforeign investment companies, American DepositaryReceipts (“ADRs”) or other similar securities thatrepresent interests in foreign equity securities, suchas European Depositary Receipts (“EDRs”) andGlobal Depositary Receipts (“GDRs”). An emergingmarket country is generally one with a low ormiddle income economy that is in the early stages ofits industrialization cycle. For fixed incomeinvestments, an emerging market includes those

where the sovereign credit rating is below investmentgrade. Emerging market countries may change overtime depending on market and economic conditionsand the list of emerging market countries may varyby adviser or subadviser. Foreign securities includesthose securities issued by companies whose principalsecurities trading markets are outside the U.S., thatderive a significant share of their total revenue fromeither goods or services produced or sales made inmarkets outside the U.S., that have a significantportion of their assets outside the U.S., that are linkedto non-U.S. dollar currencies or that are organizedunder the laws of, or with principal offices in,another country.

A forward foreign currency contract or “currencyforward” is an agreement between parties toexchange a specified amount of currency at aspecified future time at a specified rate. Currencyforwards are generally used to protect againstuncertainty in the level of future exchange rates.Currency forwards do not eliminate fluctuations inthe prices of the underlying securities the Portfolioowns or intends to acquire, but they do fix a rate ofexchange in advance. Currency forwards limit therisk of loss due to a decline in the value of the hedgedcurrencies, but at the same time they limit anypotential gain that might result should the value ofthe currencies increase.

A futures contract is a standardized contract, tradedon a futures exchange, to buy or sell a standardquantity and quality of a commodity, financialinstrument, index, etc., at a specified future date andprice.

“High quality” instruments have a very strongcapacity to pay interest and repay principal; theyreflect the issuers’ high creditworthiness and low riskof default.

Income is interest payments from bonds or dividendsfrom stocks.

Market capitalization ranges. Companies aredetermined to be large-cap companies, mid-capcompanies, or small-cap companies based upon thetotal market value of the outstanding common stock


Glossary

(or similar securities) of the company at the time ofpurchase. The market capitalization of the companiesand the indices described below change over time.The Portfolio will not automatically sell or cease topurchase stock of a company that it already owns justbecause the company’s market capitalization growsor falls outside this range.

• Large-Cap companies will generallyinclude companies whose marketcapitalizations are equal to or greater thanthe market capitalization of the smallestcompany in the Russell 1000® Index duringthe most recent 12-month period. As of themost recent annual reconstitution of theRussell 1000® Index on June 26, 2015, themarket capitalization range of thecompanies in the Index was approximately$2.4 billion to $750 billion.

• Mid-Cap companies will generally includecompanies whose market capitalizationsrange from the market capitalization of thesmallest company included in the RussellMidcap® Index to the market capitalizationof the largest company in the RussellMidcap® Index during the most recent12-month period. As of the most recentannual reconstitution of the RussellMidcap® Index on June 26, 2015, themarket capitalization range of thecompanies in the Index was $2.4 billion to$28 billion.

• Small-Cap companies will generallyinclude companies whose marketcapitalizations are equal to or less than themarket capitalization of the largestcompany in the Russell 2000® Index duringthe most recent 12-month period. As of themost recent annual reconstitution of theRussell 2000® Index on June 26, 2015, themarket capitalization range of thecompanies in the Index was $177 million to$4.3 billion.

“Net assets” when referred to under “InvestmentGoals and Principal Strategies” for the Portfolio takesinto account borrowings for investment purposes.

Options are contracts involving the right to receiveor the obligation to deliver assets or moneydepending on the performance of one or moreunderlying assets, instruments or a market oreconomic index. An option gives its owner the right,but not the obligation, to buy (“call”) or sell (“put”) aspecified amount of a security at a specified pricewithin a specified time period. The Portfolio maypurchase listed options on various indices in which itmay invest. When the Portfolio purchases an over-the-counter option, it increases its credit riskexposure to the counterparty.

REITs (real estate investment trusts) are trusts thatinvest primarily in commercial real estate or realestate related loans. The value of an interest in aREIT may be affected by the value and the cashflows of the properties owned or the quality of themortgages held by the Portfolio.

Short sales involve the selling of a security whichthe Portfolio does not own in anticipation of a declinein the market value of the security. In suchtransactions, the Portfolio borrows the security fordelivery to the buyer and must eventually replace theborrowed security for return to the lender. ThePortfolio bears the risk that price at the time ofreplacement may be greater than the price at whichthe security was sold. When the Portfolio sellsfutures contracts, it is exposed to the risks associatedwith short sales, including sudden and unlimitedlosses.

Short-term investments include money marketsecurities such as short-term U.S. Governmentobligations, repurchase agreements, commercialpaper, bankers’ acceptances and certificates ofdeposit. These securities provide the Portfolio withsufficient liquidity to meet redemptions and coverexpenses.

A “Value” philosophy is a strategy of investing insecurities that are believed to be undervalued in themarket. It often reflects a contrarian approach in thatthe potential for superior relative performance isbelieved to be highest when fundamentally solidcompanies are out of favor. The selection criteria isgenerally calculated to identify stocks of companies


Glossary

with solid financial strength that have low price-earnings ratios and have generally been overlookedby the market, or companies undervalued within anindustry or market capitalization category.

Risk TerminologyActive Trading Risk – A strategy used whereby thePortfolio may engage in frequent trading of portfoliosecurities to achieve its investment goal. Activetrading may result in high portfolio turnover andcorrespondingly greater brokerage commissions andother transaction costs for the Portfolio.

Call Risk – The risk that an issuer will exercise itsright to pay principal on a debt obligation (such as aconvertible security) that is held by the Portfolioearlier than expected. This may happen when there isa decline in interest rates. Under these circumstances,the Portfolio may be unable to recoup all of its initialinvestment and will also suffer from having toreinvest in lower-yielding securities.

Convertible Securities Risk – The value ofconvertible securities may be affected by marketinterest rate fluctuations, credit risk and the value ofthe underlying common stock into which thesesecurities may be converted. Issuers may have theright to buy back or “call” certain convertiblesecurities at a time unfavorable to the Portfolio.

Counterparty Risk – Counterparty risk is the riskthat a counterparty to a security or derivative held bythe Portfolio becomes bankrupt or otherwise fails toperform its obligations due to financial difficulties.The Portfolio may experience significant delays inobtaining any recovery in a bankruptcy or otherreorganization proceeding, and there may be norecovery or limited recovery in such circumstances.

