N-CSRS

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF

REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-3561

CAPITAL APPRECIATION VARIABLE ACCOUNT

(Exact name of registrant as specified in charter)

500 Boylston Street, Boston, Massachusetts 02116

(Address of principal executive offices) (Zip code)

Susan S. Newton

Massachusetts Financial Services Company

500 Boylston Street

Boston, Massachusetts 02116

(Name and address of agents for service)

Registrant’s telephone number, including area code: (617) 954-5000

Date of fiscal year end: December 31

Date of reporting period: June 30, 2010

ITEM 1. REPORTS TO STOCKHOLDERS.

PROFESSIONALLY MANAGED COMBINATION

FIXED/VARIABLE ANNUITIES

FOR PERSONAL INVESTMENTS AND

QUALIFIED RETIREMENT PLANS

SEMIANNUAL REPORT Ÿ June 30, 2010

Capital Appreciation Variable Account

Global Governments Variable Account

Government Securities Variable Account

High Yield Variable Account

Money Market Variable Account

Total Return Variable Account

Issued by

Sun Life Assurance Company of Canada (U.S.),

A Wholly Owned Subsidiary of

Sun Life of Canada (U.S.) Holdings, Inc.

Table of Contents

Letter from the CEO of MFS	1
Portfolio Composition	2
Market Environment	9
Portfolio of Investments	10
Statements of Assets and Liabilities	31
Statements of Operations	33
Statements of Changes in Net Assets	34
Financial Highlights	36
Notes to Financial Statements	48

Board Review of Investment Advisory Agreements	Back Cover
Proxy Voting Policies and Information	Back Cover
Quarterly Portfolio Disclosure	Back Cover
Further Information	Back Cover

This report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.

NOT FDIC INSURED                      MAY LOSE VALUE                      NO BANK GUARANTEE

Letter from the CEO of MFS

Dear Contract Owners:

After having suffered their biggest declines since the Great Depression, most global markets experienced an impressive resurgence during the latter months of 2009 and the first quarter of 2010. The global economy was able to reap the benefits of two major trends. The first of these was the massive efforts of governments and central banks to increase liquidity in the financial system as they sought to prevent the credit crisis from further affecting the banking system. The second was the move by companies around the world to cut costs and operations to prepare for rapidly changing market conditions. We believe that these moves not only shortened the length of the downturn but also set the stage for recovery.

Even with the significant market gains of 2009 and the early part of 2010, the recovery is unrolling at a moderate pace, with rebounds in the manufacturing sector and corporate America leading the way. Central bankers are proceeding with caution and many have held benchmark interest rates unchanged as they debate the best way to withdraw stimulus measures without disrupting the fragile growth process. Complicating that debate late in the period was the emergence of the European debt crisis and worries about whether this crisis could derail the global recovery. As that crisis unrolled with no clear resolution, risk aversion rose along with volatility. Weakening economic data late in the period added uncertainty to the mix and sparked a retrenchment in global equity markets.

While hurdles remain, we believe that the global economy is proceeding on the road to recovery.

As always, we continue to be mindful of the many challenges faced at the individual, national, and international levels. It is at times such as these that we want to remind investors of the merits of maintaining a long-term view, adhering to basic investing principles such as asset allocation and diversification, and working closely with advisors to identify and research investment opportunities. At MFS®, we take particular pride in how well mutual funds can provide a broad range of products that can fit investor needs in any type of market climate.

Respectfully,

Robert J. Manning

Chairman and Chief Executive Officer

MFS Investment Management®

August 16, 2010

The opinions expressed in this letter are subject to change, may not be relied upon for investment advice, and no forecasts can be guaranteed.

1

Portfolio Composition — Capital Appreciation Variable Account

Portfolio structure

Top ten holdings
Oracle Corp.	4.4%
Cisco Systems, Inc.	4.2%
Danaher Corp.	3.6%
MasterCard, Inc., “A”	3.6%
Accenture Ltd., “A”	3.3%
Google, Inc., “A”	3.0%
Colgate-Palmolive Co.	2.9%
Johnson & Johnson	2.7%
Schlumberger Ltd.	2.6%
Apple, Inc.	2.5%

Equity sectors
Technology	24.6%
Health Care	16.5%
Special Products & Services	12.9%
Consumer Staples	12.9%
Financial Services	8.3%
Industrial Goods & Services	6.8%
Energy	6.0%
Retailing	4.8%
Basic Materials	3.4%
Leisure	2.7%

Percentages are based on net assets as of 6/30/10.

The portfolio is actively managed and current holdings may be different.

2

Portfolio Composition — Global Governments Variable Account

Portfolio structure (i)

Fixed income sectors (i)
Non-U.S. Government Bonds	69.5%
U.S. Treasury Securities	16.4%
Mortgage-Backed Securities	4.0%
U.S. Government Agencies	2.8%
Commercial Mortgage-Backed Securities	1.6%
High Grade Corporates	1.2%
Municipal Bonds	0.4%
Emerging Markets Bonds	0.2%

Composition including fixed income credit quality (a)(i)
AAA	52.1%
AA	37.9%
Cash & Other (NR)	4.0%
U.S. Agency (NR)	6.0%
Portfolio facts (i)
Average Duration (d)	6.6
Average Effective Maturity (m)	8.6 yrs.
Issuer country weightings (i)
United States	30.0%
Japan	24.5%
Germany	15.1%
Italy	9.5%
United Kingdom	4.7%
Netherlands	4.3%
France	2.7%
Austria	2.3%
Finland	2.3%
Other Countries	4.6%

(a) The rating categories (e.g., AAA) include debt securities and fixed income structured products which have long-term public ratings. All other assets are not rated (NR). All rated securities are assigned a rating in accordance with the following ratings hierarchy: If a security is rated by Moody’s, then that rating is used; if not rated by Moody’s, then a Standard & Poor’s rating is used; if not rated by S&P, then a Fitch rating is used. Ratings from Moody’s (e.g., Aaa) are shown in the S&P and Fitch scale (e.g., AAA). All ratings are subject to change.

The Cash & Other (NR) category includes: cash, other assets less liabilities (including any derivative offsets), short-term securities, and unrated fixed income securities.

The U.S. Agency (NR) category includes unrated U.S. agency fixed income securities and collateralized mortgage obligations of U.S. agency mortgage-backed securities.

(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value.

(i) For purposes of this presentation, the components include the market value of securities, and reflect the impact of the equivalent exposure of derivative positions, if applicable. These amounts may be negative from time to time. The bond component will include any accrued interest amounts. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than market value. Where the fund holds convertible bonds, these are treated as part of the equity portion of the portfolio.

(m) In determining an instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.

Percentages are based on net assets as of 6/30/10, unless otherwise noted.

The portfolio is actively managed and current holdings may be different.

3

Portfolio Composition — Government Securities Variable Account

Portfolio structure (i)

Fixed income sectors (i)
Mortgage-Backed Securities	59.4%
U.S. Treasury Securities	18.1%
U.S. Government Agencies	12.4%
Municipal Bonds	4.0%
Commercial Mortgage-Backed Securities	1.8%
High Grade Corporates	0.5%

Composition including fixed income credit quality (a)(i)
AAA	23.8%
AA	3.4%
Cash & Other (NR)	8.5%
U.S. Agency (NR)	64.3%
Portfolio facts (i)
Average Duration (d)	3.8
Average Effective Maturity (m)	5.8 yrs.

(a) The rating categories (e.g., AAA) include debt securities and fixed income structured products which have long-term public ratings. All other assets are not rated (NR). All rated securities are assigned a rating in accordance with the following ratings hierarchy: If a security is rated by Moody’s, then that rating is used; if not rated by Moody’s, then a Standard & Poor’s rating is used; if not rated by S&P, then a Fitch rating is used. Ratings from Moody’s (e.g., Aaa) are shown in the S&P and Fitch scale (e.g., AAA). All ratings are subject to change.

The Cash & Other (NR) category includes: cash, other assets less liabilities (including any derivative offsets), short-term securities, and unrated fixed income securities.

The U.S. Agency (NR) category includes unrated U.S. agency fixed income securities and collateralized mortgage obligations of U.S. agency mortgage-backed securities.

(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value.

(i) For purposes of this presentation, the components include the market value of securities, and reflect the impact of the equivalent exposure of derivative positions, if applicable. These amounts may be negative from time to time. The bond component will include any accrued interest amounts. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than market value. Where the fund holds convertible bonds, these are treated as part of the equity portion of the portfolio.

(m) In determining an instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.

Percentages are based on net assets as of 6/30/10, unless otherwise noted.

The portfolio is actively managed and current holdings may be different.

4

Portfolio Composition — High Yield Variable Account

Portfolio structure (i)

Top five industries (i)
Medical & Health Technology & Services	7.8%
Broadcasting	6.4%
Energy — Independent	6.3%
Telecommunications — Wireless	4.9%
Utilities — Electric Power	4.9%

Composition including fixed income credit quality (a)(i)
A	0.1%
BBB	3.0%
BB	28.3%
B	43.3%
CCC	19.4%
CC (o)	0.0%
C	0.4%
D	0.4%
Cash & Other (NR)	3.1%
Non-Fixed Income (NR)	2.0%
Portfolio facts (i)
Average Duration (d)	4.4
Average Effective Maturity (m)	6.8 yrs.

(a) The rating categories (e.g., AAA) include debt securities and fixed income structured products which have longterm public ratings. All other assets are not rated (NR). All rated securities are assigned a rating in accordance with the following ratings hierarchy: If a security is rated by Moody’s, then that rating is used; if not rated by Moody’s, then a Standard & Poor’s rating is used; if not rated by S&P, then a Fitch rating is used. Ratings from Moody’s (e.g., Aaa) are shown in the S&P and Fitch scale (e.g., AAA). All ratings are subject to change.

The Cash & Other (NR) category includes: cash, other assets less liabilities (including any derivative offsets), short-term securities, and unrated fixed income securities.

The Non-Fixed Income (NR) category includes equity securities (including convertible bonds), commodities, and any associated derivatives.

(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value.

(i) For purposes of this presentation, the components include the market value of securities, and reflect the impact of the equivalent exposure of derivative positions, if applicable. These amounts may be negative from time to time. The bond component will include any accrued interest amounts. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than market value. Where the fund holds convertible bonds, these are treated as part of the equity portion of the portfolio.

(m) In determining an instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.

(o) Less than 0.1%.

Percentages are based on net assets as of 6/30/10, unless otherwise noted.

The portfolio is actively managed and current holdings may be different.

5

Portfolio Composition — Money Market Variable Account

Portfolio structure (u)

Composition including fixed income credit quality (a)(u)
A-1+	3.1%
A-1	100.4%
Non Rated	0.0%
Cash & Other	(3.5)%

Maturity breakdown (u)
0 - 7 days	35.1%
8 - 29 days	26.6%
30 - 59 days	18.5%
60 - 89 days	23.3%
Other Assets Less Liabilities	(3.5)%

(a) The composition table shows the percentage of portfolio assets falling within each rating category. Included in each rating category are short-term debt securities, the ratings of which are based on the short-term credit quality ratings of the securities’ issuers. For repurchase agreements, the credit quality is based on the short-term rating of the counterparty with which MFS trades the repurchase agreement. Each short-term debt security is assigned a rating in accordance with the following ratings hierarchy: If the issuer is rated by Moody’s, then that rating is used; if not rated by Moody’s, then a Standard & Poor’s rating is used; if not rated by S&P, then a Fitch rating is used. Cash and other portfolio assets that are not securities are not included in the categories mentioned above. Ratings are converted to the S&P scale and are subject to change.

(u) For purposes of this presentation, accrued interest, where applicable, is included.

From time to time “Other Assets Less Liabilities” may be negative due to timing of cash receipts.

Percentages are based on net assets as of 6/30/10, unless otherwise noted.

The portfolio is actively managed and current holdings may be different.

6

Portfolio Composition — Total Return Variable Account

Portfolio structure (i)

Top ten holdings (i)
Fannie Mae, 5.5%, 30 Years	2.8%
U.S. Treasury Notes, 3.75%, 2018	2.2%
JPMorgan Chase & Co.	1.8%
Freddie Mac, 5.0%, 30 Years	1.8%
Lockheed Martin Corp.	1.8%
AT&T Inc.	1.6%
Fannie Mae, 6.0%, 30 Years	1.5%
Johnson & Johnson	1.5%
Philip Morris International Inc.	1.4%
Exxon Mobil Corp.	1.4%
Composition including fixed income credit quality (a)(i)
AAA	15.6%
AA	1.6%
A	4.0%
BBB	6.5%
BB	0.3%
B (o)	0.0%
CCC	0.2%
Cash & Other (NR)	0.8%
U.S. Agency (NR)	15.3%
Non-Fixed Income (NR)	55.7%

Equity sectors
Financial Services	12.0%
Energy	6.9%
Consumer Staples	6.3%
Health Care	5.9%
Utilities & Communications	5.8%
Industrial Goods & Services	5.4%
Technology	3.2%
Retailing	3.2%
Basic Materials	2.2%
Leisure	2.2%
Special Products & Services	1.4%
Autos & Housing	0.8%
Transportation	0.4%
Fixed income sectors (i)
Mortgage-Backed Securities	15.2%
U.S. Treasury Securities	12.0%
High Grade Corporates	10.1%
Commercial Mortgage-Backed Securities	2.2%
Non-U.S. Government Bonds	0.9%
U.S. Government Agencies	0.8%
Emerging Markets Bonds	0.6%
Asset-Backed Securities	0.6%
Municipal Bonds	0.4%
Collateralized Debt Obligations	0.4%
High Yield Corporates	0.3%
Residential Mortgage-Backed Securities (o)	0.0%

7

Portfolio Composition — Total Return Variable Account — continued

(a) The rating categories (e.g., AAA) include debt securities and fixed income structured products which have long-term public ratings. All other assets are not rated (NR). All rated securities are assigned a rating in accordance with the following ratings hierarchy: If a security is rated by Moody’s, then that rating is used; if not rated by Moody’s, then a Standard & Poor’s rating is used; if not rated by S&P, then a Fitch rating is used. Ratings from Moody’s (e.g., Aaa) are shown in the S&P and Fitch scale (e.g., AAA). All ratings are subject to change.

The Cash & Other (NR) category includes: cash, other assets less liabilities (including any derivative offsets), short-term securities, and unrated fixed income securities.

The U.S. Agency (NR) category includes unrated U.S. agency fixed income securities and collateralized mortgage obligations of U.S. agency mortgage-backed securities.

The Non-Fixed Income (NR) category includes equity securities (including convertible bonds), commodities, and any associated derivatives.

(i) For purposes of this presentation, the components include the market value of securities, and reflect the impact of the equivalent exposure of derivative positions, if applicable. These amounts may be negative from time to time. The bond component will include any accrued interest amounts. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than market value. Where the fund holds convertible bonds, these are treated as part of the equity portion of the portfolio.

(o) Less than 0.1%.

Percentages are based on net assets as of 6/30/10, unless otherwise noted.

The portfolio is actively managed and current holdings may be different.

8

Market Environment

After having suffered through one of the largest and most concentrated downturns since the 1930s, most asset markets staged a remarkable rebound during 2009 and early 2010. This recovery in global activity has been led importantly by emerging Asian economies, but broadening to include most of the global economy to varying degrees. Primary drivers of the recovery included an unwinding of the inventory destocking that took place earlier, the production of manufacturing and capital goods, as well as massive fiscal and monetary stimulus.

Late in the period, though, heightened risk surrounding the public-debt profiles of several of the peripheral European countries impaired market sentiment. At the same time, the improving trend in global macroeconomic data began to weaken somewhat. These two dynamics caused most asset prices to retrench significantly, as many questioned the durability of the global recovery.

9

Portfolio of Investments (unaudited) — June 30, 2010

Capital Appreciation Variable Account

Issuer	Shares/Par	Value ($)
COMMON STOCKS - 98.9%
Aerospace - 2.8%
Precision Castparts Corp.	3,970	$	408,587
United Technologies Corp.	42,870		2,782,692
		$	3,191,279
Alcoholic Beverages - 1.6%
Companhia de Bebidas das Americas, ADR	7,510	$	758,585
Diageo PLC	64,780		1,015,042
		$	1,773,627
Apparel Manufacturers - 2.7%
LVMH Moet Hennessy Louis Vuitton S.A.	9,130	$	994,509
NIKE, Inc., “B”	30,990		2,093,375
		$	3,087,884
Broadcasting - 0.3%
Omnicom Group, Inc.	11,030	$	378,329
Brokerage & Asset Managers - 5.1%
Charles Schwab Corp.	155,010	$	2,198,042
CME Group, Inc.	5,760		1,621,728
Franklin Resources, Inc.	23,000		1,982,370
		$	5,802,140
Business Services - 12.9%
Accenture Ltd., “A”	95,320	$	3,684,118
Automatic Data Processing, Inc.	14,200		571,692
Dun & Bradstreet Corp.	39,180		2,629,762
Fidelity National Information Services, Inc.	23,400		627,588
MasterCard, Inc., “A”	20,320		4,054,450
Verisk Analytics, Inc., “A” (a)	43,540		1,301,846
Visa, Inc., “A”	18,170		1,285,528
Western Union Co.	32,240		480,698
		$	14,635,682
Cable TV - 0.4%
DIRECTV, “A” (a)	13,500	$	457,920
Chemicals - 1.3%
Monsanto Co.	31,940	$	1,476,267
Computer Software - 4.4%
Oracle Corp.	230,740	$	4,951,680
Computer Software - Systems - 7.8%
Apple, Inc. (a)	11,200	$	2,817,136
EMC Corp. (a)	74,000		1,354,200
Hewlett-Packard Co.	52,060		2,253,157
International Business Machines Corp.	19,850		2,451,078
		$	8,875,571
Consumer Products - 5.9%
Church & Dwight Co., Inc.	26,520	$	1,663,069
Colgate-Palmolive Co.	41,810		3,292,956
Procter & Gamble Co.	29,420		1,764,612
		$	6,720,637
Electrical Equipment - 4.0%
Danaher Corp.	109,440	$	4,062,413
W.W. Grainger, Inc.	4,550		452,498
		$	4,514,911
Electronics - 4.6%
Microchip Technology, Inc.	72,800	$	2,019,472
Samsung Electronics Co. Ltd., GDR	3,590		1,123,118
Taiwan Semiconductor Manufacturing Co. Ltd., ADR	208,756		2,037,459
		$	5,180,049

Issuer	Shares/Par	Value ($)
COMMON STOCKS - continued
Energy - Integrated - 2.1%
Chevron Corp.	12,730	$	863,858
Exxon Mobil Corp.	16,210		925,105
Hess Corp.	10,690		538,135
		$	2,327,098
Food & Beverages - 5.4%
Groupe Danone	31,598	$	1,687,395
Mead Johnson Nutrition Co., “A”	20,630		1,033,976
Nestle S.A.	11,340		547,155
PepsiCo, Inc.	46,040		2,806,138
		$	6,074,664
Food & Drug Stores - 0.4%
CVS Caremark Corp.	15,879	$	465,572
Gaming & Lodging - 0.3%
Starwood Hotels & Resorts Worldwide, Inc.	8,740	$	362,098
General Merchandise - 0.7%
Target Corp.	16,970	$	834,415
Internet - 3.6%
eBay, Inc. (a)	35,520	$	696,547
Google, Inc., “A” (a)	7,660		3,408,317
		$	4,104,864
Major Banks - 3.2%
Bank of New York Mellon Corp.	86,814	$	2,143,438
State Street Corp.	42,770		1,446,481
		$	3,589,919
Medical & Health Technology & Services - 2.1%
Medco Health Solutions, Inc. (a)	8,820	$	485,806
Patterson Cos., Inc.	51,390		1,466,157
VCA Antech, Inc. (a)	17,340		429,338
		$	2,381,301
Medical Equipment - 9.9%
Becton, Dickinson & Co.	24,470	$	1,654,661
DENTSPLY International, Inc.	82,360		2,463,388
Medtronic, Inc.	49,540		1,796,816
St. Jude Medical, Inc. (a)	16,280		587,545
Synthes, Inc.	9,450		1,086,637
Thermo Fisher Scientific, Inc. (a)	50,920		2,497,626
Waters Corp. (a)	16,440		1,063,668
		$	11,150,341
Metals & Mining - 0.7%
BHP Billiton Ltd., ADR	12,880	$	798,431
Network & Telecom - 4.2%
Cisco Systems, Inc. (a)	224,780	$	4,790,062
Oil Services - 3.9%
National Oilwell Varco, Inc.	44,500	$	1,471,615
Schlumberger Ltd.	52,970		2,931,360
		$	4,402,975
Pharmaceuticals - 4.5%
Abbott Laboratories	23,770	$	1,111,961
Allergan, Inc.	15,900		926,334
Johnson & Johnson	51,650		3,050,449
		$	5,088,744
Printing & Publishing - 1.7%
MSCI, Inc., “A” (a)	69,040	$	1,891,696
Specialty Chemicals - 1.4%
Praxair, Inc.	20,520	$	1,559,315

10-CAVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par	Value ($)
COMMON STOCKS - continued
Specialty Stores - 1.0%
Staples, Inc.	59,960	$	1,142,238
Total Common Stocks (Identified Cost, $106,883,802)		$	112,009,709
MONEY MARKET FUNDS (v) - 0.8%
MFS Institutional Money Market Portfolio, 0.22%, at Cost and Net Asset Value	916,396	$	916,396
Total Investments (Identified Cost, $107,800,198)		$	112,926,105
OTHER ASSETS, LESS LIABILITIES - 0.3%			285,420
NET ASSETS - 100.0%		$	113,211,525

See portfolio footnotes and notes to financial statements.