Credit Risk – The risk that an issuer will default oninterest or principal payments. The Portfolio couldlose money if the issuer of a debt security is unableor perceived to be unable to pay interest or to repayprincipal when it becomes due. Various factors couldaffect the issuer’s actual or perceived willingness orability to make timely interest or principal payments,including changes in the issuer’s financial conditionor in general economic conditions. Debt securities

backed by an issuer’s taxing authority may be subjectto legal limits on the issuer’s power to increase taxesor otherwise raise revenue, or may be dependent onlegislative appropriation or government aid. Certaindebt securities are backed only by revenues derivedfrom a particular project or source, rather than by anissuer’s taxing authority, and thus may have a greaterrisk of default. Credit risk applies to most debtsecurities, but is generally not a factor for obligationsbacked by the “full faith and credit” of theU.S. Government.

Currency Volatility Risk – The value of thePortfolio’s foreign investments may fluctuate due tochanges in currency exchange rates. A decline in thevalue of foreign currencies relative to the U.S. dollargenerally can be expected to depress the value of thePortfolio’s non-U.S. dollar-denominated securities.

Depositary Receipts Risk – Depositary receipts,such as ADRs, and other depositary receipts,including GDRs and EDRs, are generally subject tothe same risks as the foreign securities that theyevidence or into which they may be converted.Depositary receipts may or may not be jointlysponsored by the underlying issuer. The issuers ofunsponsored depositary receipts are not obligated todisclose information that is considered material in theUnited States. Therefore, there may be lessinformation available regarding these issuers andthere may not be a correlation between suchinformation and the market value of the depositaryreceipts. Certain depositary receipts are not listed onan exchange and therefore may be considered to beilliquid securities.

Derivatives Risk – A derivative is any financialinstrument whose value is based on, and determinedby, another security, index, rate or benchmark (i.e.,stock options, futures, caps, floors, etc.). To theextent a derivative contract is used to hedge anotherposition in the Portfolio, the Portfolio will beexposed to the risks associated with hedgingdescribed below. To the extent an option, futurescontract, swap, or other derivative is used to enhancereturn, rather than as a hedge, the Portfolio will bedirectly exposed to the risks of the contract.Unfavorable changes in the value of the underlyingsecurity, index, rate or benchmark may cause sudden


Glossary

losses. Gains or losses from the Portfolio’s use ofderivatives may be substantially greater than theamount of the Portfolio’s investment. Derivatives arealso associated with various other risks, includingmarket risk, leverage risk, hedging risk, counterpartyrisk, illiquidity risk and interest rate fluctuations risk.Since the Portfolio primarily uses exchange-tradedequity index futures contracts and exchange-tradedinterest rate futures contracts, the primary risksassociated with the Portfolio’s use of derivatives aremarket risk and hedging risk.

The Portfolio is subject to legal requirements,applicable to all mutual funds, that are designed toreduce the effects of any leverage created by the useof derivative instruments. Under these requirements,the Portfolio must set aside liquid assets (referred tosometimes as “asset segregation”), or engage in othermeasures, while the derivatives instruments are held.Generally, under current law, the Portfolio must setaside liquid assets equal to the full notional value forderivative contracts that are not contractuallyrequired to “cash-settle.” For derivative contracts thatare contractually required to cash-settle, the Portfolioonly needs to set aside liquid assets in an amountequal to the Portfolio’s daily marked-to-market netobligation rather than the contract’s full notionalvalue. The Portfolio reserves the right to alter itsasset segregation policies in the future to complywith changes in the law or interpretations thereunder.

Emerging Markets Risk – The risks associated withinvestments in foreign securities are heightened inconnection with investments in the securities ofissuers in developing or “emerging market”countries. Generally, the economic, social, legal, andpolitical structures in emerging market countries areless diverse, mature and stable than those indeveloped countries. Risks associated withinvestments in emerging markets may include delaysin settling portfolio securities transactions; currencyand capital controls; greater sensitivity to interest ratechanges; pervasiveness of corruption and crime;exchange rate volatility; inflation, deflation orcurrency devaluation; violent military or politicalconflicts; confiscations and other governmentrestrictions by the United States or othergovernments, and government instability. As a result,investments in emerging market securities tend to be

more volatile than investments in developedcountries.

Equity Securities Risk – This is the risk that stockprices will fall over short or extended periods of time.Although the stock market has historicallyoutperformed other asset classes over the long term,the stock market tends to move in cycles. Individualstock prices fluctuate from day-to-day and mayunderperform other asset classes over an extendedperiod of time. Individual companies may report poorresults or be negatively affected by industry and/oreconomic trends and developments. The prices ofsecurities issued by such companies may suffer adecline in response. These price movements mayresult from factors affecting individual companies,industries or the securities market as a whole.

Foreign Investment Risk – Investments in foreigncountries are subject to a number of risks. A principalrisk is that fluctuations in the exchange rates betweenthe U.S. dollar and foreign currencies may negativelyaffect the value of an investment. In addition, theremay be less publicly available information about aforeign company and it may not be subject to thesame uniform accounting, auditing and financialreporting standards as U.S. companies. Foreigngovernments may not regulate securities markets andcompanies to the same degree as the U.S.government. Foreign investments will also beaffected by local political or economic developmentsand governmental actions by the United States orother governments. Consequently, foreign securitiesmay be less liquid, more volatile and more difficultto price than U.S. securities. These risks areheightened when an issuer is in an emerging market.Historically, the markets of emerging marketcountries have been more volatile than moredeveloped markets; however, such markets canprovide higher rates of return to investors.

Forward Currency Contract Risk – The Portfoliomay enter into forward currency contracts to protectagainst changes in currency exchange rates. Aforward currency contract is an obligation topurchase or sell a specific currency at a future date,which may be any fixed number of days from thedate of the contract agreed upon by the parties, at aprice set at the time of the contract. Forward currency


Glossary

contracts entered into by the Portfolio will involvethe purchase or sale of one currency against the U.S.dollar. While entering into forward currencytransactions could minimize the risk of loss due to adecline in the value of the hedged currency, it couldalso limit any potential gain which might result froman increase in the value of the currency. The Portfoliowill not generally attempt to protect against allpotential changes in exchange rates. The Portfoliowill segregate liquid assets which will be marked tomarket daily to meet its forward contractcommitments to the extent required by the Securitiesand Exchange Commission. To the extent a forwardcurrency contract is used to hedge another position inthe Portfolio, the Portfolio will be exposed to therisks associated with hedging. While hedgingstrategies can be very useful and inexpensive ways ofreducing risk, they are sometimes ineffective due tounexpected changes in the market. Hedging alsoinvolves the risk that changes in the value of thederivative will not match those of the instrumentsbeing hedged as expected, in which case any losseson the instruments being hedged may not be reduced.

Futures Risk – A futures contract is considered aderivative because it derives its value from the priceof the underlying security or financial index. Theprices of futures contracts can be volatile and futurescontracts may be illiquid. In addition, there may beimperfect or even negative correlation between theprice of a futures contract and the price of theunderlying securities or financial index.

Hedging Risk – A hedge is an investment made inorder to reduce the risk of adverse price movementsin a security, by taking an offsetting position in arelated security (often a derivative, such as an optionor a short sale). While hedging strategies can be veryuseful and inexpensive ways of reducing risk, theyare sometimes ineffective due to unexpected changesin the market. Hedging also involves the risk thatchanges in the value of the related security will notmatch those of the instruments being hedged asexpected, in which case any losses on the instrumentsbeing hedged may not be reduced. For gross currencyhedges, there is an additional risk to the extent thatthese transactions create exposure to currencies inwhich the Portfolio’s securities are not denominated.

Illiquidity Risk – When there is little or no activetrading market for specific types of investments, itcan become more difficult to sell them at or neartheir perceived value. In such a market, the value ofsuch investments and the Portfolio’s share price mayfall dramatically. To the extent that the Portfolioinvests in emerging market country issuers, it will beespecially subject to the risk that during certainperiods, the liquidity of particular issues orindustries, or all securities within a particularinvestment category, will shrink or disappearsuddenly and without warning as a result of adverseeconomic, market or political events or adverseinvestor perceptions whether or not accurate.

Income Risk – The ability of the Portfolio’s equitysecurities to generate income generally depends onthe earnings and the continuing declaration ofdividends by the issuers of such securities. Theinterest income on debt securities generally isaffected by prevailing interest rates, which can varywidely over the short- and long-term. If dividends arereduced or discontinued or interest rates drop,distributions to shareholders from the Portfolio maydrop as well.

Interest Rate Fluctuations Risk – Fixed incomesecurities may be subject to volatility due to changesin interest rates. The market value of bonds and otherfixed income securities usually tends to varyinversely with the level of interest rates. As interestrates rise, the value of such securities typically falls,and as interest rates fall, the value of such securitiestypically rises. Longer-term and lower coupon fixedincome securities tend to be more sensitive tochanges in interest rates. Interest rates have beenhistorically low, so the Portfolio faces a heightenedrisk that interest rates may rise.

Issuer Risk – The value of a security may decline fora number of reasons directly related to the issuer,such as management performance, financial leverageand reduced demand for the issuer’s goods andservices.

Large-Cap Companies Risk – Large-cap companiestend to go in and out of favor based on market andeconomic conditions. Large-cap companies tend tobe less volatile than companies with smaller market


Glossary

capitalizations. In exchange for this potentially lowerrisk, the Portfolio’s value may not rise as much as thevalue of portfolios that emphasize smallercompanies.

Market Risk – The Portfolio’s share price can fallbecause of weakness in the broad market, a particularindustry, or specific holdings. The market as a wholecan decline for many reasons, including adversepolitical or economic developments here or abroad,changes in investor psychology, or heavyinstitutional selling. The prospects for an industry orcompany may deteriorate because of a variety offactors, including disappointing earnings or changesin the competitive environment. In addition, thesubadviser’s assessment of securities may proveincorrect, resulting in losses or poor performanceeven in a rising market. Finally, the Portfolio’sinvestment approach could fall out of favor with theinvesting public, resulting in lagging performanceversus other comparable portfolios.

Options Risk – Options are subject to sudden pricemovements and are highly leveraged, in that paymentof a relatively small purchase price, called apremium, gives the buyer the right to acquire anunderlying security or reference asset that has a facevalue substantially greater than the premium paid.The buyer of an option risks losing the entirepurchase price of the option. The writer, or seller, ofan option risks losing the difference between thepurchase price received for the option and the priceof the security or reference asset underlying theoption that the writer must purchase or deliver uponexercise of the option. There is no limit on thepotential loss.

Preferred Stock Risk – Unlike common stock,preferred stock generally pays a fixed dividend froma company’s earnings and may have a preferenceover common stock on the distribution of acompany’s assets in the event of bankruptcy orliquidation. Preferred stockholders’ liquidation rightsare subordinate to the company’s debt holders andcreditors. If interest rates rise, the fixed dividend onpreferred stocks may be less attractive and the priceof preferred stocks may decline. Preferred stockusually does not require the issuer to pay dividendsand may permit the issuer to defer dividend

payments. Deferred dividend payments could haveadverse tax consequences for the Portfolio and maycause the preferred stock to lose substantial value.

REITs Risk – Risks include declines in the value ofreal estate, risks related to general and localeconomic conditions, overbuilding and increasedcompetition, increases in property taxes andoperating expenses, changes in zoning laws, casualtyor condemnation losses, fluctuations in rentalincome, changes in neighborhood values, the appealof properties to tenants and increases in interest rates.In addition, REITs are dependent upon managementskill, may not be diversified and are subject to projectfinancing risks. REITs are also subject to heavy cashflow dependency, defaults by borrowers, self-liquidation and the possibility of failing to qualify fortax-free pass-through of income under the InternalRevenue Code of 1986, as amended (the “Code”),and to maintain exemption from registration underthe Investment Company Act of 1940, as amended(the “1940 Act”). The Portfolio will indirectly bearits proportionate share of any management and otherexpenses that may be charged by the REITs in whichit invests, in addition to the expenses paid by thePortfolio. REITs may be leveraged, which increasesrisk.

Risk of Conflict with Insurance CompanyInterests – Managing the Portfolio’s volatility mayreduce the risks assumed by the insurance companythat sponsors your Variable Contract. This facilitatesthe insurance company’s ability to provideguaranteed benefits. These guarantees are optionaland may not be associated with your VariableContract. While the interests of the Portfolio’sshareholders and the affiliated insurance companiesproviding these guaranteed benefits are generallyaligned, the affiliated insurance companies (and theadviser by virtue of its affiliation with the insurancecompanies) may face potential conflicts of interest.In particular, certain aspects of the Portfolio’smanagement have the effect of mitigating thefinancial risks to which the affiliated insurancecompanies are subjected by providing thoseguaranteed benefits. In addition, the Portfolio’sperformance may be lower than similar portfoliosthat do not seek to manage their volatility.