11-CAVA

Portfolio of Investments (unaudited) — June 30, 2010

Global Governments Variable Account

Issuer	Shares/Par		Value ($)
BONDS - 94.7%
Foreign Bonds - 68.9%
Austria - 2.3%
Republic of Austria, 4.65%, 2018	EUR	109,000	$	149,971
Belgium - 0.5%
Kingdom of Belgium, 5.5%, 2017	EUR	21,000	$	29,867
Canada - 1.4%
Bayview Commercial Asset Trust, FRN, 1.004%, 2023 (z)	CAD	30,000	$	21,764
Canada Housing Trust, 4.6%, 2011 (n)	CAD	57,000		55,691
Government of Canada, 5.75%, 2033	CAD	10,000		12,402
			$	89,857
Finland - 2.2%
Republic of Finland, 3.875%, 2017	EUR	109,000	$	147,054
France - 2.7%
Republic of France, 6%, 2025	EUR	67,000	$	106,385
Republic of France, 4.75%, 2035	EUR	48,000		68,819
			$	175,204
Germany - 14.7%
Federal Republic of Germany, 5%, 2011	EUR	31,000	$	39,615
Federal Republic of Germany, 3.75%, 2013	EUR	185,000		245,640
Federal Republic of Germany, 3.75%, 2015	EUR	183,000		246,896
Federal Republic of Germany, 4.25%, 2018	EUR	177,000		246,887
Federal Republic of Germany, 6.25%, 2030	EUR	103,000		180,363
			$	959,401
Indonesia - 0.2%
Republic of Indonesia, 0%, 2010	IDR	120,000,000	$	13,145
Ireland - 1.4%
Republic of Ireland, 4.6%, 2016	EUR	75,000	$	91,315
Italy - 9.3%
Republic of Italy, 4.75%, 2013	EUR	241,000	$	311,526
Republic of Italy, 5.25%, 2017	EUR	221,000		297,234
			$	608,760
Japan - 24.3%
Government of Japan, 1.3%, 2014	JPY	6,050,000	$	71,370
Government of Japan, 1.7%, 2017	JPY	73,550,000		895,059
Government of Japan, 2.1%, 2024	JPY	24,000,000		292,165
Government of Japan, 2.2%, 2027	JPY	19,000,000		230,924
Government of Japan, 2.4%, 2037	JPY	8,000,000		99,476
			$	1,588,994
Netherlands - 4.2%
Kingdom of the Netherlands, 3.75%, 2014	EUR	142,000	$	189,908
Kingdom of the Netherlands, 5.5%, 2028	EUR	53,000		84,200
			$	274,108
Norway - 0.5%
Eksportfinans A.S.A., 1.875%, 2013	$	35,000	$	35,287
Sweden - 0.5%
Kingdom of Sweden, 4.5%, 2015	SEK	250,000	$	35,631
United Kingdom - 4.7%
United Kingdom Treasury, 8%, 2015	GBP	85,000	$	164,073

Issuer	Shares/Par		Value ($)
BONDS - continued
United Kingdom - continued
United Kingdom Treasury, 8%, 2021	GBP	19,000		40,278
United Kingdom Treasury, 4.25%, 2036	GBP	66,000		99,764
			$	304,115
Total Foreign Bonds			$	4,502,709
U.S. Bonds - 25.8%
Asset-Backed & Securitized - 1.3%
Commercial Mortgage Asset Trust, FRN, 1.091%, 2032 (i)(z)	$	885,600	$	25,678
Commercial Mortgage Pass-Through Certificates, FRN, 0.539%, 2017 (n)		59,000		53,198
First Union National Bank Commercial Mortgage Trust, FRN, 1.156%, 2043 (i)(n)		1,300,249		4,612
			$	83,488
Local Authorities - 1.2%
Nashville & Davidson County, TN, Metropolitan Government Convention Center Authority (Build America Bonds), 6.731%, 2043	$	20,000	$	21,120
San Francisco, CA, City & County Public Utilities Commission, Water Rev. (Build America Bonds), 6%, 2040		40,000		40,676
University of California Rev. (Build America Bonds), 5.77%, 2043		15,000		15,336
			$	77,132
Mortgage-Backed - 4.0%
Fannie Mae, 4.77%, 2012	$	37,566	$	39,730
Fannie Mae, 5.371%, 2013		23,574		25,060
Fannie Mae, 4.78%, 2015		23,145		25,177
Fannie Mae, 5.5%, 2015		8,964		9,922
Fannie Mae, 5.09%, 2016		25,000		27,597
Fannie Mae, 5.424%, 2016		23,430		25,964
Fannie Mae, 5.16%, 2018		24,081		26,636
Fannie Mae, 5.1%, 2019		10,851		11,996
Fannie Mae, 5.18%, 2019		10,853		12,019
Fannie Mae, 6.16%, 2019		9,738		11,090
Freddie Mac, 5.085%, 2019		10,000		10,944
Freddie Mac, 5%, 2025-2028		35,875		36,799
			$	262,934
Municipals - 0.4%
California Educational Facilities Authority Rev. (Stanford University), 5.25%, 2040	$	20,000	$	24,126
U.S. Government Agencies and Equivalents - 2.7%
Aid-Egypt, 4.45%, 2015	$	49,000	$	54,002
Small Business Administration, 4.57%, 2025		31,116		32,977
Small Business Administration, 5.21%, 2026		84,749		90,997
			$	177,976
U.S. Treasury Obligations - 16.2%
U.S. Treasury Bonds, 8%, 2021	$	162,000	$	235,609
U.S. Treasury Bonds, 6.875%, 2025		48,000		66,600
U.S. Treasury Bonds, 5.25%, 2029		21,000		25,272
U.S. Treasury Notes, 4.75%, 2012		318,000		339,428
U.S. Treasury Notes, 4.125%, 2015		165,000		183,318
U.S. Treasury Notes, 4.75%, 2017		180,000		208,111
			$	1,058,338
Total U.S. Bonds			$	1,683,994
Total Bonds (Identified Cost, $6,059,937)			$	6,186,703

12-WGVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
MONEY MARKET FUNDS (v) - 3.6%
MFS Institutional Money Market Portfolio, 0.22%, at Cost and Net Asset Value		234,500	$	234,500
Issuer/Expiration Date/Strike Price	Par Amount of Contracts
PUT OPTIONS PURCHASED - 0.0%
JPY Currency - December 2010 @ $0.01 (Premiums Paid, $526)	JPY	6,400,000	$	205
Total Investments (Identified Cost, $6,294,963)			$	6,421,408
OTHER ASSETS, LESS LIABILITIES - 1.7%				108,502
NET ASSETS - 100.0%			$	6,529,910

Derivative Contracts at 6/30/10

Forward Foreign Currency Exchange Contracts at 6/30/10

Type	Currency	Counterparty	Contracts to Deliver/ Receive	Settlement Date Range	In Exchange For	Contracts at Value	Net Unrealized Appreciation (Depreciation)
Asset Derivatives
BUY	AUD	Westpac Banking Corporation	47,965	7/12/10	$40,179	$40,328	$149
SELL	CAD	HSBC Bank	3,000	7/12/10	2,956	2,818	138
BUY	CHF	Citibank N.A.	19,000	9/14/10	16,669	17,652	983
SELL	CHF	UBS AG	19,000	7/12/10	17,722	17,630	92
BUY	EUR	Barclays Bank PLC	3,000	7/12/10	3,580	3,669	89
SELL	EUR	Barclays Bank PLC	10,000	7/12/10	13,334	12,229	1,105
SELL	EUR	Citibank N.A.	19,000	7/12/10	24,884	23,235	1,649
SELL	EUR	HSBC Bank	27,000	7/12/10	36,457	33,018	3,439
BUY	GBP	Royal Bank of Scotland PLC	4,000	9/14/10	5,903	5,977	74
SELL	GBP	Barclays Bank PLC	1,942	7/12/10	3,000	2,902	98
SELL	GBP	HSBC Bank	5,000	7/12/10	7,694	7,471	223
BUY	IDR	JPMorgan Chase Bank N.A	292,758,000	7/01/10-7/16/10	31,830	32,259	429
SELL	IDR	Barclays Bank PLC	259,659,000	8/31/10	28,456	28,371	85
SELL	IDR	JPMorgan Chase Bank N.A	151,184,000	7/01/2010	16,705	16,677	28
BUY	JPY	HSBC Bank	5,251,945	7/12/10	57,798	59,410	1,612
BUY	JPY	JPMorgan Chase Bank N.A	66,368,376	7/12/10	711,550	750,764	39,214
BUY	JPY	UBS AG	2,570,353	7/12/10-9/14/10	28,261	29,082	821
SELL	MXN	Barclays Bank PLC	168,000	7/06/2010	13,025	12,985	40
SELL	PLN	Royal Bank of Scotland PLC	41,000	7/06/2010	12,566	12,082	484
SELL	SEK	Citibank N.A.	75,000	7/12/10	9,811	9,619	192
BUY	ZAR	HSBC Bank	124,000	8/19/10	15,954	16,023	69
							$51,013
Liability Derivatives
BUY	CAD	Barclays Bank PLC	8,048	8/09/10	$7,715	$7,558	$(157	)
BUY	CAD	Citibank N.A.	1,000	7/12/10	1,001	939	(62	)
BUY	CAD	UBS AG	70,841	8/06/10	67,745	66,532	(1,213	)
BUY	CNY	JPMorgan Chase Bank N.A.	96,000	4/18/11	14,517	14,313	(204	)
BUY	DKK	Barclays Bank PLC	248,472	9/14/10	41,002	40,799	(203	)
BUY	EUR	Citibank N.A.	29,492	7/12/10	37,825	36,066	(1,759	)
SELL	EUR	Barclays Bank PLC	13,000	7/12/10	15,697	15,898	(201	)
SELL	EUR	Royal Bank of Scotland PLC	31,000	7/12/10	37,000	37,910	(910	)
SELL	EUR	UBS AG	622,596	9/15/10	750,116	761,647	(11,531	)
BUY	GBP	Barclays Bank PLC	42,648	7/12/10	65,141	63,719	(1,422	)
BUY	GBP	Credit Suisse Group	2,000	7/12/10	3,069	2,988	(81	)
BUY	GBP	Deutsche Bank AG	35,809	7/12/10	54,634	53,501	(1,133	)
SELL	GBP	Barclays Bank PLC	11,000	7/12/10	16,024	16,435	(411	)
BUY	IDR	Barclays Bank PLC	259,659,000	7/01/10	28,723	28,644	(79	)
BUY	IDR	JPMorgan Chase Bank N.A.	151,184,000	8/31/10	16,577	16,519	(58	)
SELL	IDR	Barclays Bank PLC	259,659,000	7/01/10	27,727	28,645	(918	)
SELL	JPY	Barclays Bank PLC	3,383,000	7/12/10	36,294	38,269	(1,975	)

13-WGVA

Portfolio of Investments (unaudited) — continued

Forward Foreign Currency Exchange Contracts at 6/30/10 - continued

Type	Currency	Counterparty	Contracts to Deliver/ Receive	Settlement Date Range	In Exchange For	Contracts at Value	Net Unrealized Appreciation (Depreciation)
Liability Derivatives (continued)
SELL	JPY	Citibank N.A.	2,433,000	7/12/10	$25,741	$27,523	$(1,782	)
SELL	JPY	Credit Suisse Group	2,273,130	7/12/10	24,365	25,714	(1,349	)
SELL	JPY	Goldman Sachs International	1,330,000	7/12/10	14,256	15,045	(789	)
SELL	JPY	HSBC Bank	5,812,000	7/12/10	63,512	65,746	(2,234	)
SELL	JPY	Merrill Lynch International Bank	12,794,396	7/12/10	137,214	144,731	(7,517	)
SELL	JPY	UBS AG	4,182,436	7/12/10-9/14/10	45,781	47,332	(1,551	)
BUY	MXN	Citibank N.A.	212,000	7/06/10	16,430	16,385	(45	)
BUY	MXN	JPMorgan Chase Bank N.A.	147,000	7/06/10	11,783	11,362	(421	)
BUY	MXN	Merrill Lynch International Bank	137,000	8/03/10	11,097	10,560	(537	)
SELL	MXN	JPMorgan Chase Bank N.A.	116,000	8/03/10	8,780	8,940	(160	)
BUY	NZD	Credit Suisse Group	14,000	7/26/10	10,055	9,587	(468	)
BUY	NZD	Royal Bank of Scotland PLC	14,000	7/26/10	10,002	9,587	(415	)
SELL	NZD	Citibank N.A.	28,000	7/26/10	18,698	19,173	(475	)
BUY	PLN	HSBC Bank	41,000	7/06/10	13,826	12,083	(1,743	)
BUY	SEK	Credit Suisse Group	365,669	7/12/10	50,622	46,896	(3,726	)
SELL	SEK	Goldman Sachs International	67,000	7/12/10	8,382	8,592	(210	)
BUY	TRY	HSBC Bank	26,000	8/11/10	16,317	16,316	(1	)
							$(45,740	)

At June 30, 2010, the variable account had sufficient cash and/or securities to cover any commitments under these derivative contracts.

See portfolio footnotes and notes to financial statements.

14-WGVA

Portfolio of Investments (unaudited) — June 30, 2010

Government Securities Variable Account

Issuer	Shares/Par		Value ($)
BONDS - 91.3%
Agency - Other - 5.3%
Financing Corp., 9.4%, 2018	$	1,020,000	$	1,445,843
Financing Corp., 10.35%, 2018		500,000		752,629
Financing Corp., STRIPS, 0%, 2017		1,220,000		960,274
			$	3,158,746
Asset-Backed & Securitized - 1.8%
Citigroup/Deutsche Bank Commercial Mortgage Trust, 5.322%, 2049	$	151,000	$	146,659
Commercial Mortgage Pass-Through Certificates, 5.306%, 2046		424,864		414,449
JPMorgan Chase Commercial Mortgage Securities Corp., FRN, 5.983%, 2049		249,825		244,421
JPMorgan Chase Commercial Mortgage Securities Corp., FRN, 6.187%, 2051		242,098		247,589
			$	1,053,118
Local Authorities - 0.5%
Nashville & Davidson County, TN, Metropolitan Government Convention Center Authority (Build America Bonds), 6.731%, 2043	$	180,000	$	190,078
University of California Rev. (Build America Bonds), 5.77%, 2043		125,000		127,796
			$	317,874
Mortgage-Backed - 59.2%
Fannie Mae, 5.503%, 2011	$	79,000	$	82,970
Fannie Mae, 6.088%, 2011		124,000		129,170
Fannie Mae, 4.73%, 2012		88,084		93,528
Fannie Mae, 4.79%, 2012-2015		133,598		143,502
Fannie Mae, 4.791%, 2012		40,164		42,463
Fannie Mae, 4.542%, 2013		52,347		55,617
Fannie Mae, 4.845%, 2013		243,251		260,477
Fannie Mae, 5%, 2013-2039		3,060,309		3,250,455
Fannie Mae, 5.06%, 2013		97,892		103,302
Fannie Mae, 5.145%, 2013		102,245		110,595
Fannie Mae, 4.589%, 2014		81,925		87,946
Fannie Mae, 4.6%, 2014		117,619		126,155
Fannie Mae, 4.61%, 2014		356,631		382,831
Fannie Mae, 4.77%, 2014		99,258		107,385
Fannie Mae, 4.841%, 2014		707,495		763,891
Fannie Mae, 4.872%, 2014		451,336		483,196
Fannie Mae, 5.1%, 2014-2015		193,209		210,584
Fannie Mae, 4.5%, 2015-2028		1,591,749		1,694,950
Fannie Mae, 4.56%, 2015		151,933		163,530
Fannie Mae, 4.62%, 2015		169,274		182,621
Fannie Mae, 4.665%, 2015		102,624		110,981
Fannie Mae, 4.7%, 2015		117,960		127,718
Fannie Mae, 4.74%, 2015		95,139		103,199
Fannie Mae, 4.81%, 2015		120,616		132,121
Fannie Mae, 4.815%, 2015		117,000		127,357
Fannie Mae, 4.82%, 2015		237,102		257,542
Fannie Mae, 4.89%, 2015		83,182		90,670
Fannie Mae, 4.922%, 2015		293,835		320,870
Fannie Mae, 5.466%, 2015		196,945		217,701
Fannie Mae, 5.724%, 2016		93,739		103,814
Fannie Mae, 6.5%, 2016-2037		986,519		1,090,834
Fannie Mae, 5.5%, 2017-2037		7,141,935		7,686,706
Fannie Mae, 6%, 2017-2037		2,133,924		2,326,673
Fannie Mae, 5.68%, 2018		42,004		46,302
Fannie Mae, 4.874%, 2019		240,350		263,870
Fannie Mae, 5.6%, 2019		54,572		60,446
Fannie Mae, 4.88%, 2020		73,550		80,451
Fannie Mae, 7.5%, 2022-2031		112,913		128,551
Freddie Mac, 4.375%, 2015		160,155		163,896