Glossary

Risks of Investing in Bonds – As with any fund thatinvests significantly in bonds, the value of yourinvestment in the Portfolio may go up or down inresponse to changes in interest rates or defaults (oreven the potential for future defaults) by bondissuers.

Risks of Leverage – Leverage occurs when aninvestor has the right to a return on an investmentthat exceeds the return that the investor would beexpected to receive based on the amount contributedto the investment. The Portfolio’s use of certaineconomically leveraged futures and other derivativescan result in a loss substantially greater than theamount invested in the futures or other derivativeitself. Certain futures and other derivatives have thepotential for unlimited loss, regardless of the size ofthe initial investment. When the Portfolio usesfutures and other derivatives for leverage, ashareholder’s investment in the Portfolio will tend tobe more volatile, resulting in larger gains or losses inresponse to the fluctuating prices of the Portfolio’sinvestments.

Securities Selection Risk – A strategy used by thePortfolio, or individual securities selected by thesubadviser, may fail to produce the intended return.

Short Sales Risk – When the Portfolio sells futurescontracts, the Portfolio is exposed to the risksassociated with short sales. Short sales by thePortfolio involve certain risks and specialconsiderations. Possible losses from short sales differfrom losses that could be incurred from a purchase ofa security, because losses from short sales arepotentially unlimited, whereas losses from purchasescan be no greater than the total amount invested.

Small and Medium Sized Companies Risk –Companies with smaller market capitalization(particularly under $1 billion depending on themarket) tend to be at early stages of developmentwith limited product lines, market access forproducts, financial resources, access to new capital ordepth in management. It may be difficult to obtainreliable information and financial data about thesecompanies. Consequently, the securities of smallercompanies may not be as readily marketable and may

be subject to more abrupt or erratic marketmovements. Securities of medium sized companiesare usually more volatile and entail greater risks thansecurities of large companies. In addition, small andmedium sized companies may be traded in over-the-counter (“OTC”) markets as opposed to being tradedon an exchange. OTC securities may trade lessfrequently and in smaller volume than exchange-listed stocks, which may cause these securities to bemore volatile than exchange-listed stocks and maymake it more difficult to buy and sell these securitiesat prevailing market prices. The Portfolio determinesrelative market capitalizations using U.S. standards.Accordingly, the Portfolio’s non-U.S. investmentsmay have large capitalizations relative to marketcapitalizations of companies based outside theUnited States.

Tax Risk – The use of certain derivatives may causethe Portfolio to realize higher amounts of ordinaryincome or short-term capital gain, to suspend oreliminate holding periods of positions, and/or to deferrealized losses, potentially increasing the amount oftaxable distributions, and of ordinary incomedistributions in particular. The Portfolio’s use ofderivatives may be limited by the requirements fortaxation of the Portfolio as a regulated investmentcompany. The tax treatment of derivatives may beaffected by changes in legislation, regulations orother legal authority that could affect the character,timing and amount of the Portfolio’s taxable incomeor gains and distributions to shareholders.

Value Investing Risk – The subadviser’s judgmentsthat a particular security is undervalued in relation tothe company’s fundamental economic value mayprove incorrect.

Volatility Control Risk – The risk that thesubadviser’s strategy for managing portfoliovolatility may not produce the desired result or thatthe subadviser is prevented from trading certainderivatives effectively or in a timely manner. Therecan be no guarantee that the Portfolio will maintainits target volatility level. Additionally, maintenanceof the target volatility level will not ensure that thePortfolio will deliver competitive returns. ThePortfolio’s managed volatility strategy may expose


Glossary

the Portfolio to losses (some of which may besudden) that it would not have otherwise beenexposed to if it had only invested directly in equityand/or fixed income securities. Efforts to manage thePortfolio’s volatility could limit the Portfolio’s gainsin rising markets and may expose the Portfolio tocosts to which it would otherwise not have beenexposed. The Portfolio’s managed volatility strategymay result in the Portfolio outperforming the generalsecurities market during periods of flat or negativemarket performance, and underperforming thegeneral securities market during periods of positivemarket performance. The gains and losses of thePortfolio’s futures positions may not correlate withthe Portfolio’s direct investments in equity securities;as a result, these futures contracts may decline invalue at the same time as the Portfolio’s directinvestments in equity securities decline in value. ThePortfolio’s managed volatility strategy also exposesshareholders to the risks of investing in derivativecontracts. The subadviser uses a combination ofproprietary and third-party systems to help it estimatethe Portfolio’s expected volatility. Based on thoseestimates, the subadviser may adjust the Portfolio’sexposure to certain markets by selling exchange-traded futures contracts in an attempt to manage thePortfolio’s expected volatility. The proprietary andthird-party risk models used by the subadviser mayperform differently than expected and may negativelyaffect performance and the ability of the Portfolio tomaintain its volatility at or below its target maximum

annual volatility level for various reasons, includingerrors in using or building the models, technicalissues implementing the models and various non-quantitative factors (e.g., market or trading systemdysfunctions, and investor fear or over reaction).

Warrants and Rights Risk – Warrants and rightscan provide a greater potential for profit or loss thanan equivalent investment in the underlying security.Prices of warrants and rights do not necessarily movein tandem with the prices of the underlying securitiesand therefore, are highly volatile and speculativeinvestments. They have no voting rights, pay nodividends and have no rights with respect to theassets of the issuer other than a purchase option. If awarrant or right held by the Portfolio is not exercisedby the date of its expiration, the Portfolio would lose the entire purchase price of thewarrant or right.

Zero Coupon Bond Risk – “Zero coupon” bonds aresold at a discount from face value and do not makeperiodic interest payments. At maturity, zero couponbonds can be redeemed for their face value. Inaddition to the risks associated with bonds, since zerocoupon bonds do not pay interest, the value of zerocoupon bonds may be more volatile than other fixedincome securities. Zero coupon bonds may also besubject to greater interest rate risk and credit risk thatother fixed income instruments.

About the Indices

The Barclays U.S. Aggregate Bond Index combinesseveral fixed-income indices to give a broad view ofthe U.S. investment grade fixed rate bond market,with index components for government and corporatesecurities, mortgage pass-through securities, andasset-backed securities. Unlike mutual funds, theIndex does not incur expenses. If expenses werededucted, the actual returns of the Index would belower.

The S&P 500® Index tracks the performance of 500stocks representing a sampling of the largestdomestic stocks traded publicly in the United States.Because it is market-weighted, the index will reflectchanges in larger companies more heavily than thosein smaller companies. Unlike mutual funds, the Indexdoes not incur expenses. If expenses were deducted,the actual returns of the Index would be lower.


Management

Information about the Investment Adviser andManager

SAAMCo serves as investment adviser and managerfor the Portfolio. SAAMCo oversees the subadviser’smanagement of the Portfolio, provides variousadministrative services and supervises the dailybusiness affairs of the Portfolio. SAAMCo is alimited liability company organized under the laws ofDelaware, and managed, advised or administeredassets in excess of $71.3 billion as of January 31,2016. SAAMCo is a wholly-owned subsidiary ofAmerican General Life Insurance Company, and islocated at Harborside Financial Center, 3200 Plaza 5,Jersey City, NJ 07311-4992.

SAAMCo has received an exemptive order from theSecurities and Exchange Commission that permitsSAAMCo, subject to certain conditions, to enter intoagreements relating to the Trust with unaffiliatedsubadvisers approved by the Board without obtainingshareholder approval. The exemptive order alsopermits SAAMCo, subject to the approval of theBoard but without shareholder approval, to employnew unaffiliated subadvisers for new or existingportfolios, change the terms of particular agreementswith unaffiliated subadvisers or continue theemployment of existing unaffiliated subadvisers afterevents that would otherwise cause an automatictermination of a subadvisory agreement.Shareholders will be notified of any subadviserchanges. Affiliated subadvisers selected andapproved by the Board are subject to shareholderapproval.

Shareholders have the right to terminate anagreement with a subadviser for the Portfolio at anytime by a vote of the majority of the outstandingvoting securities of the Portfolio.

A discussion regarding the basis for the Board’sapproval of the investment advisory and subadvisoryagreements for the Portfolio is available in theTrust’s Annual Report to shareholders for the periodended January 31, 2016.

In addition to serving as investment adviser andmanager of the Trust, SAAMCo serves as adviser,

manager and/or administrator for Anchor SeriesTrust, Seasons Series Trust, SunAmerica Series, Inc.,SunAmerica Equity Funds, SunAmerica IncomeFunds, SunAmerica Money Market Funds, Inc.,SunAmerica Senior Floating Rate Fund, Inc.,SunAmerica Specialty Series, VALIC Company Iand VALIC Company II.

Management Fee. For the period ended January 31,2016, the Portfolio paid management fees at theeffective rate of 0.91% of its average daily net assets.

Waivers and Reimbursements. Pursuant to anExpense Limitation Agreement, SAAMCo hascontractually agreed, for the period from thePortfolio’s inception through April 30, 2017, towaive its fees and/or reimburse expenses to the extentthat the Total Annual Portfolio Operating Expensesof Class 3 shares exceed 1.23%. For purposes of theExpense Limitation Agreement, “Total AnnualPortfolio Operating Expenses” do not includeextraordinary expenses as determined undergenerally accepted accounting principles, such aslitigation, or acquired fund fees and expenses,brokerage commissions and other transactionalexpenses relating to the purchase and sale of portfoliosecurities, interest, taxes and governmental fees, andother expenses not incurred in the ordinary course ofthe Trust’s business on behalf of the Portfolio. Anywaivers and/or reimbursements made by SAAMCowith respect to the Portfolio are subject torecoupment from the Portfolio within two years afterthe occurrence of the waiver and/or reimbursement,provided that the Portfolio is able to effect suchpayment to SAAMCo and remain in compliance withthe expense limitation in effect at the time thewaivers and/or reimbursements occurred. Thisagreement may be modified or discontinued prior toApril 30, 2017 only with the approval of the Board,including a majority of the trustees who are not“interested persons” of the Trust as defined in the1940 Act.

Commission Recapture Program. Through expenseoffset arrangements resulting from brokercommission recapture, a portion of the Portfolio’s“Other Expenses” have been reduced. For the yearended January 31, 2016, broker commissionrecapture amounts received by the Portfolio were


Management

used to offset the Portfolio’s “Other Expenses.” The“Other Expenses” shown in the Portfolio’s AnnualPortfolio Operating Expenses table in the PortfolioSummary do not take into account this expensereduction. However, had the expense reductionsbeen taken into account, “Total Annual PortfolioOperating Expenses” for the Portfolio as ofJanuary 31, 2016 would have been the same.

Expense Example After Expense Reductions. TheExpense Examples in the Portfolio Summaries do nottake into account expense reductions resulting frombrokerage commission recapture amounts that areshown above. The following are your costs afterexpense reductions:

1 Year 3 Year 5 Year 10 Year

VCP ValuePortfolio*

(Class 1 shares) . . . $ 97 $303 $525 $1,166(Class 3 shares) . . . $125 $390 $676 $1,489

* The amount of expense reductions resulting frombrokerage commission recapture amounts was lessthan 0.01%.

Information about the Subadviser

The subadviser is responsible for managing the day-to-day investments of the Portfolio. The portfoliomanagers who have primary responsibility for theday-to-day management of the Portfolio are set forthherein. The management team’s members shareresponsibility in making investment decisions onbehalf of the Portfolio.

SAAMCo compensates the subadviser out of theadvisory fees that it receives from the Portfolio.SAAMCo may terminate the agreement with thesubadviser without shareholder approval.

The Statement of Additional Information providesinformation regarding the portfolio managers listedbelow, including other accounts they manage, theirownership interest in the Portfolio, and the structureand method used by the subadviser to determine theircompensation.

Invesco Advisers, Inc. (Invesco) is located at 1555Peachtree Street, N.E., Atlanta, Georgia 30309.

Invesco, as successor in interest to multipleinvestment advisers, has been an investment advisersince 1976. Today, Invesco advises or manages otherinvestment portfolios that encompass a broad rangeof investment objectives. Invesco is an indirectwholly-owned subsidiary of Invesco Ltd., a publiclytraded company that, through its subsidiaries,engages in the business of investment managementon an international basis. As of January 31, 2016,Invesco Ltd. managed approximately $740.9 billionin assets.