Issuer	Shares/Par		Value ($)
BONDS - continued
Mortgage-Backed - continued
Freddie Mac, 5%, 2016-2039	$	1,566,126	$	1,650,593
Freddie Mac, 5.085%, 2019		312,000		341,465
Freddie Mac, 6%, 2019-2038		2,511,812		2,742,454
Freddie Mac, 4.224%, 2020		152,529		158,036
Freddie Mac, 4.251%, 2020		119,000		123,711
Freddie Mac, 4.5%, 2022-2026		546,184		572,348
Freddie Mac, 5.5%, 2022-2036		3,689,293		3,947,127
Freddie Mac, 6.5%, 2032-2037		358,466		398,300
Ginnie Mae, 5.5%, 2033-2038		1,566,303		1,700,406
Ginnie Mae, 4.5%, 2039-2040		384,215		401,109
Ginnie Mae, 5.612%, 2058		578,999		628,298
Ginnie Mae, 6.36%, 2058		338,530		373,652
			$	34,952,369
Municipals - 3.9%
California Educational Facilities Authority Rev. (Stanford University), 5.25%, 2040	$	190,000	$	229,197
California Educational Facilities Authority Rev. (Stanford University), “T-1”, 5%, 2039		670,000		784,965
Harris County, TX, “C”, AGM, 5.25%, 2027		125,000		146,778
Massachusetts Bay Transportation Authority, Sales Tax Rev., “A-1”, 5.25%, 2028		350,000		411,166
Massachusetts Health & Educational Facilities Authority Rev. (Boston College), 5.5%, 2027		250,000		296,080
Massachusetts Health & Educational Facilities Authority Rev. (Massachusetts Institute of Technology), “K”, 5.5%, 2032		245,000		300,044
Massachusetts Water Pollution Abatement Trust, 5.25%, 2033		115,000		135,559
			$	2,303,789
U.S. Government Agencies and Equivalents - 6.8%
Aid-Egypt, 4.45%, 2015	$	335,000	$	369,200
Empresa Energetica Cornito Ltd., 6.07%, 2010		245,000		246,607
Farmer Mac, 5.5%, 2011 (n)		690,000		725,032
FDIC Structured Sale Guarantee Note, 0%, 2012 (n)		43,000		41,468
Small Business Administration, 6.44%, 2021		281,751		306,980
Small Business Administration, 6.625%, 2021		337,660		368,391
Small Business Administration, 4.98%, 2023		170,394		180,483
Small Business Administration, 4.77%, 2024		381,822		405,975
Small Business Administration, 4.99%, 2024		183,975		196,221
Small Business Administration, 5.11%, 2025		221,075		236,465
U.S. Department of Housing & Urban Development, 6.36%, 2016		500,000		528,603
U.S. Department of Housing & Urban Development, 6.59%, 2016		418,000		419,465
			$	4,024,890
U.S. Treasury Obligations - 13.8%
U.S. Treasury Bonds, 9.25%, 2016	$	19,000	$	26,328
U.S. Treasury Bonds, 7.5%, 2016		218,000		285,648

15-GSVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
BONDS - continued
U.S. Treasury Obligations - continued
U.S. Treasury Bonds, 7.875%, 2021	$	63,000	$	90,179
U.S. Treasury Bonds, 6.25%, 2023		16,000		20,740
U.S. Treasury Bonds, 6.75%, 2026		396,000		549,759
U.S. Treasury Bonds, 5.25%, 2029		1,469,000		1,767,850
U.S. Treasury Bonds, 4.375%, 2038		41,000		44,331
U.S. Treasury Bonds, 4.5%, 2039		371,900		409,613
U.S. Treasury Notes, 1.125%, 2012		1,170,000		1,181,106
U.S. Treasury Notes, 1.375%, 2013		57,000		57,766
U.S. Treasury Notes, 4%, 2014		211,000		231,358
U.S. Treasury Notes, 4%, 2015		610,000		673,240
U.S. Treasury Notes, 2.625%, 2016		201,000		206,528
U.S. Treasury Notes, 3.75%, 2018 (f)		1,993,000		2,147,458
U.S. Treasury Notes, 6.375%, 2027		326,000		439,183
			$	8,131,087
Total Bonds (Identified Cost, $50,274,509)			$	53,941,873
MONEY MARKET FUNDS (v) - 8.4%
MFS Institutional Money Market Portfolio, 0.22%, at Cost and Net Asset Value		4,963,174	$	4,963,174
Total Investments (Identified Cost, $55,237,683)			$	58,905,047
OTHER ASSETS, LESS LIABILITIES - 0.3%				164,235
NET ASSETS - 100.0%			$	59,069,282

Derivative Contracts at 6/30/10

Futures Contracts Outstanding at 6/30/10

Description	Currency	Contracts	Value		Expiration Date	Unrealized Appreciation (Depreciation)
Asset Derivatives
Interest Rate Futures
U.S. Treasury Note 5 yr (Long)	USD	18	$	2,130,328	September-2010	$	30,120
U.S. Treasury Note 10 yr (Long)	USD	3		367,641	September-2010		6,758
						$	36,878

At June 30, 2010, the variable account had sufficient cash and/or other liquid securities to cover any commitments under these derivative contracts.

See portfolio footnotes and notes to financial statements.

16-GSVA

Portfolio of Investments (unaudited) — June 30, 2010

High Yield Variable Account

Issuer	Shares/Par		Value ($)
BONDS - 91.7%
Aerospace - 1.5%
BE Aerospace, Inc., 8.5%, 2018	$	110,000	$	115,500
Bombardier, Inc., 7.5%, 2018 (n)		185,000		190,550
Hawker Beechcraft Acquisition Co. LLC, 8.5%, 2015		178,000		142,623
Oshkosh Corp., 8.25%, 2017		15,000		15,600
Oshkosh Corp., 8.5%, 2020		65,000		67,600
Spirit AeroSystems Holdings, Inc., 7.5%, 2017		55,000		53,900
			$	585,773
Airlines - 1.0%
American Airlines Pass-Through Trust, 7.377%, 2019	$	86,332	$	70,761
Continental Airlines, Inc., 7.339%, 2014		248,706		238,136
Continental Airlines, Inc., 6.748%, 2017		22,636		20,632
Delta Air Lines, Inc., 7.711%, 2011		60,000		59,400
			$	388,929
Apparel Manufacturers - 0.5%
Hanesbrands, Inc., 8%, 2016	$	110,000	$	111,513
Phillips-Van Heusen Corp., 7.375%, 2020		75,000		75,656
			$	187,169
Asset-Backed & Securitized - 0.9%
ARCap REIT, Inc., CDO, “H”, 6.079%, 2045 (z)	$	165,567	$	10,348
Citigroup Commercial Mortgage Trust, FRN, 5.888%, 2049		148,212		31,065
Crest Ltd., CDO, 7%, 2040		154,000		7,700
First Union National Bank Commercial Mortgage Trust, 6.75%, 2032		165,000		156,787
JPMorgan Chase Commercial Mortgage Securities Corp., FRN, 6.259%, 2051		110,000		31,776
Merrill Lynch Mortgage Trust, FRN, 6.019%, 2050		110,000		33,724
Merrill Lynch/Countrywide Commercial Mortgage Trust, FRN, 5.902%, 2050		62,000		46,003
Wachovia Bank Commercial Mortgage Trust, FRN, 5.943%, 2047		87,180		15,507
Wachovia Credit, CDO, FRN, 1.888%, 2026 (z)		250,000		10,000
			$	342,910
Automotive - 2.7%
Allison Transmission, Inc., 11%, 2015 (n)	$	160,000	$	167,600
Ford Motor Credit Co. LLC, 12%, 2015		504,000		583,431
General Motors Corp., 7.125%, 2013 (d)		225,000		66,938
Goodyear Tire & Rubber Co., 9%, 2015		195,000		200,363
Goodyear Tire & Rubber Co., 10.5%, 2016		30,000		32,625
			$	1,050,957
Basic Industry - 0.3%
TriMas Corp., 9.75%, 2017 (n)	$	115,000	$	116,438

Issuer	Shares/Par		Value ($)
BONDS - continued
Broadcasting - 5.4%
Allbritton Communications Co., 8%, 2018 (n)	$	65,000	$	64,350
Bonten Media Acquisition Co., 9%, 2015 (p)(z)		129,502		74,531
Gray Television, Inc., 10.5%, 2015 (n)		45,000		43,650
Inmarsat Finance PLC, 7.375%, 2017 (n)		200,000		204,500
Intelsat Jackson Holdings Ltd., 9.5%, 2016		380,000		399,000
Lamar Media Corp., 6.625%, 2015		85,000		81,388
Lamar Media Corp., “C”, 6.625%, 2015		115,000		108,963
LBI Media, Inc., 8.5%, 2017 (z)		100,000		85,750
LIN TV Corp., 6.5%, 2013		80,000		78,000
Local TV Finance LLC, 10%, 2015 (p)(z)		179,130		147,633
Newport Television LLC, 13%, 2017 (n)(p)		189,943		149,600
Nexstar Broadcasting Group, Inc., 0.5% to 2011, 7% to 2014 (n)(p)		201,987		179,289
Nexstar Broadcasting Group, Inc., 7%, 2014		67,000		59,630
Salem Communications Corp., 9.625%, 2016		38,000		39,140
Sinclair Broadcast Group, Inc., 9.25%, 2017 (n)		65,000		65,650
SIRIUS XM Radio, Inc., 8.75%, 2015 (n)		120,000		118,200
Univision Communications, Inc., 12%, 2014 (n)		65,000		69,713
Univision Communications, Inc., 10.5%, 2015 (n)(p)		183,877		147,125
Young Broadcasting, Inc., 8.75%, 2014 (d)		80,000		48
			$	2,116,160
Brokerage & Asset Managers - 1.2%
E*TRADE Financial Corp., 7.875%, 2015	$	50,000	$	44,750
E*TRADE Financial Corp., 12.5%, 2017		60,000		63,750
Janus Capital Group, Inc., 6.95%, 2017		220,000		220,851
Nuveen Investments, Inc., 10.5%, 2015		135,000		117,450
			$	446,801
Building - 2.0%
Associated Materials, Inc., 11.25%, 2014	$	120,000	$	122,400
Building Materials Holding Corp., 7%, 2020 (n)		55,000		54,450
CEMEX Finance Europe B.V., 9.625%, 2017 (n)	EUR	75,000		85,835
Masco Corp., 7.125%, 2020	$	55,000		53,404
Nortek, Inc., 11%, 2013		245,933		256,385
Owens Corning, 9%, 2019		95,000		112,326
Ply Gem Industries, Inc., 11.75%, 2013		85,000		88,825
			$	773,625
Business Services - 1.9%
First Data Corp., 9.875%, 2015	$	265,000	$	201,400
Iron Mountain, Inc., 6.625%, 2016		145,000		142,463
Iron Mountain, Inc., 8.375%, 2021		70,000		71,400
SunGard Data Systems, Inc., 9.125%, 2013		120,000		121,950
SunGard Data Systems, Inc., 10.25%, 2015		156,000		161,070
Terremark Worldwide, Inc., 12%, 2017		45,000		50,625
			$	748,908

17-HYVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
BONDS - continued
Cable TV - 3.0%
Cablevision Systems Corp., 8.625%, 2017 (n)	$	85,000	$	86,700
CCH II LLC, 13.5%, 2016		35,000		40,775
Charter Communications Holding Co. LLC, 7.875%, 2018 (n)		30,000		30,150
Charter Communications Holding Co. LLC, 8.125%, 2020 (n)		85,000		86,913
Charter Communications, Inc., 10.875%, 2014 (n)		135,000		149,850
CSC Holdings LLC, 8.5%, 2014		190,000		198,075
EchoStar Corp., 7.125%, 2016		105,000		105,263
Insight Communications Co., Inc., 9.375%, 2018 (z)		75,000		75,000
Mediacom LLC, 9.125%, 2019		115,000		110,975
Videotron LTEE, 6.875%, 2014		45,000		45,225
Virgin Media Finance PLC, 9.125%, 2016		228,000		235,980
			$	1,164,906
Chemicals - 2.6%
Ashland, Inc., 9.125%, 2017	$	210,000	$	229,950
Hexion Specialty Chemicals, Inc., 9.75%, 2014		115,000		108,675
Hexion U.S. Finance Corp., 8.875%, 2018		135,000		121,838
Lumena Resources Corp., 12%, 2014 (n)		105,000		90,300
Lyondell Chemical Co., 11%, 2018		87,972		94,350
Momentive Performance Materials, Inc., 12.5%, 2014		153,000		166,770
Momentive Performance Materials, Inc., 11.5%, 2016		85,000		75,013
Solutia, Inc., 7.875%, 2020		120,000		119,700
			$	1,006,596
Computer Software - Systems - 0.4%
DuPont Fabros Technology, Inc., 8.5%, 2017 (n)	$	165,000	$	169,125
Consumer Products - 1.5%
ACCO Brands Corp., 10.625%, 2015	$	15,000	$	16,275
ACCO Brands Corp., 7.625%, 2015		60,000		55,200
Central Garden & Pet Co., 8.25%, 2018		85,000		84,256
Easton-Bell Sports, Inc., 9.75%, 2016 (n)		65,000		67,275
Jarden Corp., 7.5%, 2017		150,000		147,000
Libbey Glass, Inc., 10%, 2015 (n)		100,000		103,500
Visant Holding Corp., 8.75%, 2013		95,000		95,950
			$	569,456
Consumer Services - 1.8%
KAR Holdings, Inc., 10%, 2015	$	115,000	$	117,300
KAR Holdings, Inc., FRN, 4.344%, 2014		85,000		77,775
Live Nation Entertainment, Inc., 8.125%, 2018 (n)		30,000		29,100
Service Corp. International, 7.375%, 2014		110,000		112,200
Service Corp. International, 7%, 2017		190,000		187,150
Ticketmaster Entertainment, Inc., 10.75%, 2016		160,000		172,400
			$	695,925

Issuer	Shares/Par		Value ($)
BONDS - continued
Containers - 1.4%
Graham Packaging Holdings Co., 9.875%, 2014	$	220,000	$	224,950
Greif, Inc., 6.75%, 2017		165,000		161,906
Owens-Illinois, Inc., 7.375%, 2016		60,000		62,550
Reynolds Group, 7.75%, 2016 (n)		100,000		97,750
			$	547,156
Defense Electronics - 0.2%
ManTech International Corp., 7.25%, 2018 (n)	$	85,000	$	85,850
Electronics - 1.0%
Freescale Semiconductor, Inc., 8.875%, 2014	$	55,000	$	50,188
Freescale Semiconductor, Inc., 10.125%, 2018 (n)		55,000		56,100
Freescale Semiconductor, Inc., 9.25%, 2018 (n)		75,000		74,063
Jabil Circuit, Inc., 7.75%, 2016		120,000		125,400
NXP B.V., 7.875%, 2014		75,000		68,813
			$	374,564
Emerging Market Sovereign - 0.1%
Republic of Argentina, FRN, 0.389%, 2012	$	57,263	$	52,589
Energy - Independent - 6.2%
Anadarko Petroleum Corp., 5.95%, 2016	$	85,000	$	73,159
Chaparral Energy, Inc., 8.875%, 2017		170,000		156,400
Chesapeake Energy Corp., 7%, 2014		87,000		88,414
Chesapeake Energy Corp., 6.375%, 2015		70,000		72,275
Hilcorp Energy I LP, 9%, 2016 (n)		200,000		205,000
Newfield Exploration Co., 6.625%, 2014		125,000		125,781
Newfield Exploration Co., 6.625%, 2016		60,000		60,300
OPTI Canada, Inc., 8.25%, 2014		180,000		156,600
Penn Virginia Corp., 10.375%, 2016		225,000		239,625
Petrohawk Energy Corp., 10.5%, 2014		65,000		69,875
Pioneer Natural Resources Co., 6.875%, 2018		130,000		130,543
Pioneer Natural Resources Co., 7.5%, 2020		135,000		139,131
Plains Exploration & Production Co., 7%, 2017		290,000		276,950
Quicksilver Resources, Inc., 8.25%, 2015		115,000		113,563
Quicksilver Resources, Inc., 9.125%, 2019		35,000		35,525
Range Resources Corp., 8%, 2019		140,000		146,125
SandRidge Energy, Inc., 8%, 2018 (n)		195,000		184,763
Southwestern Energy Co., 7.5%, 2018		130,000		138,125
			$	2,412,154
Entertainment - 1.0%
AMC Entertainment, Inc., 11%, 2016	$	150,000	$	157,500
AMC Entertainment, Inc., 8.75%, 2019		120,000		120,600
Cinemark USA, Inc., 8.625%, 2019		95,000		95,475
			$	373,575

18-HYVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
BONDS - continued
Financial Institutions - 3.8%
CIT Group, Inc., 7%, 2014	$	150,000	$	141,375
CIT Group, Inc., 7%, 2017		405,000		364,500
CIT Group, Inc., 10.25%, 2017		85,000		87,125
GMAC, Inc., 6.75%, 2014		285,000		275,738
GMAC, Inc., 8%, 2031		250,000		230,625
International Lease Finance Corp., 5.625%, 2013		195,000		175,988
International Lease Finance Corp., 8.75%, 2017 (n)		185,000		175,288
Nationstar Mortgage LLC, 10.875%, 2015 (z)		55,000		43,175
			$	1,493,814
Food & Beverages - 2.5%
ARAMARK Corp., 8.5%, 2015	$	115,000	$	116,150
B&G Foods, Inc., 7.625%, 2018		85,000		85,425
CEDC Finance Corp. International, Inc., 9.125%, 2016 (n)		200,000		193,000
Constellation Brands, Inc., 7.25%, 2016		60,000		60,525
Del Monte Foods Co., 6.75%, 2015		185,000		187,544
Pinnacle Foods Finance LLC, 9.25%, 2015		155,000		158,100
Smithfield Foods, Inc., 7.75%, 2017		60,000		57,300
TreeHouse Foods, Inc., 7.75%, 2018		125,000		129,688
			$	987,732
Forest & Paper Products - 2.9%
Boise, Inc., 8%, 2020 (n)	$	115,000	$	114,713
Buckeye Technologies, Inc., 8.5%, 2013		81,000		82,013
Cascades, Inc., 7.75%, 2017		80,000		79,600
Georgia-Pacific Corp., 7.125%, 2017 (n)		65,000		66,300
Georgia-Pacific Corp., 8%, 2024		250,000		265,000
Georgia-Pacific Corp., 7.25%, 2028		35,000		34,563
Graphic Packaging International Corp., 9.5%, 2013		120,000		122,100
JSG Funding PLC, 7.75%, 2015		35,000		34,563
Millar Western Forest Products Ltd., 7.75%, 2013		245,000		210,700
Smurfit Kappa Group PLC, 7.75%, 2019 (n)	EUR	100,000		122,285
			$	1,131,837
Gaming & Lodging - 4.4%
Ameristar Casinos, Inc., 9.25%, 2014	$	50,000	$	52,375
Firekeepers Development Authority, 13.875%, 2015 (n)		85,000		98,175
Fontainebleau Las Vegas Holdings LLC, 10.25%, 2015 (d)(n)		180,000		675
Gaylord Entertainment Co., 6.75%, 2014		105,000		101,063
GWR Operating Partnership LLP, 10.875%, 2017 (n)		80,000		79,500
Harrah’s Operating Co., Inc., 11.25%, 2017		100,000		105,250
Harrah’s Operating Co., Inc., 10%, 2018		55,000		45,100
Harrah’s Operating Co., Inc., 10%, 2018		73,000		59,860
Host Hotels & Resorts, Inc., 6.75%, 2016		175,000		173,031
Host Hotels & Resorts, Inc., 9%, 2017		30,000		32,100
MGM Mirage, 10.375%, 2014		20,000		21,750