The Portfolio is managed by Thomas Bastian, ChuckBurge, Brian Jurkash, Sergio Marcheli, JamesRoeder, Duy Nguyen and Matthew Titus.Messrs. Bastian, Roeder, Jurkash and Titus managethe equity and convertible bond holdings of thePortfolio. Mr. Marcheli manages the cash position inthe Portfolio, submits trades and aids in providingresearch. Mr. Burge is responsible for themanagement of the fixed income holdings of thePortfolio. Mr. Nguyen is responsible forimplementing the Portfolio’s volatility managementstrategy with investments in S&P 500 futures andinterest rate futures.

Thomas Bastian, Lead Portfolio Manager, has beenassociated with Invesco and/or its affiliates since2010. From 2003 to 2010, Mr. Bastian was aportfolio manager with Van Kampen AssetManagement. Chuck Burge, Portfolio Manager, hasbeen associated with Invesco and/or its affiliatessince 2002. Brian Jurkash, Portfolio Manager, hasbeen associated with Invesco and/or its affiliatessince 2000. Sergio Marcheli, Portfolio Manager, hasbeen associated with Invesco and/or its affiliatessince 2010. From 2002 to 2010, Mr. Marcheli was aportfolio manager with Van Kampen AssetManagement. James Roeder, Portfolio Manager, hasbeen associated with Invesco and/or its affiliatessince 2010. From 1999 to 2010, Mr. Roeder was aportfolio manager with Van Kampen AssetManagement. Duy Nguyen, Portfolio Manager, hasbeen associated with Invesco and/or its affiliatessince 2000. Matthew Titus, Portfolio Manager, hasbeen associated with Invesco and/or its affiliatessince 2016. From 2004 to 2016, Mr. Titus wasemployed by American Century Investments, where


Management

he served as co-manager of the firm’s relative valuefund and most recently served as lead manager ofsuch fund.

Information about the Distributor

AIG Capital Services, Inc. (formerly, SunAmericaCapital Services, Inc.) (the “Distributor”) distributesthe Portfolio’s shares and incurs the expenses ofdistributing the Portfolio’s shares under aDistribution Agreement with respect to the Portfolio,none of which are reimbursed by or paid for by thePortfolio. The Distributor is located at HarborsideFinancial Center, 3200 Plaza 5, Jersey City, NJ07311-4992.

Custodian, Transfer and Dividend Paying Agent

State Street Bank and Trust Company, Boston,Massachusetts, acts as Custodian of the Trust’sassets. VALIC Retirement Services Company is theTrust’s Transfer and Dividend Paying Agent and inso doing performs certain bookkeeping, dataprocessing and administrative services.


Account Information

Purchase and Sale of Portfolio Shares

Shares of the Portfolio are not offered directly to thepublic. Instead, shares are currently issued andredeemed only in connection with investments in andpayments under Variable Contracts offered by lifeinsurance companies affiliated with SAAMCo, theTrust’s investment adviser and manager. The term“manager” as used in this Prospectus means eitherSAAMCo or other registered investment advisers thatserve as subadvisers to the Trust, as the case may be.All shares of the Trust are owned by SeparateAccounts of the life insurance companies. If youwould like to invest in the Portfolio, you mustpurchase a Variable Contract from one of the lifeinsurance companies. The Trust offers three classes ofshares: Class 1, Class 2 and Class 3 shares. ThisPortfolio offers only Class 1 and Class 3 shares.Certain classes of shares are offered only to existingcontract owners and are not available to new investors.

You should be aware that the Variable Contractsinvolve fees and expenses that are not described inthis Prospectus, and that the contracts also mayinvolve certain restrictions and limitations. You willfind information about purchasing a VariableContract and the portfolios available to you in theprospectus that offers the contracts, whichaccompanies this Prospectus.

The Trust does not foresee a disadvantage to contractowners arising out of the fact that the Trust offers itsshares for Variable Contracts through the various lifeinsurance companies. Nevertheless, the Boardintends to monitor events in order to identify anymaterial irreconcilable conflicts that may possiblyarise and to determine what action, if any, should betaken in response. If such a conflict were to occur,one or more insurance company Separate Accountsmight withdraw their investments in the Trust. Thismight force the Trust to sell portfolio securities atdisadvantageous prices.

Service (12b-1) Plan

Class 3 shares of the Portfolio are subject to aRule 12b-1 Plan that provides for service feespayable at the annual rate of up to 0.25% of theaverage daily net assets. The service fees will be usedto compensate the life insurance companies for costs

associated with servicing the shares, including thecost of reimbursing the life insurance companies forexpenditures made to financial intermediaries forproviding services to contract holders who are theindirect beneficial owners of the Portfolio’s shares.Because these fees are paid out of the Portfolio’sassets on an ongoing basis, over time these fees willincrease the cost of your investment and may costyou more than paying other types of sales charges.

Transaction Policies

Valuation of shares. The net asset value per share(“NAV”) for the Portfolio is determined eachbusiness day at the close of regular trading on theNew York Stock Exchange (generally 4:00 p.m.,Eastern Time) by dividing the net assets of thePortfolio by the number of the Portfolio’soutstanding shares.

Securities for which market quotations are readilyavailable are valued at their market price as of theclose of regular trading on the New York StockExchange for the day, unless, in accordance withpricing procedures approved by the Trust’s Board,the market quotations are determined to beunreliable.

Securities and other assets for which marketquotations are unavailable or unreliable are valued atfair value in accordance with pricing proceduresapproved and periodically revised by the Board.There is no single standard for making fair valuedeterminations, which may result in the use of pricesthat vary from those used by other funds. In addition,there can be no assurance that fair value pricing willreflect actual market value and it is possible that thefair value determined for a security may differmaterially from the value that could be realized uponthe sale of the security. Investments in registeredinvestment companies that do not trade on anexchange are valued at the end of the day NAV pershare. Investments in registered investmentcompanies that trade on an exchange are valued atthe last sales price or official closing price as of theclose of the customary trading session on theexchange where the security is principally traded.The prospectus for any such open-end funds should


Account Information

explain the circumstances under which these fundsuse fair value pricing and the effect of using fairvalue pricing.

As of the close of regular trading on the New YorkStock Exchange, securities traded primarily onsecurity exchanges outside the United States arevalued at the last sale price on such exchanges on theday of valuation, or if there is no sale on the day ofvaluation, at the last reported bid price. If a security’sprice is available from more than one exchange, thePortfolio will use the exchange that is the primarymarket for the security. However, depending on theforeign market, closing prices may be up to 15 hoursold when they are used to price the Portfolio’s shares,and the Portfolio may determine that certain closingprices do not reflect the fair value of the securities.This determination will be based on a review of anumber of factors, including developments in foreignmarkets, the performance of U.S. securities markets,and the performance of instruments trading in U.S.markets that represent foreign securities and basketsof foreign securities. If the Portfolio determines thatclosing prices do not reflect the fair value of thesecurities, the Portfolio will adjust the previousclosing prices in accordance with pricing proceduresapproved by the Board to reflect what it believes tobe the fair value of the securities as of the close ofregular trading on the New York Stock Exchange.

The Portfolio may also fair value securities in othersituations, for example, when a particular foreignmarket is closed but the Portfolio is open. For foreignequity securities and foreign equity index futurescontracts, the Trust uses an outside pricing service toprovide it with closing market prices and informationused for adjusting those prices.

Because Class 3 shares are subject to service fees,while Class 1 shares are not, the NAV of the Class 3shares will generally be lower than the NAV of theClass 1 shares of the Portfolio.

The Portfolio may invest in securities that areprimarily listed on foreign exchanges that trade onweekends or other days when the Trust does not priceits shares. As a result, the value of the Portfolio’ssecurities may change on days when the Trust is notopen for purchases or redemptions.

Buy and sell prices. The Separate Accounts buy andsell shares of the Portfolio at NAV, without any salesor other charges. However, as discussed above,Class 3 shares are subject to service fees pursuant toa Rule 12b-1 plan.

Execution of requests. The Trust is open on those dayswhen the New York Stock Exchange is open forregular trading. Buy and sell requests are executed atthe next NAV to be calculated after the request isaccepted by the Trust. If the order is received by theTrust, or the insurance company as its authorized agent,before the Trust’s close of business (generally 4:00p.m., Eastern Time), the order will receive that day’sclosing price. If the order is received after that time, itwill receive the next business day’s closing price.

If trading is halted or restricted on the NYSE orunder other emergency conditions as determined bythe SEC, the Portfolio may temporarily suspend theprocessing of sell requests, or may postpone paymentof proceeds for up to seven business days or longer.

Frequent Purchases andRedemptions of Shares

The Portfolio, which is offered only through VariableContracts, is intended for long-term investment andnot as a frequent or short-term trading (“markettiming”) vehicle. Accordingly, organizations orindividuals that use market timing investmentstrategies and make frequent transfers or redemptionsshould not acquire Variable Contracts that relate toshares of the Portfolio.

The Board has adopted policies and procedures withrespect to market timing activity as discussed below.

The Trust believes that market timing activity is notin the best interest of the Portfolio’s performance orits participants. Market timing can disrupt the abilityof a manager to invest assets in an orderly, long-termmanner, which may have an adverse impact on theperformance of the Portfolio. In addition, markettiming may increase the Portfolio’s expenses throughincreased brokerage, transaction and administrativecosts; forced and unplanned portfolio turnover; andlarge asset swings that decrease the Portfolio’s abilityto provide maximum investment return to all


Account Information

participants. This in turn can have an adverse effecton the Portfolio’s performance.

To the extent the Portfolio invests significantly inforeign securities, it may be particularly vulnerable tomarket timing due to time zone differences betweenthe foreign markets on which the Portfolio’sinternational portfolio securities trade and the time asof which the Portfolio’s NAV is calculated. Markettimers may purchase shares of the Portfolio based onevents occurring after foreign market closing pricesare established but before calculation of thePortfolio’s NAV. One of the objectives of the Trust’sfair value pricing procedures is to minimize thepossibilities of this type of market timing (see“Transaction Policies – Valuation of Shares”).

Shares of the Portfolio are generally held throughSeparate Accounts. The ability of the Trust tomonitor transfers made by the participants inSeparate Accounts maintained by financialintermediaries is limited by the institutional nature ofthese omnibus accounts. The Board’s policy is thatthe Portfolio must rely on the Separate Accounts toboth monitor market timing and attempt to prevent itthrough their own policies and procedures. The Trusthas entered into agreements with the SeparateAccounts that require the Separate Accounts toprovide certain information to help identify frequenttrading activity and to prohibit further purchases orexchanges by a shareholder identified as havingengaged in frequent trades. In situations in which theTrust becomes aware of possible market timingactivity, it will notify the Separate Account in orderto help facilitate the enforcement of such entity’smarket timing policies and procedures. There is noguarantee that the Trust will be able to detect markettiming activity or the participants engaged in suchactivity, or, if it is detected, to prevent its recurrence.Whether or not the Trust detects it, if market timingactivity occurs, then you should anticipate that youwill be subject to the disruptions and increasedexpenses discussed above.

The Trust reserves the right, in its sole discretion andwithout prior notice, to reject or refuse purchaseorders received from insurance company SeparateAccounts, whether directly or by transfer, including

orders that have been accepted by a financialintermediary, which the Trust determines not to be inthe best interest of the Portfolio. Such rejections orrefusals will be applied uniformly without exception.

Any restrictions or limitations imposed by theSeparate Account may differ from those imposed bythe Trust. Please review your Variable Contractprospectus for more information regarding theinsurance company’s market timing policies andprocedures, including any restrictions or limitationsthat the insurance company Separate Account mayimpose with respect to trades made through aVariable Contract. Please refer to the documentspertaining to your Variable Contract prospectus onhow to direct investments in or redemptions from(including making transfers into or out of) thePortfolio and any fees that may apply.

Payments in Connection with Distribution

Certain life insurance companies affiliated withSAAMCo receive revenue sharing payments fromSAAMCo and certain subadvisers in connection withcertain administrative, marketing and other servicingactivities, including payments to help offset costs formarketing activities and training to support sales ofthe Portfolio, as well as occasional gifts,entertainment or other compensation as incentives.Payments may be derived from 12b-1 (service) feesthat are deducted directly from the assets of thePortfolio or from investment management feesreceived by the adviser or subadviser.

Portfolio Holdings

The Trust’s policies and procedures with respect tothe disclosure of the Portfolio’s securities aredescribed in the Statement of Additional Information.

Dividend Policies and Taxes

Distributions. The Portfolio annually declares anddistributes substantially all of its net investmentincome in the form of dividends. Distributions fromnet investment income and net realized gains, if any,are paid annually.