Issuer	Shares/Par		Value ($)
BONDS - continued
Gaming & Lodging - continued
MGM Mirage, 7.5%, 2016	$	145,000	$	114,188
MGM Mirage, 11.125%, 2017		60,000		66,150
MGM Mirage, 11.375%, 2018 (n)		165,000		155,100
MGM Mirage, 9%, 2020 (n)		50,000		51,375
Penn National Gaming, Inc., 8.75%, 2019		125,000		128,438
Pinnacle Entertainment, Inc., 7.5%, 2015		100,000		93,750
Royal Caribbean Cruises Ltd., 7%, 2013		45,000		44,775
Royal Caribbean Cruises Ltd., 11.875%, 2015		90,000		103,500
Starwood Hotels & Resorts Worldwide, Inc., 6.75%, 2018		65,000		65,000
Station Casinos, Inc., 6%, 2012 (d)		200,000		11,875
Station Casinos, Inc., 6.5%, 2014 (d)		330,000		2,475
Station Casinos, Inc., 6.875%, 2016 (d)		380,000		285
Station Casinos, Inc., 7.75%, 2016 (d)		70,000		4,419
Wyndham Worldwide Corp., 6%, 2016		85,000		82,464
			$	1,692,673
Industrial - 1.5%
Altra Holdings, Inc., 8.125%, 2016 (n)	$	85,000	$	84,256
Aquilex Corp., 11.125%, 2016 (n)		30,000		30,000
Baldor Electric Co., 8.625%, 2017		195,000		201,825
Great Lakes Dredge & Dock Corp., 7.75%, 2013		100,000		99,000
Johnsondiversey Holdings, Inc., 8.25%, 2019 (n)		80,000		82,400
RBS Global, Inc. & Rexnord LLC, 8.5%, 2018 (n)		95,000		92,150
			$	589,631
Insurance - 1.0%
American International Group, Inc., 8.175%, to 2038, FRN to 2058	$	290,000	$	229,100
ING Groep N.V., 5.775% to 2015, FRN to 2049		250,000		176,250
			$	405,350
Insurance - Property & Casualty - 1.1%
Liberty Mutual Group, Inc., 10.75% to 2038, FRN to 2058 (n)	$	180,000	$	194,400
USI Holdings Corp., 9.75%, 2015 (z)		160,000		146,800
XL Group PLC, FRN, 6.5%, 2057		100,000		69,000
			$	410,200
Machinery & Tools - 1.0%
Case Corp., 7.25%, 2016	$	60,000	$	60,150
Case New Holland, Inc., 7.125%, 2014		130,000		134,550
Case New Holland, Inc., 7.875%, 2017 (z)		105,000		105,788
Rental Service Corp., 9.5%, 2014		100,000		99,375
			$	399,863
Major Banks - 1.6%
Bank of America Corp., 8% to 2018, FRN to 2049	$	290,000	$	280,120
JPMorgan Chase & Co., 7.9% to 2018, FRN to 2049		190,000		195,839
Royal Bank of Scotland Group PLC, FRN, 7.648%, 2059		210,000		157,500
			$	633,459

19-HYVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
BONDS - continued
Medical & Health Technology & Services - 7.6%
Biomet, Inc., 10%, 2017	$	170,000	$	182,750
Capella Healthcare, Inc., 9.25%, 2017 (z)		25,000		25,250
Community Health Systems, Inc., 8.875%, 2015		265,000		273,281
Cooper Cos., Inc., 7.125%, 2015		130,000		130,325
DaVita, Inc., 6.625%, 2013		58,000		58,073
DaVita, Inc., 7.25%, 2015		105,000		105,000
Fresenius Medical Care AG & Co. KGaA, 9%, 2015 (n)		125,000		135,469
HCA, Inc., 9.25%, 2016		510,000		540,600
HCA, Inc., 8.5%, 2019		105,000		111,300
HealthSouth Corp., 8.125%, 2020		180,000		176,850
Psychiatric Solutions, Inc., 7.75%, 2015		70,000		71,750
Psychiatric Solutions, Inc., 7.75%, 2015		50,000		51,250
Tenet Healthcare Corp., 9.25%, 2015		195,000		201,338
U.S. Oncology, Inc., 10.75%, 2014		155,000		158,875
United Surgical Partners International, Inc., 8.875%, 2017		65,000		64,838
United Surgical Partners International, Inc., 9.25%, 2017 (p)		90,000		90,000
Universal Hospital Services, Inc., 8.5%, 2015 (p)		175,000		172,375
Universal Hospital Services, Inc., FRN, 4.133%, 2015		45,000		37,800
Vanguard Health Systems, Inc., 8%, 2018		130,000		124,800
VWR Funding, Inc., 10.25%, 2015 (p)		232,375		234,699
			$	2,946,623
Metals & Mining - 2.6%
Arch Western Finance LLC, 6.75%, 2013	$	120,000	$	120,300
Cloud Peak Energy, Inc., 8.25%, 2017 (n)		100,000		99,000
Cloud Peak Energy, Inc., 8.5%, 2019 (n)		100,000		99,500
CONSOL Energy, Inc., 8%, 2017 (n)		85,000		87,763
CONSOL Energy, Inc., 8.25%, 2020 (n)		55,000		57,338
FMG Finance Ltd., 10.625%, 2016 (n)		135,000		148,500
Peabody Energy Corp., 7.375%, 2016		165,000		171,806
Teck Resources Ltd., 10.25%, 2016		35,000		41,300
Teck Resources Ltd., 10.75%, 2019		85,000		104,151
U.S. Steel Corp., 7.375%, 2020		80,000		79,100
			$	1,008,758
Natural Gas - Distribution - 1.0%
AmeriGas Partners LP, 7.125%, 2016	$	145,000	$	144,275
Ferrellgas Partners LP, 8.625%, 2020		120,000		120,000
Inergy LP, 6.875%, 2014		120,000		118,200
			$	382,475
Natural Gas - Pipeline - 2.0%
Atlas Pipeline Partners LP, 8.125%, 2015	$	65,000	$	59,800
Atlas Pipeline Partners LP, 8.75%, 2018		140,000		130,200
Crosstex Energy, Inc., 8.875%, 2018		125,000		124,844
El Paso Corp., 7%, 2017		175,000		174,015
El Paso Corp., 7.75%, 2032		60,000		59,293
Enterprise Products Partners LP, FRN, 8.375%, 2066		73,000		72,909
MarkWest Energy Partners LP, 6.875%, 2014		120,000		115,200

Issuer	Shares/Par		Value ($)
BONDS - continued
Natural Gas - Pipeline - continued
MarkWest Energy Partners LP, 8.75%, 2018	$	30,000	$	30,300
			$	766,561
Network & Telecom - 3.0%
Cincinnati Bell, Inc., 8.25%, 2017	$	35,000	$	32,725
Cincinnati Bell, Inc., 8.75%, 2018		140,000		127,050
Citizens Communications Co., 9%, 2031		50,000		46,375
New Communications Holdings, Inc., 8.25%, 2017 (n)		30,000		30,113
New Communications Holdings, Inc., 8.5%, 2020 (n)		215,000		215,538
Nordic Telephone Co. Holdings, 8.875%, 2016 (n)		205,000		210,638
Qwest Communications International, Inc., 8%, 2015 (n)		55,000		56,513
Qwest Communications International, Inc., 7.125%, 2018 (n)		115,000		114,713
Qwest Corp., 8.375%, 2016		61,000		66,643
Windstream Corp., 8.625%, 2016		270,000		272,025
			$	1,172,333
Oil Services - 1.2%
Allis-Chalmers Energy, Inc., 8.5%, 2017	$	125,000	$	108,125
Basic Energy Services, Inc., 7.125%, 2016		50,000		41,500
Edgen Murray Corp., 12.25%, 2015 (n)		50,000		42,250
Expro Finance Luxembourg, 8.5%, 2016 (n)		100,000		95,500
McJunkin Red Man Holding Corp., 9.5%, 2016 (n)		95,000		92,150
Pioneer Drilling Co., 9.875%, 2018 (n)		90,000		88,200
			$	467,725
Oils - 0.2%
Petroplus Holdings AG, 9.375%, 2019 (n)	$	100,000	$	86,000
Other Banks & Diversified Financials - 1.6%
Capital One Financial Corp., 10.25%, 2039	$	150,000	$	158,250
Citigroup Capital XXI, FRN, 8.3%, 2057		205,000		199,657
LBG Capital No.1 PLC, 7.875%, 2020 (n)		200,000		161,000
Santander UK PLC, 8.963% to 2030, FRN to 2049		120,000		120,651
			$	639,558
Printing & Publishing - 1.2%
American Media Operations, Inc., 9%, 2013 (p)(z)	$	13,811	$	8,760
American Media Operations, Inc., 14%, 2013 (p)(z)		151,387		97,931
McClatchy Co., 11.5%, 2017 (n)		60,000		60,900
Nielsen Finance LLC, 10%, 2014		140,000		143,150
Nielsen Finance LLC, 11.5%, 2016		100,000		109,250
Nielsen Finance LLC, 0% to 2011, 12.5% to 2016		28,000		26,670
			$	446,661
Railroad & Shipping - 0.4%
Kansas City Southern Railway, 8%, 2015	$	155,000	$	159,650

20-HYVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
BONDS - continued
Real Estate - 0.3%
CB Richard Ellis Group, Inc., 11.625%, 2017	$	45,000	$	50,400
Entertainment Properties Trust, REIT, 7.75%, 2020 (z)		60,000		60,150
			$	110,550
Retailers - 3.3%
Couche-Tard, Inc., 7.5%, 2013	$	55,000	$	55,275
Dollar General Corp., 11.875%, 2017 (p)		62,000		70,448
Express Parent LLC, 8.75%, 2018 (n)		75,000		76,313
Limited Brands, Inc., 6.9%, 2017		85,000		85,213
Limited Brands, Inc., 6.95%, 2033		50,000		43,938
Macy’s, Inc., 5.75%, 2014		90,000		90,450
Macy’s, Inc., 5.9%, 2016		145,000		145,363
Neiman Marcus Group, Inc., 10.375%, 2015		115,000		117,013
QVC, Inc., 7.375%, 2020 (n)		135,000		131,288
Sally Beauty Holdings, Inc., 10.5%, 2016		145,000		155,150
Toys “R” Us, Inc., 10.75%, 2017 (n)		215,000		234,888
Toys “R” Us, Inc., 8.5%, 2017 (n)		75,000		76,875
			$	1,282,214
Specialty Stores - 0.5%
Michaels Stores, Inc., 11.375%, 2016	$	45,000	$	46,800
Payless ShoeSource, Inc., 8.25%, 2013		142,000		143,420
			$	190,220
Telecommunications - Wireless - 4.8%
Clearwire Corp., 12%, 2015 (n)	$	155,000	$	153,644
Cricket Communications, Inc., 7.75%, 2016		95,000		96,900
Crown Castle International Corp., 9%, 2015		75,000		79,313
Crown Castle International Corp., 7.75%, 2017 (n)		60,000		63,450
Crown Castle International Corp., 7.125%, 2019		190,000		185,725
Digicel Group Ltd., 8.25%, 2017 (n)		135,000		133,650
Digicel Group Ltd., 10.5%, 2018 (n)		130,000		134,063
Nextel Communications, Inc., 6.875%, 2013		90,000		87,188
NII Capital Corp., 8.875%, 2019		65,000		65,650
NII Holdings, Inc., 10%, 2016		115,000		121,038
SBA Communications Corp., 8%, 2016 (n)		40,000		41,400
SBA Communications Corp., 8.25%, 2019 (n)		75,000		78,938
Sprint Capital Corp., 6.875%, 2028		60,000		49,800
Sprint Nextel Corp., 8.375%, 2017		165,000		165,000
Sprint Nextel Corp., 8.75%, 2032		155,000		148,025
Wind Acquisition Finance S.A., 12%, 2015 (n)		250,000		258,750
			$	1,862,534
Telephone Services - 0.3%
Frontier Communications Corp., 8.125%, 2018	$	135,000	$	134,156
Tobacco - 0.2%
Alliance One International, Inc., 10%, 2016 (n)	$	75,000	$	76,313

Issuer	Shares/Par		Value ($)
BONDS - continued
Transportation - Services - 1.1%
American Petroleum Tankers LLC, 10.25%, 2015 (z)	$	25,000	$	25,063
Commercial Barge Line Co., 12.5%, 2017		195,000		205,969
Hertz Corp., 8.875%, 2014		200,000		202,500
			$	433,532
Utilities - Electric Power - 4.0%
AES Corp., 8%, 2017	$	285,000	$	287,850
Calpine Corp., 8%, 2016 (n)		130,000		132,925
Dynegy Holdings, Inc., 7.5%, 2015		125,000		98,906
Dynegy Holdings, Inc., 7.5%, 2015 (n)		85,000		66,831
Dynegy Holdings, Inc., 7.75%, 2019		140,000		96,775
Edison Mission Energy, 7%, 2017		295,000		188,800
Energy Future Holdings Corp., 10.875%, 2017		45,000		33,300
Energy Future Holdings Corp., 10%, 2020 (n)		115,000		114,425
Mirant North America LLC, 7.375%, 2013		105,000		107,363
NRG Energy, Inc., 7.375%, 2016		235,000		233,825
Texas Competitive Electric Holdings LLC, 10.25%, 2015		300,000		198,000
			$	1,559,000
Total Bonds (Identified Cost, $36,262,517)			$	35,678,988
CONVERTIBLE BONDS - 0.4%
Automotive - 0.3%
Accuride Corp., 7.5%, 2020	$	38,182	$	97,958
Oil Services - 0.1%
Transocean, Inc., 1.5%, 2037	$	45,000	$	37,238
Total Convertible Bonds (Identified Cost, $75,657)			$	135,196
FLOATING RATE LOANS (g)(r) - 2.9%
Aerospace - 0.2%
Hawker Beechcraft Acquisition Co. LLC, Term Loan, 10.5%, 2014	$	77,663	$	76,563
Automotive - 1.1%
Accuride Corp., Term Loan, 9.75%, 2013	$	23,379	$	23,262
Ford Motor Co., Term Loan, 3.33%, 2013		446,659		421,534
			$	444,796
Broadcasting - 0.3%
Gray Television, Inc., Term Loan B, 7.11%, 2014	$	54,346	$	50,723
Local TV Finance LLC, Term Loan B, 2.35%, 2013		11,755		10,286
New Young Broadcasting Holding Co., Inc, Term Loan, 2015 (o)		55,005		54,657
			$	115,666
Consumer Services - 0.1%
Realogy Corp., Letter of Credit, 3.39%, 2013	$	15,478	$	13,063
Realogy Corp., Term Loan, 3.29%, 2013		57,488		48,520
			$	61,583

21-HYVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
FLOATING RATE LOANS (g)(r) - continued
Financial Institutions - 0.1%
American General Financial Corp., Term Loan B, 7.25%, 2015	$	21,917	$	21,293
Gaming & Lodging - 0.0%
Green Valley Ranch Gaming LLC, Second Lien Term Loan, 3.5%, 2014 (d)	$	248,868	$	8,710
Printing & Publishing - 0.3%
Tribune Co., Incremental Term Loan B, 5.25%, 2014 (d)	$	173,451	$	102,399
Utilities - Electric Power - 0.8%
Texas Competitive Electric Holdings Co. LLC, Term Loan B-2, 3.97%, 2014 (o)	$	255,764	$	188,466
Texas Competitive Electric Holdings Co. LLC, Term Loan B-3, 6.53%, 2014		160,265		118,020
			$	306,486
Total Floating Rate Loans (Identified Cost, $1,345,477)			$	1,137,496
COMMON STOCKS - 1.1%
Automotive - 0.1%
Accuride Corp. (a)		26,727	$	33,943
Oxford Automotive, Inc. (a)		53		0
			$	33,943
Broadcasting - 0.2%
Dex One Corp. (a)		1,664	$	31,616
New Young Broadcasting Holding Co., Inc., “A”		25		48,960
Supermedia, Inc. (a)		152		2,780
			$	83,356
Chemicals - 0.4%
LyondellBasell Industries N.V., “A” (a)		4,902	$	79,167
LyondellBasell Industries N.V., “B” (a)		6,037		97,498
			$	176,665
Construction - 0.2%
Nortek, Inc. (a)		2,297	$	96,474
Gaming & Lodging - 0.1%
Ameristar Casinos, Inc.		1,600	$	24,096

Issuer	Shares/Par		Value ($)
COMMON STOCKS - continued
Printing & Publishing - 0.1%
American Media, Inc. (a)		2,421	$	14,816
Golden Books Family Entertainment, Inc. (a)		21,250		0
World Color Press, Inc. (a)		725		8,084
			$	22,900
Special Products & Services - 0.0%
Mark IV Industries LLC, Common Units, “A” (a)	$	113	$	4,746
Total Common Stocks (Identified Cost, $737,561)			$	442,180
PREFERRED STOCKS - 0.1%
Other Banks & Diversified Financials - 0.1%
Ally Financial, Inc., 7% (z) (Identified Cost, $36,650)		49	$	38,087
MONEY MARKET FUNDS (v) - 2.0%
MFS Institutional Money Market Portfolio, 0.22%, at Cost and Net Asset Value		779,655	$	779,655

	Strike Price		First Exercise
WARRANTS - 0.4%
Broadcasting - 0.4%
New Young Broadcasting Holding Co., Inc. (1 share for 1 warrant) (a)	$	0.10	7/14/10	67	$	132,790
Printing & Publishing - 0.0%
World Color Press, Inc. (1 share for 1 warrant) (a)	$	13.00	8/26/09	410	$	615
World Color Press, Inc. (1 share for 1 warrant) (a)		16.30	8/26/09	368		305
					$	920
Total Warrants (Identified Cost, $142,650)					$	133,710
Total Investments (Identified Cost, $39,380,167)					$	38,345,312
OTHER ASSETS, LESS LIABILITIES - 1.4%						561,409
NET ASSETS - 100.0%					$	38,906,721

Derivative Contracts at 6/30/10

Forward Foreign Currency Exchange Contracts at 6/30/10

Type	Currency	Counterparty	Contracts to Deliver/ Receive	Settlement Date Range	In Exchange For	Contracts at Value	Net Unrealized Appreciation (Depreciation)
Liability Derivatives
SELL	EUR	UBS AG	166,478	9/15/10	$200,576	$203,659	$(3,083	)

At June 30, 2010, the variable account had sufficient cash and/or securities to cover any commitments under these derivative contracts.