Distribution Reinvestments. The dividends anddistributions will be reinvested automatically in


Account Information

additional shares of the Portfolio. The per sharedividends on Class 3 shares will generally be lowerthan the per share dividends on Class 1 shares of thePortfolio as a result of the fact that Class 3 shares aresubject to service fees, while Class 1 shares are not.

Taxability of the Portfolio. The Portfolio intends tocontinue to qualify as a regulated investmentcompany under the Code. As long as the Portfolio isqualified as a regulated investment company, it willnot be subject to U.S. federal income tax on theearnings that it distributes to its shareholders.

The Portfolio receives dividend income from U.S.sources and will annually report certain amounts ofits dividends paid as eligible for the dividendsreceived deduction. If the Portfolio incurs foreigntaxes, it will elect to pass-through allowable foreigntax credits. These reports and elections will benefitthe life insurance companies, in potentially materialamounts, and will not beneficially or adversely affectyou or the Portfolio. The benefits to the life insurancecompanies will not be passed to you or the Portfolio.

The Portfolio further intends to meet certainadditional diversification and investor controlrequirements that apply to regulated investmentcompanies that underlie Variable Contracts. If thePortfolio were to fail to qualify as a regulatedinvestment company or were to fail to comply withthe additional diversification or investor controlrequirements, Variable Contracts invested in thePortfolio may not be treated as annuity, endowment,or life insurance contracts for U.S. federal income taxpurposes, and income and gains earned inside theVariable Contracts would be taxed currently topolicyholders and would remain taxable in futureyears, even if the Portfolio were to becomeadequately diversified in the future.


Financial Highlights

The following Financial Highlights table for the Portfolio is intended to help you understand the Portfolio’sfinancial performance since inception. Certain information reflects financial results for a single Portfolio share.The total returns in the table represent the rate that an investor would have earned on an investment in thePortfolio (assuming reinvestment of all dividends and distributions). Separate Account charges are not reflectedin the total returns. If these amounts were reflected, returns would be less than those shown. Class 1 shares arenew, and financial highlights information for Class 1 shares is not yet available. The financial highlightsinformation shown below is for Class 3 shares. This information has been audited by PricewaterhouseCoopersLLP, whose report, along with the Portfolio’s financial statements, is included in the Trust’s Annual Report toshareholders, which is available upon request.

Periodended

Net AssetValue

beginningof period

Netinvestment

income(loss)*

Net realized& unrealized

gain (loss)on

investments

Total frominvestmentoperations

Dividendsdeclaredfrom net

investmentincome

Dividendsfrom netrealizedgain on

investmentsTotal

distributions

Net AssetValueend ofperiod

TotalReturn**

Net Assetsend of

period (000’s)

Ratio ofexpenses

to averagenet assets(1)

Ratio of netinvestment

incometo average

net assets(1)Portfolioturnover

VCPSM Value Portfolio — Class 305/01/13#-01/31/14 $10.00 $0.04 $ 0.85 $ 0.89 $(0.03) $(0.01) $(0.04) $10.85 8.89%(3)$ 76,672 1.23%† 0.54%† 52%01/31/15 10.85 0.10 0.74 0.84 (0.11) (0.17) (0.28) 11.41 7.74 237,408 1.23(2) 0.89(2) 11401/31/16 11.41 0.08 (0.60) (0.52) (0.02) — (0.02) 10.87 (4.56) 718,952 1.23(2) 0.74(2) 135

* Calculated based upon average shares outstanding.** Total return is not annualized and does not reflect expenses that apply to the separate accounts of the Life Companies. If such expenses had

been included, the total return would have been lower for each period presented. Total return does include expense reimbursements and expensereductions.

† Annualized# Commencement of operations.

(1) During the below stated periods, the investment adviser either waived fees and assumed expenses for the Portfolio or through recoup-ment provisions, recovered a portion of or all fees and expenses waived or reimbursed in the previous two fiscal years. If all fees andexpenses had been incurred by the Portfolio, the ratio of expenses to average net assets and the ratio of net investment income (loss) toaverage net assets would have been as follows:

ExpensesNet InvestmentIncome (Loss)

1/14 1/15 1/16 1/14 1/15 1/16

VCPSM Value Class 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.71%† 1.27%(2) 1.20%(2) 0.06%† 0.86%(2) 0.76%(2)

(2) Excludes expense reductions. If the expense reductions had been applied, the ratio of expenses to average net assets would have beenlower and the ratio of net investment income (loss) to average net assets would have been higher by the following:

1/15 1/16

VCPSM Value Class 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.00% 0.00%

(3) The Portfolio’s performance was increased by less than 0.01% from reimbursements for losses realized on the disposal of investments inviolation of investment restrictions.


For More Information

The following documents contain more information about the Portfolio and are available free of charge uponrequest:

Annual and Semi-Annual Reports for the Portfolio contain the Portfolio’s financial statements, performancedata and information on portfolio holdings. The annual report also contains a written analysis of marketconditions and investment strategies that significantly affected the performance of the Portfolio during the mostrecently completed fiscal year.

Statement of Additional Information (SAI) for the Portfolio contains additional information about thePortfolio’s policies, investment restrictions and business structure. This Prospectus incorporates the SAI byreference, which means it is legally part of this Prospectus.

The Trust’s prospectuses, SAIs and semi-annual and annual reports are available at www.aig.com/getprospectusor online through the internet websites of the life insurance companies offering the Portfolio as an investmentoption. You may obtain copies of these documents or ask questions about the Portfolio at no charge by calling(800) 445-7862 or by writing the Trust at P.O. Box 15570, Amarillo, Texas 79105-5570.

Information about the Portfolio (including the SAI) can be reviewed and copied at the Public Reference Room ofthe Securities and Exchange Commission, Washington, D.C. Call 1-202-551-8090 for information on theoperation of the Public Reference Room. Reports and other information about the Portfolio are also available onthe EDGAR Database on the Securities and Exchange Commission’s web-site at http://www.sec.gov and copiesof this information may be obtained upon payment of a duplicating fee by electronic request at the following e-mail address: [email protected], or by writing the Public Reference Section of the Securities and ExchangeCommission, Washington, D.C. 20549-0102.

You should rely only on the information contained in this Prospectus. No one is authorized to provide you withany different information.

The Trust’s Investment Company Act File No: 811-7238


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