See Portfolio Footnotes and Notes to Financial Statements.

22-HYVA

Portfolio of Investments (unaudited) — June 30, 2010

Money Market Variable Account

Issuer	Shares/Par		Value ($)
CERTIFICATES OF DEPOSIT - 7.5%
Major Banks - 4.1%
Abbey National Treasury Services PLC/US Branch, 0.39%, due 7/20/10	$	300,000	$	300,000
Credit Suisse, New York, 0.82%, due 8/02/10		1,000,000		1,000,000
			$	1,300,000
Other Banks & Diversified Financials - 3.4%
Nordea Bank Finland PLC/New York, 0.83%, due 7/15/10	$	1,100,000	$	1,100,000
Total Certificates of Deposit, at Amortized Cost and Value			$	2,400,000
COMMERCIAL PAPER (y) - 51.3%
Conglomerates - 3.0%
United Technologies Corp., 0.18%, due 7/06/10 (t)	$	975,000	$	974,976
Consumer Products - 3.0%
Procter & Gamble Co., 0.18%, due 8/23/10 (t)	$	966,000	$	965,742
Electronics - 4.2%
Emerson Electric Co., 0.19%, due 7/20/10 (t)	$	330,000	$	329,967
Emerson Electric Co., 0.25%, due 7/27/10 (t)		1,000,000		999,819
			$	1,329,786
Financial Institutions - 2.1%
General Electric Capital Corp., 0.27%, due 7/09/10	$	660,000	$	659,960
Food & Beverages - 3.1%
Nestle Capital Corp., 0.36%, due 8/17/10 (t)	$	990,000	$	989,535
Major Banks - 16.8%
Abbey National North America LLC, 0.32%, due 7/26/10	$	671,000	$	670,851
ANZ National (International) Ltd., 0.42%, due 9/24/10		967,000		966,041
BNP Paribas Finance, Inc., 0.04%, due 7/01/10		966,000		966,000
JPMorgan Chase & Co., 0.3%, due 7/14/10		860,000		859,907
Toronto Dominion HDG USA, 0.25%, due 7/02/10		990,000		989,993
Westpac Banking Corp., 0.31%, due 8/30/10 (t)		940,000		939,514
			$	5,392,306
Network & Telecom - 1.7%
AT&T, Inc., 0.19%, due 7/06/10 (t)	$	560,000	$	559,985
Other Banks & Diversified Financials - 12.3%
Bank of Nova Scotia, 0.36%, due 8/09/10	$	1,001,000	$	1,000,610
Citigroup Funding, Inc., 0.47%, due 7/26/10		994,000		993,676
Rabobank USA Financial Corp., 0.275%, due 7/29/10		960,000		959,795
UBS Finance (Delaware) LLC, 0.53%, due 9/22/10		974,000		972,810
			$	3,926,891
Personal Computers & Peripherals - 3.0%
Hewlett-Packard Co., 0.17%, due 7/22/10 (t)	$	973,000	$	972,904

Issuer	Shares/Par		Value ($)
COMMERCIAL PAPER (y) - continued
Tobacco - 2.1%
Philip Morris International, Inc., 0.25%, due 7/29/10 (t)	$	670,000	$	669,870
Total Commercial Paper, at Amortized Cost and Value			$	16,441,955
U.S. GOVERNMENT AGENCIES AND EQUIVALENTS (y) - 20.5%
Fannie Mae, 0.22%, due 8/25/10	$	1,000,000	$	999,664
Fannie Mae, 0.215%, due 9/01/10		600,000		599,778
Fannie Mae, 0.25%, due 9/01/10		1,000,000		999,569
Fannie Mae, 0.26%, due 9/01/10		1,000,000		999,552
Freddie Mac, 0.19%, due 8/11/10		976,000		975,789
Freddie Mac, 0.23%, due 9/01/10		1,000,000		999,604
Freddie Mac, 0.25%, due 9/02/10		1,000,000		999,563
Total U.S. Government Agencies and Equivalents, at Amortized Cost and Value			$	6,573,519
FLOATING RATE DEMAND NOTES - 2.5%
East Baton Rouge, LA, Pollution Control Rev. (Exxon Mobil Corp.), 0.1%, due 7/01/10		500,000	$	500,000
Lincoln County, WY, Pollution Control Rev. (Exxon Mobil Corp.), 0.13%, due 7/01/10		300,000		300,000
Total Floating Rate Demand Notes, at Amortized Cost and Value			$	800,000
REPURCHASE AGREEMENTS - 21.7%
Bank of America Corp., 0.01%, dated 6/30/10, due 7/01/10, total to be received $3,222,001 (secured by U.S. Treasury and Federal Agency obligations valued at $3,286,440 in a jointly traded account)	$	3,222,000	$	3,222,000
Goldman Sachs, 0.01%, dated 6/30/10, due 7/01/10, total to be received $3,222,001 (secured by various U.S. Treasury and Federal Agency obligations valued at $3,286,451 in a jointly traded account)		3,222,000		3,222,000
Morgan Stanley, 0.01%, dated 6/30/10, due 7/01/10, total to be received $529,000.15 (secured by U.S. Treasury and Federal Agency obligations valued at $543,397 in a jointly traded account)		529,000		529,000
Total Repurchase Agreements, at Cost and Value			$	6,973,000
Total Investments, at Amortized Cost and Value			$	33,188,474
OTHER ASSETS, LESS LIABILITIES - (3.5)%				(1,153,679	)
NET ASSETS - 100.0%			$	32,034,795

See Portfolio Footnotes and Notes to Financial Statements.

23-MMVA

Portfolio of Investments (unaudited) — June 30, 2010

Total Return Variable Account

Issuer	Shares/Par	Value ($)
COMMON STOCKS - 55.6%
Aerospace - 4.1%
Goodrich Corp.	1,720	$	113,937
Honeywell International, Inc.	7,230		282,187
Lockheed Martin Corp.	22,830		1,700,835
Northrop Grumman Corp.	10,130		551,477
Precision Castparts Corp.	1,270		130,708
United Technologies Corp.	18,170		1,179,415
		$	3,958,559
Alcoholic Beverages - 0.7%
Diageo PLC	36,836	$	577,186
Heineken N.V.	3,030		128,440
		$	705,626
Apparel Manufacturers - 0.8%
NIKE, Inc., “B”	10,900	$	736,295
Automotive - 0.2%
Johnson Controls, Inc.	7,210	$	193,733
Broadcasting - 1.4%
Omnicom Group, Inc.	14,070	$	482,601
Time Warner, Inc.	4,960		143,394
Walt Disney Co.	22,930		722,295
		$	1,348,290
Brokerage & Asset Managers - 0.5%
Charles Schwab Corp.	13,120	$	186,042
Deutsche Boerse AG	1,790		108,755
Franklin Resources, Inc.	1,740		149,971
		$	444,768
Business Services - 1.3%
Accenture Ltd., “A”	14,360	$	555,014
Dun & Bradstreet Corp.	2,410		161,759
MasterCard, Inc., “A”	1,270		253,403
Visa, Inc., “A”	1,780		125,935
Western Union Co.	10,320		153,871
		$	1,249,982
Cable TV - 0.2%
Comcast Corp., “Special A”	10,750	$	176,623
Chemicals - 1.6%
3M Co.	9,110	$	719,599
E.I. du Pont de Nemours & Co.	4,070		140,781
Monsanto Co.	1,900		87,818
PPG Industries, Inc.	9,720		587,185
		$	1,535,383
Computer Software - 0.7%
Oracle Corp.	33,460	$	718,052
Computer Software - Systems - 1.4%
Dell, Inc. (a)	13,370	$	161,242
Hewlett-Packard Co.	11,830		512,002
International Business Machines Corp.	5,360		661,853
		$	1,335,097
Construction - 0.6%
Pulte Homes, Inc. (a)	10,450	$	86,526
Sherwin-Williams Co.	4,120		285,063
Stanley Black & Decker, Inc.	3,273		165,352
		$	536,941
Consumer Products - 1.1%
Clorox Co.	3,220	$	200,155
Procter & Gamble Co.	13,533		811,709
		$	1,011,864
Consumer Services - 0.1%
Apollo Group, Inc., “A” (a)	2,700	$	114,669

Issuer	Shares/Par	Value ($)
COMMON STOCKS - continued
Electrical Equipment - 0.8%
Danaher Corp.	13,540	$	502,605
General Electric Co.	9,240		133,241
Tyco Electronics Ltd.	4,880		123,854
		$	759,700
Electronics - 0.6%
Intel Corp.	30,770	$	598,477
Energy - Independent - 2.4%
Anadarko Petroleum Corp.	4,550	$	164,210
Apache Corp.	11,890		1,001,019
Devon Energy Corp.	3,350		204,082
EOG Resources, Inc.	4,460		438,730
Noble Energy, Inc.	4,370		263,642
Occidental Petroleum Corp.	2,450		189,018
		$	2,260,701
Energy - Integrated - 3.8%
Chevron Corp.	13,065	$	886,591
Exxon Mobil Corp.	23,132		1,320,143
Hess Corp.	8,410		423,359
Marathon Oil Corp.	9,060		281,675
TOTAL S.A., ADR	15,940		711,562
		$	3,623,330
Engineering - Construction - 0.2%
Fluor Corp.	3,720	$	158,100
Food & Beverages - 2.9%
General Mills, Inc.	13,190	$	468,509
Groupe Danone	2,682		143,224
J.M. Smucker Co.	2,108		126,944
Kellogg Co.	5,530		278,159
Nestle S.A.	20,120		970,789
PepsiCo, Inc.	12,850		783,208
		$	2,770,833
Food & Drug Stores - 0.8%
CVS Caremark Corp.	12,244	$	358,994
Kroger Co.	6,830		134,483
Walgreen Co.	11,940		318,798
		$	812,275
Gaming & Lodging - 0.0%
Starwood Hotels & Resorts Worldwide, Inc.	1,130	$	46,816
General Merchandise - 0.8%
Kohl’s Corp. (a)	2,600	$	123,500
Target Corp.	7,050		346,649
Wal-Mart Stores, Inc.	6,600		317,262
		$	787,411
Health Maintenance Organizations - 0.1%
WellPoint, Inc. (a)	1,810	$	88,563
Insurance - 3.8%
ACE Ltd.	7,480	$	385,070
Aflac, Inc.	2,760		117,769
Allstate Corp.	7,660		220,072
Aon Corp.	5,930		220,122
Chubb Corp.	3,720		186,037
MetLife, Inc.	30,330		1,145,261
Prudential Financial, Inc.	14,140		758,752
Travelers Cos., Inc.	13,410		660,443
		$	3,693,526
Internet - 0.3%
eBay, Inc. (a)	3,030	$	59,418
Google, Inc., “A” (a)	420		186,879
		$	246,297

24-TRVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par	Value ($)
COMMON STOCKS - continued
Leisure & Toys - 0.3%
Hasbro, Inc.	6,830	$	280,713
Machinery & Tools - 0.3%
Eaton Corp.	4,870	$	318,693
Major Banks - 7.5%
Bank of America Corp.	69,830	$	1,003,457
Bank of New York Mellon Corp.	49,754		1,228,426
Goldman Sachs Group, Inc.	9,910		1,300,886
JPMorgan Chase & Co.	48,222		1,765,407
PNC Financial Services Group, Inc.	7,620		430,530
Regions Financial Corp.	5,870		38,625
State Street Corp.	16,830		569,191
Wells Fargo & Co.	35,780		915,968
		$	7,252,490
Medical & Health Technology & Services - 0.2%
DaVita, Inc. (a)	2,410	$	150,480
Medical Equipment - 1.8%
Becton, Dickinson & Co.	6,490	$	438,854
Medtronic, Inc.	14,750		534,983
St. Jude Medical, Inc. (a)	8,310		299,908
Thermo Fisher Scientific, Inc. (a)	2,090		102,515
Waters Corp. (a)	5,050		326,735
		$	1,702,995
Metals & Mining - 0.1%
United States Steel Corp.	2,480	$	95,604
Natural Gas - Distribution - 0.1%
Sempra Energy	2,390	$	111,828
Natural Gas - Pipeline - 0.2%
Williams Cos., Inc.	11,510	$	210,403
Network & Telecom - 0.2%
Cisco Systems, Inc. (a)	10,270	$	218,854
Oil Services - 0.7%
Halliburton Co.	3,800	$	93,290
National Oilwell Varco, Inc.	5,760		190,483
Noble Corp.	3,440		106,330
Schlumberger Ltd.	1,920		106,253
Transocean, Inc. (a)	2,820		130,651
		$	627,007
Other Banks & Diversified Financials - 0.2%
Marshall & Ilsley Corp.	17,130	$	122,993
Zions Bancorporation	4,890		105,477
		$	228,470
Pharmaceuticals - 3.8%
Abbott Laboratories	18,910	$	884,610
Bayer AG	3,764		210,013
GlaxoSmithKline PLC	6,710		113,716
Johnson & Johnson	23,760		1,403,266
Merck & Co., Inc.	4,040		141,279
Pfizer, Inc.	58,457		833,597
Roche Holding AG	670		92,007
		$	3,678,488
Railroad & Shipping - 0.2%
Canadian National Railway Co.	2,460	$	141,155
Union Pacific Corp.	1,260		87,583
		$	228,738
Restaurants - 0.3%
McDonald’s Corp.	4,010	$	264,139
Specialty Chemicals - 0.5%
Air Products & Chemicals, Inc.	7,800	$	505,518

Issuer	Shares/Par		Value ($)
COMMON STOCKS - continued
Specialty Stores - 0.8%
Advance Auto Parts, Inc.		6,590	$	330,686
Home Depot, Inc.		5,370		150,736
Staples, Inc.		13,990		266,510
			$	747,932
Telecommunications - Wireless - 0.8%
Vodafone Group PLC		371,660	$	770,162
Telephone Services - 1.8%
AT&T, Inc.		63,704	$	1,541,000
CenturyTel, Inc.		5,595		186,369
			$	1,727,369
Tobacco - 1.6%
Altria Group, Inc.		7,470	$	149,699
Philip Morris International, Inc.		29,510		1,352,738
			$	1,502,437
Trucking - 0.2%
United Parcel Service, Inc., “B”		3,200	$	182,048
Utilities - Electric Power - 2.8%
American Electric Power Co., Inc.		7,690	$	248,387
CenterPoint Energy, Inc.		4,520		59,483
CMS Energy Corp.		3,410		49,957
Dominion Resources, Inc.		9,114		353,076
Entergy Corp.		4,940		353,803
NextEra Energy, Inc.		5,780		281,833
Northeast Utilities		2,160		55,037
NRG Energy, Inc. (a)		7,430		157,590
PG&E Corp.		8,430		346,473
PPL Corp.		14,590		364,021
Public Service Enterprise Group, Inc.		14,280		447,392
			$	2,717,052
Total Common Stocks (Identified Cost, $52,079,163)			$	53,433,331
BONDS - 43.2%
Agency - Other - 0.1%
Financing Corp., 9.65%, 2018	$	45,000	$	65,776
Asset-Backed & Securitized - 3.2%
Anthracite Ltd., “A”, CDO, FRN, 0.797%, 2017 (z)	$	112,137	$	104,287
Banc of America Commercial Mortgage, Inc., FRN, 5.74%, 2051		210,000		219,226
Bayview Financial Revolving Mortgage Loan Trust, FRN, 1.947%, 2040 (z)		193,279		79,592
BlackRock Capital Finance LP, 7.75%, 2026 (n)		30,362		3,894
Citigroup Commercial Mortgage Trust, FRN, 5.888%, 2049		320,000		326,127
Citigroup/Deutsche Bank Commercial Mortgage Trust, 5.322%, 2049		130,000		126,263
Countrywide Asset-Backed Certificates, FRN, 4.823%, 2035		1,199		1,188
Countrywide Asset-Backed Certificates, FRN, 5.689%, 2046		90,000		58,250
Credit Suisse Mortgage Capital Certificate, 5.695%, 2040		152,515		144,812
Crest G-Star, CDO, FRN, 1.007%, 2016		247,616		239,568
GMAC Mortgage Corp. Loan Trust, FRN, 5.805%, 2036		97,331		50,688
HSBC Credit Card Master Note Trust, FRN, 0.899%, 2013		185,000		184,933

25-TRVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
BONDS - continued
Asset-Backed & Securitized - continued
JPMorgan Chase Commercial Mortgage Securities Corp., 4.78%, 2042	$	152,000	$	141,856
JPMorgan Chase Commercial Mortgage Securities Corp., 5.552%, 2045		97,000		101,685
JPMorgan Chase Commercial Mortgage Securities Corp., FRN, 5.407%, 2041		39,903		42,345
JPMorgan Chase Commercial Mortgage Securities Corp., FRN, 5.475%, 2043		110,000		116,799
JPMorgan Chase Commercial Mortgage Securities Corp., FRN, 6.064%, 2045		110,000		117,222
JPMorgan Chase Commercial Mortgage Securities Corp., FRN, 5.983%, 2049		200,000		195,674
Merrill Lynch Mortgage Trust, FRN, 6.019%, 2050		84,000		22,609
Merrill Lynch/Countrywide Commercial Mortgage Trust, FRN, 5.81%, 2050		152,515		149,148
Morgan Stanley Capital I, Inc., FRN, 1.133%, 2030 (i)(n)		1,128,603		45,583
Residential Asset Mortgage Products, Inc., FRN, 4.97%, 2034		92,000		91,868
Residential Funding Mortgage Securities, Inc., 5.32%, 2035		129,000		46,879
Spirit Master Funding LLC, 5.05%, 2023 (z)		152,372		132,600
Structured Asset Securities Corp., FRN, 4.67%, 2035		54,813		53,540
Wachovia Bank Commercial Mortgage Trust, FRN, 6.099%, 2051		245,000		240,652
			$	3,037,288
Automotive - 0.1%
Toyota Motor Credit Corp., 3.2%, 2015	$	50,000	$	51,033
Broadcasting - 0.1%
News America, Inc., 8.5%, 2025	$	99,000	$	122,514
Building - 0.0%
CRH America, Inc., 6.95%, 2012	$	23,000	$	24,908
Cable TV - 0.3%
Cox Communications, Inc., 4.625%, 2013	$	115,000	$	122,618
Time Warner Entertainment Co. LP, 8.375%, 2033		110,000		136,541
			$	259,159
Computer Software - 0.1%
Adobe Systems, Inc., 3.25%, 2015	$	28,000	$	28,755
Adobe Systems, Inc., 4.75%, 2020		49,000		50,519
			$	79,274
Conglomerates - 0.2%
Kennametal, Inc., 7.2%, 2012	$	211,000	$	224,304
Consumer Products - 0.2%
Fortune Brands, Inc., 5.125%, 2011	$	154,000	$	156,959
Consumer Services - 0.2%
Western Union Co., 5.4%, 2011	$	165,000	$	173,924
Defense Electronics - 0.1%
BAE Systems Holdings, Inc., 5.2%, 2015 (n)	$	103,000	$	110,462
Electronics - 0.1%
Tyco Electronics Group S.A., 6.55%, 2017	$	128,000	$	146,997
Emerging Market Quasi-Sovereign - 0.2%
Petroleos Mexicanos, 8%, 2019	$	66,000	$	78,540

Issuer	Shares/Par		Value ($)
BONDS - continued
Emerging Market Quasi-Sovereign - continued
Qtel International Finance Ltd., 7.875%, 2019 (n)	$	100,000	$	115,632
			$	194,172
Emerging Market Sovereign - 0.2%
Russian Federation, 3.625%, 2015 (z)	$	200,000	$	193,500
Energy - Independent - 0.1%
Anadarko Petroleum Corp., 6.45%, 2036	$	120,000	$	95,457
Energy - Integrated - 0.4%
Hess Corp., 8.125%, 2019	$	20,000	$	24,931
Husky Energy, Inc., 5.9%, 2014		69,000		76,806
Husky Energy, Inc., 7.25%, 2019		71,000		85,803
Petro-Canada, 6.05%, 2018		148,000		166,652
			$	354,192
Food & Beverages - 0.3%
Anheuser-Busch Cos., Inc., 8%, 2039 (n)	$	110,000	$	143,733
Dr. Pepper Snapple Group, Inc., 6.82%, 2018		48,000		57,248
Miller Brewing Co., 5.5%, 2013 (n)		126,000		137,843
			$	338,824
Food & Drug Stores - 0.1%
CVS Caremark Corp., 6.125%, 2016	$	110,000	$	125,828
Gaming & Lodging - 0.1%
Wyndham Worldwide Corp., 6%, 2016	$	100,000	$	97,017
Insurance - 0.3%
ING Groep N.V., 5.775% to 2015, FRN to 2049	$	133,000	$	93,765
Metropolitan Life Global Funding, 5.125%, 2013 (n)		100,000		108,157
Metropolitan Life Global Funding, 5.125%, 2014 (n)		40,000		43,453
Prudential Financial, Inc., 5.375%, 2020		20,000		20,256
Prudential Financial, Inc., 6.625%, 2040		30,000		30,531
			$	296,162
Insurance - Property & Casualty - 0.4%
Allstate Corp., 6.125%, 2032	$	185,000	$	193,455
Chubb Corp., 6.375% to 2017, FRN to 2067		200,000		192,000
			$	385,455
International Market Quasi-Sovereign - 0.8%
Achmea Hypotheekbank N.V., 3.2%, 2014 (n)	$	110,000	$	113,647
ING Bank N.V., 3.9%, 2014 (n)		110,000		117,921
Irish Life & Permanent PLC, 3.6%, 2013 (n)		100,000		99,077
KFW International Finance, Inc., 4.875%, 2019		120,000		133,623
Royal Bank of Scotland Group PLC, 2.625%, 2012 (n)		200,000		204,557
Societe Financement de l’ Economie Francaise, 3.375%, 2014 (n)		107,000		111,775
			$	780,600
Local Authorities - 0.2%
Metropolitan Transportation Authority, NY (Build America Bonds), 7.336%, 2039	$	95,000	$	116,002
New Jersey Turnpike Authority Rev. (Build America Bonds), “F”, 7.414%, 2040		90,000		109,629
			$	225,631

26-TRVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
BONDS - continued
Machinery & Tools - 0.1%
Atlas Copco AB, 5.6%, 2017 (n)	$	90,000	$	97,438
Major Banks - 1.6%
Bank of America Corp., 7.375%, 2014	$	40,000	$	44,830
Bank of America Corp., 7.625%, 2019		60,000		68,730
Commonwealth Bank of Australia, 5%, 2019 (n)		60,000		62,283
Credit Suisse New York, 5.5%, 2014		120,000		131,201
DBS Group Holdings Ltd., 7.657% to 2011, FRN to 2049 (n)		115,000		117,013
Goldman Sachs Group, Inc., 5.625%, 2017		101,000		102,122
JPMorgan Chase & Co., 6.3%, 2019		100,000		112,950
JPMorgan Chase Capital XXVII, 7%, 2039		60,000		61,016
Merrill Lynch & Co., Inc., 6.15%, 2013		100,000		106,914
Morgan Stanley, 5.75%, 2016		100,000		100,742
Morgan Stanley, 6.625%, 2018		140,000		146,739
PNC Funding Corp., 5.625%, 2017		90,000		95,749
UniCredito Italiano Capital Trust II, 9.2% to 2010, FRN to 2049 (n)		208,000		196,560
UniCredito Luxembourg Finance S.A., 6%, 2017 (n)		100,000		99,803
Wachovia Corp., 5.25%, 2014		81,000		85,778
			$	1,532,430
Medical & Health Technology & Services - 0.4%
Cardinal Health, Inc., 5.8%, 2016	$	75,000	$	83,988
CareFusion Corp., 6.375%, 2019		100,000		114,233
Hospira, Inc., 5.55%, 2012		50,000		53,238
Hospira, Inc., 6.05%, 2017		93,000		104,707
			$	356,166
Metals & Mining - 0.2%
ArcelorMittal, 6.125%, 2018	$	155,000	$	162,112
Mortgage-Backed - 15.1%
Fannie Mae, 4.01%, 2013	$	17,748	$	18,685
Fannie Mae, 4.589%, 2014		88,638		95,152
Fannie Mae, 4.63%, 2014		44,101		47,373
Fannie Mae, 4.841%, 2014		56,631		61,145
Fannie Mae, 4.56%, 2015		36,820		39,631
Fannie Mae, 4.78%, 2015		37,033		40,283
Fannie Mae, 4.922%, 2015		91,182		99,571
Fannie Mae, 5.09%, 2016		40,000		44,156
Fannie Mae, 5.5%, 2016-2038		2,845,976		3,070,567
Fannie Mae, 5.724%, 2016		23,435		25,953
Fannie Mae, 4.989%, 2017		80,700		87,891
Fannie Mae, 5.05%, 2017		38,788		42,838
Fannie Mae, 6%, 2017-2037		1,545,899		1,695,619
Fannie Mae, 4.5%, 2018-2035		376,909		398,446
Fannie Mae, 5%, 2018-2039		1,601,581		1,705,096
Fannie Mae, 6.5%, 2031-2037		526,296		585,309
Fannie Mae, 7.5%, 2031		14,569		16,613
Freddie Mac, 6%, 2016-2037		731,965		803,115
Freddie Mac, 4.5%, 2018-2039		1,002,993		1,053,999
Freddie Mac, 5%, 2018-2039		1,906,827		2,024,021
Freddie Mac, 5.085%, 2019		106,000		116,011
Freddie Mac, 5.5%, 2021-2034		564,989		610,237
Freddie Mac, 6.5%, 2034-2037		241,244		266,029
Ginnie Mae, 4.5%, 2033-2040		146,837		153,947
Ginnie Mae, 5%, 2033-2039		702,988		751,359
Ginnie Mae, 5.5%, 2033-2035		319,687		347,878
Ginnie Mae, 6%, 2033-2038		297,939		327,787
			$	14,528,711

Issuer	Shares/Par		Value ($)
BONDS - continued
Municipals - 0.4%
California Educational Facilities Authority Rev. (Stanford University), “T-1”, 5%, 2039	$	55,000	$	64,437
Massachusetts Health & Educational Facilities Authority Rev. (Boston College), 5.5%, 2030		65,000		75,933
Massachusetts Health & Educational Facilities Authority Rev. (Massachusetts Institute of Technology), “K”, 5.5%, 2032		185,000		226,564
			$	366,934
Natural Gas - Pipeline - 0.5%
CenterPoint Energy, Inc., 7.875%, 2013	$	112,000	$	128,338
Enterprise Products Operating LLC, 6.5%, 2019		76,000		85,211
Kinder Morgan Energy Partners LP, 6.75%, 2011		165,000		170,801
Kinder Morgan Energy Partners LP, 7.75%, 2032		71,000		80,425
Spectra Energy Capital LLC, 8%, 2019		53,000		63,746
			$	528,521
Network & Telecom - 0.3%
Telecom Italia Capital, 5.25%, 2013	$	60,000	$	61,974
Telefonica Europe B.V., 7.75%, 2010		38,000		38,475
Verizon New York, Inc., 6.875%, 2012		196,000		211,792
			$	312,241
Oils - 0.1%
Valero Energy Corp., 6.875%, 2012	$	111,000	$	119,505
Other Banks & Diversified Financials - 1.0%
American Express Co., 5.5%, 2016	$	96,000	$	102,883
Capital One Financial Corp., 6.15%, 2016		130,000		137,558
Groupe BPCE S.A., 12.5% to 2019, FRN to 2049 (n)		118,000		131,250
Nordea Bank AB, 5.424% to 2015, FRN to 2049 (n)		100,000		89,429
Svenska Handelsbanken AB, 4.875%, 2014 (n)		120,000		126,702
UBS Preferred Funding Trust V, 6.243% to 2016, FRN to 2049		190,000		162,925
Woori Bank, 6.125% to 2011, FRN to 2016 (n)		220,000		221,672
			$	972,419
Pharmaceuticals - 0.4%
Allergan, Inc., 5.75%, 2016	$	160,000	$	187,185
Pfizer, Inc., 7.2%, 2039		50,000		65,729
Roche Holdings, Inc., 6%, 2019 (n)		160,000		186,383
			$	439,297
Railroad & Shipping - 0.0%
CSX Corp., 6.75%, 2011	$	6,000	$	6,215
Real Estate - 0.3%
Boston Properties, Inc., REIT, 5%, 2015	$	42,000	$	43,552
HRPT Properties Trust, REIT, 6.25%, 2016		180,000		183,286
WEA Finance LLC, REIT, 6.75%, 2019 (n)		31,000		34,455
			$	261,293
Retailers - 0.3%
Home Depot, Inc., 5.875%, 2036	$	48,000	$	49,205
Limited Brands, Inc., 5.25%, 2014		36,000		35,730

27-TRVA

Portfolio of Investments (unaudited) — continued

Issuer	Shares/Par		Value ($)
BONDS - continued
Retailers - continued
Wal-Mart Stores, Inc., 5.25%, 2035	$	194,000	$	204,322
			$	289,257
Supranational - 0.1%
Asian Development Bank, 2.75%, 2014	$	80,000	$	82,959
Telecommunications - Wireless - 0.3%
Crown Castle Towers LLC, 6.113%, 2040 (n)	$	105,000	$	115,243
Rogers Communications, Inc., 6.8%, 2018		132,000		156,038
			$	271,281
Tobacco - 0.1%
Philip Morris International, Inc., 4.875%, 2013	$	74,000	$	80,033
Transportation - Services - 0.1%
Erac USA Finance Co., 7%, 2037 (n)	$	98,000	$	106,791
U.S. Government Agencies and Equivalents - 0.8%
Aid-Egypt, 4.45%, 2015	$	152,000	$	167,518
Small Business Administration, 4.35%, 2023		27,215		28,711
Small Business Administration, 4.77%, 2024		67,380		71,643
Small Business Administration, 5.18%, 2024		109,341		117,052
Small Business Administration, 5.52%, 2024		163,373		175,762
Small Business Administration, 4.99%, 2024		94,099		100,362
Small Business Administration, 4.95%, 2025		68,499		73,394
			$	734,442
U.S. Treasury Obligations - 12.0%
U.S. Treasury Bonds, 2%, 2013	$	197,000	$	202,233
U.S. Treasury Bonds, 8.5%, 2020		50,000		73,344
U.S. Treasury Bonds, 8%, 2021		37,000		53,812
U.S. Treasury Bonds, 6%, 2026		125,000		161,074
U.S. Treasury Bonds, 6.75%, 2026		32,000		44,425
U.S. Treasury Bonds, 5.25%, 2029		137,000		164,871
U.S. Treasury Bonds, 5.375%, 2031		220,000		270,669
U.S. Treasury Bonds, 4.5%, 2036		94,000		103,841
U.S. Treasury Bonds, 5%, 2037		552,000		657,915
U.S. Treasury Bonds, 4.5%, 2039		438,700		483,187
U.S. Treasury Notes, 1.5%, 2010		321,000		322,379
U.S. Treasury Notes, 0.875%, 2011		776,000		779,001
U.S. Treasury Notes, 5.125%, 2011		941,000		985,293
U.S. Treasury Notes, 1.375%, 2013		733,000		742,850
U.S. Treasury Notes, 3.875%, 2013		614,000		663,264
U.S. Treasury Notes, 3.5%, 2013		420,000		451,336
U.S. Treasury Notes, 3.125%, 2013		57,000		60,687
U.S. Treasury Notes, 2.75%, 2013		1,190,000		1,252,382
U.S. Treasury Notes, 1.5%, 2013		280,000		282,363
U.S. Treasury Notes, 1.875%, 2014		1,205,000		1,226,747
U.S. Treasury Notes, 4.75%, 2014		150,000		169,219
U.S. Treasury Notes, 2.625%, 2016		68,000		69,960
U.S. Treasury Notes, 4.75%, 2017		146,000		168,801
U.S. Treasury Notes, 3.75%, 2018		1,959,000		2,110,823
			$	11,500,476
Utilities - Electric Power - 1.3%
Bruce Mansfield Unit, 6.85%, 2034	$	206,032	$	215,233
Enel Finance International S.A., 6.25%, 2017 (n)		170,000		184,258

Issuer	Shares/Par		Value ($)
BONDS - continued
Utilities - Electric Power - continued
Exelon Generation Co. LLC, 6.25%, 2039	$	80,000	$	85,456
MidAmerican Funding LLC, 6.927%, 2029		54,000		63,705
Oncor Electric Delivery Co., 7%, 2022		152,000		183,243
PSEG Power LLC, 6.95%, 2012		111,000		121,269
PSEG Power LLC, 5.32%, 2016 (n)		91,000		98,068
System Energy Resources, Inc., 5.129%, 2014 (z)		45,945		46,903
Waterford 3 Funding Corp., 8.09%, 2017		264,256		274,980
			$	1,273,115
Total Bonds (Identified Cost, $39,763,755)			$	41,561,072
CONVERTIBLE PREFERRED STOCKS - 0.1%
Utilities - Electric Power - 0.1%
PPL Corp.(Identified Cost, $48,000)		960	$	49,925
MONEY MARKET FUNDS (v) - 0.7%
MFS Institutional Money Market Portfolio, 0.22%, at Cost and Net Asset Value		697,144	$	697,144
Total Investments (Identified Cost, $92,588,062)			$	95,741,472
OTHER ASSETS, LESS LIABILITIES - 0.4%				420,679
NET ASSETS - 100.0%			$	96,162,151

See portfolio footnotes and notes to financial statements.

28-TRVA

Portfolio of Investments (unaudited) — continued

Portfolio Footnotes:

(a) Non-income producing security.

(d) Non-income producing security — in default.

(f) All or a portion of the security has been segregated as collateral for open futures contracts.

(g) The rate shown represents a weighted average coupon rate on settled positions at period end, unless otherwise indicated.

(i) Interest only security for which the variable account receives interest on notional principal (Par amount). Par amount shown is the notional principal and does not reflect the cost of the security.

(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was:

Variable Account	Market Value		% of Net Assets
Global Governments Variable Account	$	113,501	1.7	%
Government Securities Variable Account		766,500	1.3
High Yield Variable Account		8,367,844	21.5
Total Return Variable Account		3,223,081	3.4

(o) All or a portion of this position has not settled. Upon settlement date, interest rate for unsettled amounts will be determined. The rate shown represents the weighted average coupon rate for settled amounts.

(p) Payment-in-kind security.

(r) Remaining maturities of floating rate loans may be less than stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty. These loans may be subject to restrictions on resale. Floating rate loans generally have rates of interest which are determined periodically by reference to a base lending rate plus a premium.

(t) Security exempt from registration with the U.S. Securities and Exchange Commission under Section 4(2) of the Securities Act of 1933.

(v) Underlying fund that is available only to investment companies managed by MFS. The rate quoted is the annualized seven-day yield of the fund at period end.

(y) The rate shown represents an annualized yield at time of purchase.

(z) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. The variable accounts hold the following restricted securities:

Variable Account	Restricted Securities	Acquisition Date	Cost		Current Market Value
Global Governments Variable Account	Bayview Commercial Asset Trust, FRN, 1.004%, 2023	5/25/06	$	27,125	$	21,764
	Commercial Mortgage Asset Trust, FRN, 1.091%, 2032	8/25/03		24,776		25,678
	Total Restricted Securities				$	47,442
	% of Net Assets					0.7%
High Yield Variable Account	ARCap REIT, Inc., CDO, “H”, 6.079%, 2045	9/21/04	$	144,412	$	10,348
	Ally Financial, Inc., 7% (Preferred Stock)	3/12/10		36,650		38,087
	American Media Operations, Inc., 9%, 2013	1/29/09 - 10/15/09		10,054		8,760
	American Media Operations, Inc., 14%, 2013	1/29/09 - 4/15/09		97,991		97,931
	American Petroleum Tankers LLC, 10.25%, 2015	5/6/10		24,314		25,063
	Bonten Media Acquisition Co., 9%, 2015	5/22/07 - 5/19/09		130,003		74,531
	Capella Healthcare, Inc., 9.25%, 2017	6/21/10		24,685		25,250
	Case New Holland, Inc., 7.875%, 2017	6/22/10		104,286		105,788
	Entertainment Properties Trust, REIT, 7.75%, 2020	6/25/10		58,974		60,150
	Insight Communications Co., Inc., 9.375%, 2018	6/30/10		75,000		75,000
	LBI Media, Inc., 8.5%, 2017	7/18/07		98,350		85,750
	Local TV Finance LLC, 10%, 2015	11/09/07 - 11/30/09		174,256		147,633
	Nationstar Mortgage LLC, 10.875%, 2015	3/23/10		53,525		43,175
	USI Holdings Corp., 9.75%, 2015	5/07/07 - 11/28/07		156,538		146,800
	Wachovia Credit, CDO, FRN, 1.888%, 2026	6/08/06		250,000		10,000
	Total Restricted Securities				$	954,266
	% of Net Assets					2.5%
Total Return Variable Account	Anthracite Ltd., “A”, CDO, FRN, 0.797%, 2017	3/19/10	$	104,024	$	104,287
	Bayview Financial Revolving Mortgage Loan Trust, FRN, 1.947%, 2040	3/01/06		193,279		79,592
	Russian Federation, 3.625%, 2015	4/22/10		198,983		193,500
	Spirit Master Funding LLC, 5.05%, 2023	10/04/05		150,765		132,600
	System Energy Resources, Inc., 5.129%, 2014	4/16/04		45,945		46,903
	Total Restricted Securities				$	556,882
	% of Net Assets					0.6%

29

Portfolio of Investments (unaudited) — continued

The following abbreviations are used in this report and are defined:

ADR American Depository Receipt

CDO Collateralized Debt Obligation

FRN Floating Rate Note. Interest rate resets periodically and may not be the rate reported at period end.

GDR Global Depository Receipt

PLC Public Limited Company

REIT Real Estate Investment Trust

STRIPS Separate Trading of Registered Interest and Principal of Securities Insurers

Insurers
AGM	Assured Guaranty Municipal

Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:

AUD Australian Dollar

CAD Canadian Dollar

CHF Swiss Franc

CNY Chinese Yuan Renminbi

DKK Danish Krone

EUR Euro

GBP British Pound

IDR Indonesian Rupiah

JPY Japanese Yen

MXN Mexican Peso

NZD New Zealand Dollar

PLN Polish Zloty

SEK Swedish Krona

TRY Turkish Lira

ZAR South African Rand

See notes to financial statements.

30

Statements of Assets and Liabilities (unaudited) — June 30, 2010

(000 Omitted)

	Capital Appreciation Variable Account			Global Governments Variable Account			Government Securities Variable Account			High Yield Variable Account			Money Market Variable Account			Total Return Variable Account
Assets:
Investments —
Non-affilitated issuers, at identified cost	$	106,884		$	6,060		$	50,275		$	38,600		$	26,215		$	91,891
Underlying funds, at cost and net asset value		916			235			4,963			780			—			697
Repurchase agreements, at cost and value		—			—			—			—			6,973			—
Total investments, at identified cost	$	107,800		$	6,295		$	55,238		$	39,380		$	33,188		$	92,588
Unrealized appreciation (depreciation)		5,126			126			3,667			(1,035	)		—			3,153
Total investments, at value	$	112,926		$	6,421		$	58,905		$	38,345		$	33,188		$	95,741
Cash		—			—			—			6			0	*		1
Receivables for
Forward foreign currency exchange contracts		—			51			—			—			—			—
Investments sold		3,781			35			295			496			—			642
Interest and dividends		105			92			408			724			17			422
Units sold		0	*		0	*		0	*		—			—			0	*
Receivable from investment adviser		7			7			—			4			2			7
Receivable from sponsor		—			—			—			—			—			7
Other assets		3			0	*		1			1			1			2
Total assets	$	116,822		$	6,606		$	59,609		$	39,576		$	33,208		$	96,822
Liabilities:
Payables for
Forward foreign currency exchange contracts	$	—		$	46		$	—		$	3		$	—		$	—
Daily variation margin on open futures contracts		—			—			1			—			—			—
Investments purchased		3,449			—			402			608			965			608
Units surrendered		34			1			79			4			166			9
Payable to affiliates —
Investment adviser		5			0	*		2			1			1			4
Administrative fee		0	*		0	*		0	*		0	*		0	*		0	*
Sponsor		89			0	*		26			20			24			—
Board of Managers fees		3			0	*		1			1			1			2
Accrued expenses and other liabilities		30			29			29			32			16			37
Total liabilities	$	3,610		$	76		$	540		$	669		$	1,173		$	660
Net assets	$	113,212		$	6,530		$	59,069		$	38,907		$	32,035		$	96,162

* Amount was less than $500.

See notes to financial statements.

31

Statements of Assets and Liabilities (unaudited) — June 30, 2010 — continued

(000 Omitted except for unit values)

	Units	Unit Value		Capital Appreciation Variable Account		Global Governments Variable Account		Government Securities Variable Account		High Yield Variable Account		Money Market Variable Account		Total Return Variable Account
Net assets applicable to contract owners:
Capital Appreciation Variable Account —
Compass 2	1,446	$	50.014	$	72,334
Compass 3	21		32.800		701
Compass 3 – Level 2	2,797		13.765		38,496
Global Governments Variable Account —
Compass 2	61	$	30.202			$	1,829
Compass 3	5		29.210				141
Compass 3 – Level 2	261		17.274				4,510
Government Securities Variable Account —
Compass 2	938	$	47.072					$	44,152
Compass 3	4		32.704						134
Compass 3 – Level 2	692		19.309						13,367
High Yield Variable Account —
Compass 2	700	$	43.834							$	30,704
Compass 3	7		32.034								226
Compass 3 – Level 2	420		17.286								7,264
Money Market Variable Account —
Compass 2	703	$	21.386									$	15,015
Compass 3	13		17.424										227
Compass 3 – Level 2	1,258		13.168										16,568
Total Return Variable Account —
Compass 2	645	$	45.845											$	29,572
Compass 3	39		44.342												1,720
Compass 3 – Level 2	2,949		21.614												63,736
Net assets applicable to owners of deferred contracts					111,531		6,480		57,653		38,194		31,810		95,028
Reserve for variable annuities —
Compass 2 Contracts					1,487		11		1,375		678		179		838
Compass 3 Contracts					—		—		—		—		—		—
Compass 3 – Level 2 Contracts					194		39		41		35		46		296
Net assets				$	113,212	$	6,530	$	59,069	$	38,907	$	32,035	$	96,162

See notes to financial statements.

32

Statements of Operations (unaudited) — Six Months Ended June 30, 2010

(000 Omitted)

	Capital Appreciation Variable Account			Global Governments Variable Account			Government Securities Variable Account			High Yield Variable Account			Money Market Variable Account			Total Return Variable Account
Net Investment income (loss):
Income —
Interest	$	—		$	94		$	1,302		$	1,787		$	44		$	962
Dividends		845			—			—			8			—			720
Dividends from underlying funds		1			0	*		4			1			—			1
Foreign taxes withheld		(14	)		—			—			—			—			(11	)
Total investment income	$	832		$	94		$	1,306		$	1,796		$	44		$	1,672
Expenses —
Mortality and expense risk charges	$	796		$	43		$	373		$	252		$	207		$	632
Management fee		476			26			164			150			82			386
Boards of Managers fees		9			1			4			3			2			7
Distribution expense charge		1			0	*		0	*		0	*		0	*		1
Administrative fee		24			5			12			8			7			19
Custodian fee		16			14			14			12			3			24
Printing		3			3			3			3			5			3
Auditing fees		18			23			21			26			11			24
Legal fees		4			4			4			4			4			4
Miscellaneous		5			2			3			3			4			7
Total expenses	$	1,352		$	121		$	598		$	461		$	325		$	1,107
Fees paid indirectly		(0	)*		(0	)*		(0	)*		(0	)*		(0	)*		(0	)*
Reduction of expenses by investment adviser		(34	)		(34	)		—			(28	)		(75	)		(35	)
Net expenses	$	1,318		$	87		$	598		$	433		$	250		$	1,072
Net investment income (loss)	$	(486	)	$	7		$	708		$	1,363		$	(206	)	$	600
Realized and unrealized gain (loss) on investments:
Realized gain (loss) (identified cost basis) —
Investment transactions	$	4,306		$	7		$	178		$	548		$	0	*	$	41
Futures contracts		—			—			38			—			—			—
Foreign currency transactions		(6	)		70			—			52			—			(7	)
Net realized gain (loss) on investments and foreign currency transactions	$	4,300		$	77		$	216		$	600		$	0	*	$	34
Change in unrealized appreciation (depreciation) —
Investments	$	(15,280	)	$	(175	)	$	1,466		$	(586	)	$	—		$	(3,530	)
Futures contracts		—			—			76			—			—			—
Translation of assets and liabilities in foreign currencies		(2	)		23			—			(10	)		—			3
Net unrealized gain (loss) on investments and foreign currency translation	$	(15,282	)	$	(152	)	$	1,542		$	(596	)	$	—		$	(3,527	)
Net realized and unrealized gain (loss) on investments and foreign currency	$	(10,982	)	$	(75	)	$	1,758		$	4		$	0	*	$	(3,493	)
Change in net assets from operations	$	(11,468	)	$	(68	)	$	2,466		$	1,367		$	(206	)	$	(2,893	)

* Amount was less than $500.

See notes to financial statements.

33

Statements of Changes in Net Assets

(000 Omitted)

	Capital Appreciation Variable Account						Global Governments Variable Account						Government Securities Variable Account
	Six Months Ended 6/30/10 (unaudited)			Year Ended 12/31/09			Six Months Ended 6/30/10 (unaudited)			Year Ended 12/31/09			Six Months Ended 6/30/10 (unaudited)			Year Ended 12/31/09
Change in net assets:
From operations:
Net investment income (loss)	$	(486	)	$	(690	)	$	7		$	37		$	708		$	1,734
Net realized gain (loss) on investments and foreign currency transactions		4,300			(10,643	)		77			59			216			658
Net unrealized gain (loss) on investments and foreign currency translation		(15,282	)		49,716			(152	)		14			1,542			(224	)
Change in net assets from operations	$	(11,468	)	$	38,383		$	(68	)	$	110		$	2,466		$	2,168
Participant transactions:
Accumulation activity:
Purchase payments received	$	455		$	754		$	11		$	18		$	197		$	601
Net transfers between variable and fixed accumulation accounts		(650	)		(2,491	)		(276	)		85			(142	)		(462	)
Withdrawals, surrenders, annuitizations, and contract charges		(7,269	)		(13,276	)		(765	)		(956	)		(4,279	)		(8,599	)
Net accumulation activity	$	(7,464	)	$	(15,013	)	$	(1,030	)	$	(853	)	$	(4,224	)	$	(8,460	)
Annuitization activity:
Annuitizations	$	29		$	2		$	—		$	—		$	11		$	259
Annuity payments and contract charges		(163	)		(261	)		(3	)		(6	)		(143	)		(211	)
Adjustments to annuity reserves		(90	)		(77	)		(11	)		11			(33	)		20
Net annuitization activity	$	(224	)	$	(336	)	$	(14	)	$	5		$	(165	)	$	68
Change in net assets from participant transactions	$	(7,688	)	$	(15,349	)	$	(1,044	)	$	(848	)	$	(4,389	)	$	(8,392	)
Total change in net assets	$	(19,156	)	$	23,034		$	(1,112	)	$	(738	)	$	(1,923	)	$	(6,224	)
Net assets:
At beginning of period		132,368			109,334			7,642			8,380			60,992			67,216
At end of period	$	113,212		$	132,368		$	6,530		$	7,642		$	59,069		$	60,992

See notes to financial statements.

34

Statements of Changes in Net Assets — continued

(000 Omitted)

	High Yield Variable Account						Money Market Variable Account						Total Return Variable Account
	Six Months Ended 6/30/10 (unaudited)			Year Ended 12/31/09			Six Months Ended 6/30/10 (unaudited)			Year Ended 12/31/09			Six Months Ended 6/30/10 (unaudited)			Year Ended 12/31/09
Change in net assets:
From operations:
Net investment income (loss)	$	1,363		$	2,962		$	(206	)	$	(472	)	$	600		$	1,626
Net realized gain (loss) on investments and foreign currency transactions		600			(2,734	)		0	*		—			34			(7,657	)
Net unrealized gain (loss) on investments and foreign currency translation		(596	)		13,451			—			—			(3,527	)		21,444
Change in net assets from operations	$	1,367		$	13,679		$	(206	)	$	(472	)	$	(2,893	)	$	15,413
Participant transactions:
Accumulation activity:
Purchase payments received	$	161		$	175		$	109		$	192		$	262		$	764
Net transfers between variable and fixed accumulation accounts		(1,367	)		(1,074	)		1,498			2,040			(645	)		(2,849	)
Withdrawals, surrenders, annuitizations, and contract charges		(2,300	)		(3,856	)		(3,289	)		(8,583	)		(6,210	)		(12,313	)
Net accumulation activity	$	(3,506	)	$	(4,755	)	$	(1,682	)	$	(6,351	)	$	(6,593	)	$	(14,398	)
Annuitization activity:
Annuitizations	$	10		$	—		$	1		$	5		$	16		$	24
Annuity payments and contract charges		(65	)		(110	)		(26	)		(55	)		(84	)		(161	)
Adjustments to annuity reserves		(16	)		(1	)		(20	)		(6	)		52			(61	)
Net annuitization activity	$	(71	)	$	(111	)	$	(45	)	$	(56	)	$	(16	)	$	(198	)
Change in net assets from participant transactions	$	(3,577	)	$	(4,866	)	$	(1,727	)	$	(6,407	)	$	(6,609	)	$	(14,596	)
Total change in net assets	$	(2,210	)	$	8,813		$	(1,933	)	$	(6,879	)	$	(9,502	)	$	817
Net assets:
At beginning of period		41,117			32,304			33,968			40,847			105,664			104,847
At end of period	$	38,907		$	41,117		$	32,035		$	33,968		$	96,162		$	105,664

* Amount was less than $500.

See notes to financial statements.

35

Financial Highlights

The financial highlights table is intended to help you understand the variable account’s financial performance for the semiannual period and the past 5 years. Certain information reflects financial results for a single unit value. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the variable account held for the entire period.

	Capital Appreciation Variable Account
	Compass 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	55.063		$	39.750		$	63.669		$	58.101		$	55.446		$	55.625
Investment income	$	0.365		$	0.685		$	0.780		$	0.751		$	0.560		$	0.580
Expenses		(0.580	)		(0.965	)		(1.154	)		(1.319	)		(1.198	)		(1.179	)
Net investment loss	$	(0.215	)	$	(0.280	)	$	(0.374	)	$	(0.568	)	$	(0.638	)	$	(0.599	)
Net realized and unrealized gain (loss) on investments and foreign currency		(4.834	)		15.593			(23.545	)		6.136			3.293			0.420
Change in unit value	$	(5.049	)	$	15.313		$	(23.919	)	$	5.568		$	2.655		$	(0.179	)
Unit value:
Net asset value — end of period	$	50.014		$	55.063		$	39.750		$	63.669		$	58.101		$	55.446
Total Return (%) (k)(r)(s)		(9.17	)(n)		38.52			(37.57	)		9.58			4.79			(0.32	)
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.18	(a)		2.18			2.17			2.15			2.15			2.16
Expenses after expense reductions (f)		2.12	(a)		2.12			2.12			2.14			N/A			N/A
Net investment loss		(0.78	)(a)		(0.60	)		(0.68	)		(0.91	)		(1.11	)		(1.08	)
Portfolio turnover (%)		23			47			49			63			61			130
Number of units outstanding at end of period (000 Omitted)		1,446			1,539			1,761			1,980			2,419			3,018
	Capital Appreciation Variable Account
	Compass 3
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	36.129		$	26.107		$	41.858		$	38.235		$	36.524		$	36.678
Investment income	$	0.233		$	0.425		$	0.497		$	0.490		$	0.355		$	0.370
Expenses		(0.395	)		(0.635	)		(0.783	)		(0.903	)		(0.807	)		(0.795	)
Net investment loss	$	(0.162	)	$	(0.210	)	$	(0.286	)	$	(0.413	)	$	(0.452	)	$	(0.425	)
Net realized and unrealized gain (loss) on investments and foreign currency		(3.167	)		10.232			(15.465	)		4.036			2.163			0.271
Change in unit value	$	(3.329	)	$	10.022		$	(15.751	)	$	3.623		$	1.711		$	(0.154	)
Unit value:
Net asset value — end of period	$	32.800		$	36.129		$	26.107		$	41.858		$	38.235		$	36.524
Total Return (%) (k)(r)(s)		(9.21	)(n)		38.39			(37.63	)		9.48			4.69			(0.42	)
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.28	(a)		2.28			2.27			2.25			2.25			2.26
Expenses after expense reductions (f)		2.22	(a)		2.22			2.22			2.24			N/A			N/A
Net investment loss		(0.90	)(a)		(0.73	)		(0.81	)		(1.04	)		(1.30	)		(1.20	)
Portfolio turnover (%)		23			47			49			63			61			130
Number of units outstanding at end of period (000 Omitted)		21			27			46			73			128			237

36

Financial Highlights — continued

	Capital Appreciation Variable Account
	Compass 3 – Level 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	15.151		$	10.932		$	17.501		$	15.963		$	15.226		$	15.267
Investment income	$	0.099		$	0.186		$	0.211		$	0.203		$	0.152		$	0.158
Expenses		(0.155	)		(0.258	)		(0.308	)		(0.352	)		(0.320	)		(0.316	)
Net investment loss	$	(0.056	)	$	(0.072	)	$	(0.097	)	$	(0.149	)	$	(0.168	)	$	(0.158	)
Net realized and unrealized gain (loss) on investments and foreign currency		(1.330	)		4.291			(6.472	)		1.687			0.905			0.117
Change in unit value	$	(1.386	)	$	4.219		$	(6.569	)	$	1.538		$	0.737		$	(0.041	)
Unit value:
Net asset value — end of period	$	13.765		$	15.151		$	10.932		$	17.501		$	15.963		$	15.226
Total Return (%) (k)(r)(s)		(9.15	)(n)		38.59			(37.54	)		9.64			4.84			(0.27	)
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.13	(a)		2.13			2.12			2.10			2.10			2.11
Expenses after expense reductions (f)		2.07	(a)		2.07			2.07			2.09			N/A			N/A
Net investment loss		(0.75	)(a)		(0.58	)		(0.65	)		(0.88	)		(1.13	)		(1.05	)
Portfolio turnover (%)		23			47			49			63			61			130
Number of units outstanding at end of period (000 Omitted)		2,797			2,945			3,335			3,671			4,378			5,248

(a) Annualized.

(d) Per unit data is based on the average number of units outstanding during each period.

(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.

(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.

(n) Not annualized.

(r) Certain expenses have been reduced without which performance would have been lower.

(s) From time to time the variable account may receive proceeds from litigation settlements, without which performance would be lower.

See notes to financial statements.

37

Financial Highlights — continued

The financial highlights table is intended to help you understand the variable account’s financial performance for the semiannual period and the past 5 years. Certain information reflects financial results for a single unit value. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the variable account held for the entire period.

	Global Governments Variable Account
	Compass 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	30.488		$	29.979		$	27.622		$	25.732		$	24.865		$	27.240
Investment income	$	0.404		$	0.885		$	0.944		$	1.052		$	1.003		$	0.925
Expenses		(0.371	)		(0.742	)		(0.716	)		(0.653	)		(0.629	)		(0.651	)
Net investment income	$	0.033		$	0.143		$	0.228		$	0.399		$	0.374		$	0.274
Net realized and unrealized gain (loss) on investments and foreign currency		(0.319	)		0.366			2.129			1.491			0.493			(2.649	)
Change in unit value	$	(0.286	)	$	0.509		$	2.357		$	1.890		$	0.867		$	(2.375	)
Unit value:
Net asset value — end of period	$	30.202		$	30.488		$	29.979		$	27.622		$	25.732		$	24.865
Total Return (%) (k)(r)(s)		(0.94	)(n)		1.70			8.54			7.34			3.49			(8.72	)
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		3.47	(a)		3.33			3.50			3.35			3.39			2.95
Expenses after expense reductions (f)		2.50	(a)		2.50			2.50			2.50			2.50			2.50
Net investment income		0.22	(a)		0.48			0.79			1.52			1.48			1.04
Portfolio turnover (%)		27			87			111			141			118			144
Number of units outstanding at end of period (000 Omitted)		61			85			91			85			104			116
	Global Governments Variable Account
	Compass 3
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	29.508		$	29.059		$	26.814		$	25.017		$	24.209		$	26.561
Investment income	$	0.392		$	0.834		$	0.904		$	1.044		$	1.025		$	0.949
Expenses		(0.381	)		(0.746	)		(0.727	)		(0.678	)		(0.659	)		(0.688	)
Net investment income	$	0.011		$	0.088		$	0.177		$	0.366		$	0.366		$	0.261
Net realized and unrealized gain (loss) on investments and foreign currency		(0.309	)		0.361			2.068			1.431			0.442			(2.613	)
Change in unit value	$	(0.298	)	$	0.449		$	2.245		$	1.797		$	0.808		$	(2.352	)
Unit value:
Net asset value — end of period	$	29.210		$	29.508		$	29.059		$	26.814		$	25.017		$	24.209
Total Return (%) (k)(r)(s)		(1.01	)(n)		1.55			8.38			7.18			3.34			(8.85	)
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		3.62	(a)		3.48			3.65			3.50			3.54			3.10
Expenses after expense reductions (f)		2.65	(a)		2.65			2.65			2.65			2.65			2.65
Net investment income		0.07	(a)		0.31			0.65			1.44			1.41			0.97
Portfolio turnover (%)		27			87			111			141			118			144
Number of units outstanding at end of period (000 Omitted)		5			7			11			15			18			26

38

Financial Highlights — continued

	Global Governments Variable Account
	Compass 3 – Level 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	17.438		$	17.147		$	15.798		$	14.718		$	14.221		$	15.580
Investment income	$	0.234		$	0.508		$	0.541		$	0.608		$	0.574		$	0.526
Expenses		(0.215	)		(0.426	)		(0.410	)		(0.377	)		(0.361	)		(0.371	)
Net investment income	$	0.019		$	0.082		$	0.131		$	0.231		$	0.213		$	0.155
Net realized and unrealized gain (loss) on investments and foreign currency		(0.183	)		0.209			1.218			0.849			0.284			(1.514	)
Change in unit value	$	(0.164	)	$	0.291		$	1.349		$	1.080		$	0.497		$	(1.359	)
Unit value:
Net asset value — end of period	$	17.274		$	17.438		$	17.147		$	15.798		$	14.718		$	14.221
Total Return (%) (k)(r)(s)		(0.94	)n		1.70			8.54			7.34			3.49			(8.72	)
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		3.47	(a)		3.33			3.50			3.35			3.39			2.95
Expenses after expense reductions (f)		2.50	(a)		2.50			2.50			2.50			2.50			2.50
Net investment income		0.22	(a)		0.48			0.79			1.53			1.47			1.04
Portfolio turnover (%)		27			87			111			141			118			144
Number of units outstanding at end of period (000 Omitted)		261			274			306			332			403			468

(a) Annualized.

(d) Per unit data is based on the average number of units outstanding during each period.

(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.

(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.

(n) Not annualized.

(r) Certain expenses have been reduced without which performance would have been lower.

(s) From time to time the variable account may receive proceeds from litigation settlements, without which performance would be lower.

See notes to financial statements.

39

Financial Highlights — continued

The financial highlights table is intended to help you understand the variable account’s financial performance for the semiannual period and the past 5 years. Certain information reflects financial results for a single unit value. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the variable account held for the entire period.

	Government Securities Variable Account
	Compass 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	45.185		$	43.715		$	40.804		$	38.619		$	37.679		$	37.338
Investment income	$	1.032		$	2.152		$	2.116		$	2.117		$	2.024		$	1.936
Expenses		(0.473	)		(0.917	)		(0.860	)		(0.802	)		(0.757	)		(0.752	)
Net investment income	$	0.559		$	1.235		$	1.256		$	1.315		$	1.267		$	1.184
Net realized and unrealized gain (loss) on investments		1.328			0.235			1.655			0.870			(0.327	)		(0.843	)
Change in unit value	$	1.887		$	1.470		$	2.911		$	2.185		$	0.940		$	0.341
Unit value:
Net asset value — end of period	$	47.072		$	45.185		$	43.715		$	40.804		$	38.619		$	37.679
Total Return (%) (k)(s)		4.18	(n)		3.36			7.14			5.66			2.50			0.91
Ratios (%) (to average net assets):
Expenses (f)		2.06	(a)		2.04			2.05			2.02			2.01			2.01
Net investment income		2.37	(a)		2.70			2.93			3.26			3.28			3.09
Portfolio turnover (%)		10			27			45			35			17			69
Number of units outstanding at end of period (000 Omitted)		938			1,010			1,151			1,269			1,538			1,852
	Government Securities Variable Account
	Compass 3
	Six Months Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	31.409		$	30.417		$	28.419		$	26.924		$	26.295		$	26.082
Investment income	$	0.691		$	1.442		$	1.427		$	1.470		$	1.352		$	1.316
Expenses		(0.331	)		(0.651	)		(0.618	)		(0.583	)		(0.538	)		(0.543	)
Net investment income	$	0.360		$	0.791		$	0.809		$	0.887		$	0.814		$	0.773
Net realized and unrealized gain (loss) on investments		0.935			0.201			1.189			0.608			(0.185	)		(0.560	)
Change in unit value	$	1.295		$	0.992		$	1.998		$	1.495		$	0.629		$	0.213
Unit value:
Net asset value — end of period	$	32.704		$	31.409		$	30.417		$	28.419		$	26.924		$	26.295
Total Return (%) (k)(s)		4.12	(n)		3.26			7.03			5.55			2.40			0.82
Ratios (%) (to average net assets):
Expenses (f)		2.16	(a)		2.14			2.15			2.12			2.11			2.11
Net investment income		2.32	(a)		2.60			2.80			3.25			3.15			2.96
Portfolio turnover (%)		10			27			45			35			17			69
Number of units outstanding at end of period (000 Omitted)		4			10			20			28			40			69

40

Financial Highlights — continued

	Government Securities Variable Account
	Compass 3 – Level 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	18.530		$	17.918		$	16.717		$	15.814		$	15.421		$	15.274
Investment income	$	0.412		$	0.862		$	0.848		$	0.848		$	0.813		$	0.781
Expenses		(0.188	)		(0.364	)		(0.342	)		(0.318	)		(0.300	)		(0.299	)
Net investment income	$	0.224		$	0.498		$	0.506		$	0.530		$	0.513		$	0.482
Net realized and unrealized gain (loss) on investments		0.555			0.114			0.695			0.373			(0.120	)		(0.335	)
Change in unit value	$	0.779		$	0.612		$	1.201		$	0.903		$	0.393		$	0.147
Unit value:
Net asset value — end of period	$	19.309		$	18.530		$	17.918		$	16.717		$	15.814		$	15.421
Total Return (%) (k)(s)		4.20	(n)		3.41			7.19			5.71			2.55			0.96
Ratios (%) (to average net assets):
Expenses (f)		2.01	(a)		1.99			2.00			1.97			1.96			1.96
Net investment income		2.38	(a)		2.72			2.94			3.29			3.30			3.12
Portfolio turnover (%)		10			27			45			35			17			69
Number of units outstanding at end of period (000 Omitted)		692			731			831			889			1,054			1,280

(a) Annualized.

(d) Per unit data is based on the average number of units outstanding during each period.

(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.

(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.

(n) Not annualized.

(s) From time to time the variable account may receive proceeds from litigation settlements, without which performance would be lower.

See notes to financial statements.

41

Financial Highlights — continued

The financial highlights table is intended to help you understand the variable account’s financial performance for the semiannual period and the past 5 years. Certain information reflects financial results for a single unit value. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the variable account held for the entire period.

	High Yield Variable Account
	Compass 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	42.360		$	29.057		$	40.344		$	40.172		$	36.840		$	36.669
Investment income	$	1.981		$	3.733		$	3.568		$	3.391		$	3.121		$	2.959
Expenses		(0.478	)		(0.781	)		(0.817	)		(0.901	)		(0.847	)		(0.820	)
Net investment income	$	1.503		$	2.952		$	2.751		$	2.490		$	2.274		$	2.139
Net realized and unrealized gain (loss) on investments and foreign currency		(0.029	)		10.351			(14.038	)		(2.318	)		1.058			(1.968	)
Change in unit value	$	1.474		$	13.303		$	(11.287	)	$	0.172		$	3.332		$	0.171
Unit value:
Net asset value — end of period	$	43.834		$	42.360		$	29.057		$	40.344		$	40.172		$	36.840
Total Return (%) (k)(r)(s)		3.48	(n)		45.78			(27.98	)		0.43			9.04			0.47
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.34	(a)		2.35			2.36			2.25			2.32			2.28	(o)
Expenses after expense reductions (f)		2.20	(a)		2.20			2.20			2.20			2.22			2.25
Net investment income		6.82	(a)		8.18			7.28			5.96			5.84			5.76
Portfolio turnover (%)		36			56			62			66			88			53
Number of units outstanding at end of period (000 Omitted)		700			753			862			958			1,119			1,323
	High Yield Variable Account
	Compass 3
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	30.972		$	21.266		$	29.556		$	29.459		$	27.043		$	26.943
Investment income	$	1.406		$	2.629		$	2.515		$	2.445		$	2.212		$	2.118
Expenses		(0.360	)		(0.580	)		(0.613	)		(0.681	)		(0.635	)		(0.620	)
Net investment income	$	1.046		$	2.049		$	1.902		$	1.764		$	1.577		$	1.498
Net realized and unrealized gain (loss) on investments and foreign currency		0.016			7.657			(10.192	)		(1.667	)		0.839			(1.398	)
Change in unit value	$	1.062		$	9.706		$	(8.290	)	$	0.097		$	2.416		$	0.100
Unit value:
Net asset value — end of period	$	32.034		$	30.972		$	21.266		$	29.556		$	29.459		$	27.043
Total Return (%) (k)(r)(s)		3.43	(n)		45.64			(28.05	)		0.33			8.94			0.37
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.44	(a)		2.45			2.46			2.35			2.42			2.38	(o)
Expenses after expense reductions (f)		2.30	(a)		2.30			2.30			2.30			2.32			2.35
Net investment income		6.68	(a)		8.08			7.09			5.93			5.71			5.64
Portfolio turnover (%)		36			56			62			66			88			53
Number of units outstanding at end of period (000 Omitted)		7			8			13			21			34			47

42

Financial Highlights — continued

	High Yield Variable Account
	Compass 3 – Level 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	16.700		$	11.450		$	15.890		$	15.814		$	14.495		$	14.421
Investment income	$	0.760		$	1.416		$	1.380		$	1.310		$	1.202		$	1.142
Expenses		(0.181	)		(0.298	)		(0.313	)		(0.344	)		(0.323	)		(0.312	)
Net investment income	$	0.579		$	1.118		$	1.067		$	0.966		$	0.879		$	0.830
Net realized and unrealized gain (loss) on investments and foreign currency		0.007			4.132			(5.507	)		(0.890	)		0.440			(0.756	)
Change in unit value	$	0.586		$	5.250		$	(4.440	)	$	0.076		$	1.319		$	0.074
Unit value:
Net asset value — end of period	$	17.286		$	16.700		$	11.450		$	15.890		$	15.814		$	14.495
Total Return (%) (k)(r)(s)		3.51	(n)		45.86			(27.94	)		0.48			9.10			0.52
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.29	(a)		2.30			2.31			2.20			2.27			2.23	(o)
Expenses after expense reductions (f)		2.15	(a)		2.15			2.15			2.15			2.17			2.20
Net investment income		6.85	(a)		8.03			7.27			5.98			5.86			5.81
Portfolio turnover (%)		36			56			62			66			88			53
Number of units outstanding at end of period (000 Omitted)		420			493			558			579			774			937

(a) Annualized.

(d) Per unit data is based on the average number of units outstanding during each period.

(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.

(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.

(n) Not annualized.

(o) Due to a revision, the ratios of expenses before expense reductions for the year ended December 31, 2005 not previously reported, were 2.28%, 2.38% and 2.23% for Compass 2, Compass 3, and Compass 3 – Level 2, respectively. There was no impact to net assets or the expenses charged to the contract holder.

(r) Certain expenses have been reduced without which performance would have been lower.

(s) From time to time the variable account may receive proceeds from litigation settlements, without which performance would be lower.

See notes to financial statements.

43

Financial Highlights — continued

The financial highlights table is intended to help you understand the variable account’s financial performance for the semiannual period and the past 5 years. Certain information reflects financial results for a single unit value. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the variable account held for the entire period.

	Money Market Variable Account
	Compass 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	21.523		$	21.803		$	21.676		$	20.979		$	20.331		$	20.073
Investment income	$	0.029		$	0.078		$	0.567		$	1.145		$	1.051		$	0.661
Expenses		(0.166	)		(0.357	)		(0.432	)		(0.431	)		(0.403	)		(0.403	)
Net investment income (loss)	$	(0.137	)	$	(0.279	)	$	0.135		$	0.714		$	0.648		$	0.258
Net realized and unrealized gain (loss) on investments		0.000	(w)		(0.001	)		(0.008	)		(0.017	)(g)		—			(0.000	)(w)
Change in unit value	$	(0.137	)	$	(0.280	)	$	0.127		$	0.697		$	0.648		$	0.258
Unit value:
Net asset value — end of period	$	21.386		$	21.523		$	21.803		$	21.676		$	20.979		$	20.331
Total Return (%) (k)(r)(s)		(0.64	)(n)		(1.28	)		0.58			3.32			3.19			1.29
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.02	(a)		2.01			1.99			2.00			1.95			1.99
Expenses after expense reductions (f)		1.56	(a)		1.66			1.97			N/A			N/A			N/A
Net investment income (loss)		(1.28	)(a)		(1.27	)		0.61			3.29			3.15			1.38
Number of units outstanding at end of period (000 Omitted)		703			732			793			887			928			1,128
	Money Market Variable Account
	Compass 3
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	17.544		$	17.790		$	17.704		$	17.152		$	16.638		$	16.443
Investment income	$	0.022		$	0.066		$	0.468		$	0.902		$	0.852		$	0.539
Expenses		(0.142	)		(0.308	)		(0.364	)		(0.356	)		(0.338	)		(0.344	)
Net investment income (loss)	$	(0.120	)	$	(0.242	)	$	0.104		$	0.546		$	0.514		$	0.195
Net realized and unrealized gain (loss) on investments		0.000	(w)		(0.004	)		(0.018	)		0.006	(g)		—			(0.000	)(w)
Change in unit value	$	(0.120	)	$	(0.246	)	$	0.086		$	0.552		$	0.514		$	0.195
Unit value:
Net asset value — end of period	$	17.424		$	17.544		$	17.790		$	17.704		$	17.152		$	16.638
Total Return (%) (k)(r)(s)		(0.68	)(n)		(1.38	)		0.49			3.22			3.09			1.19
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.12	(a)		2.11			2.09			2.10			2.05			2.09
Expenses after expense reductions (f)		1.66	(a)		1.76			2.07			N/A			N/A			N/A
Net investment income (loss)		(1.39	)(a)		(1.38	)		0.59			3.20			3.00			1.42
Number of units outstanding at end of period (000 Omitted)		13			18			45			64			131			218

44

Financial Highlights — continued

	Money Market Variable Account
	Compass 3 – Level 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	13.249		$	13.415		$	13.330		$	12.895		$	12.491		$	12.326
Investment income	$	0.017		$	0.048		$	0.344		$	0.695		$	0.644		$	0.405
Expenses		(0.098	)		(0.213	)		(0.257	)		(0.257	)		(0.240	)		(0.240	)
Net investment income (loss)	$	(0.081	)	$	(0.165	)	$	0.087		$	0.438		$	0.404		$	0.165
Net realized and unrealized gain (loss) on investments		0.000	(w)		(0.001	)		(0.002	)		(0.003	)(g)		—			(0.000	)(w)
Change in unit value	$	(0.081	)	$	(0.166	)	$	0.085		$	0.435		$	0.404		$	0.165
Unit value:
Net asset value — end of period	$	13.168		$	13.249		$	13.415		$	13.330		$	12.895		$	12.491
Total Return (%) (k)(r)(s)		(0.61	)(n)		(1.23	)		0.63			3.38			3.24			1.34
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		1.97	(a)		1.96			1.94			1.95			1.90			1.94
Expenses after expense reductions (f)		1.51	(a)		1.61			1.92			N/A			N/A			N/A
Net investment income (loss)		(1.24	)(a)		(1.24	)		0.65			3.32			3.18			1.39
Number of units outstanding at end of period (000 Omitted)		1,258			1,332			1,673			1,871			1,969			2,384

(a) Annualized.

(d) Per unit data is based on the average number of units outstanding during each period.

(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.

(g) The per unit amount varies from the net realized and unrealized gain/loss for the period because of the timing of sales of variable account units and the per unit amount of realized and unrealized gains and losses at such time.

(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.

(n) Not annualized.

(r) Certain expenses have been reduced without which performance would have been lower.

(s) From time to time the variable account may receive proceeds from litigation settlements, without which performance would be lower.

(w) Per unit amount was less than $0.001.

See notes to financial statements.

45

Financial Highlights — continued

The financial highlights table is intended to help you understand the variable account’s financial performance for the semiannual period and the past 5 years. Certain information reflects financial results for a single unit value. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the variable account held for the entire period.

	Total Return Variable Account
	Compass 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	47.266		$	40.464		$	52.709		$	51.373		$	46.459		$	45.729
Investment income	$	0.794		$	1.601		$	1.748		$	1.832		$	1.749		$	1.521
Expenses		(0.504	)		(0.892	)		(1.008	)		(1.126	)		(1.033	)		(0.970	)
Net investment income	$	0.290		$	0.709		$	0.740		$	0.706		$	0.716		$	0.551
Net realized and unrealized gain (loss) on investments and foreign currency		(1.711	)		6.093			(12.985	)		0.630			4.198			0.179
Change in unit value	$	(1.421	)	$	6.802		$	(12.245	)	$	1.336		$	4.914		$	0.730
Unit value:
Net asset value — end of period	$	45.845		$	47.266		$	40.464		$	52.709		$	51.373		$	46.459
Total Return (%) (k)(r)(s)		(3.01	)(n)		16.81			(23.23	)		2.60			10.58			1.60
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.17	(a)		2.18			2.16			2.12			2.14			2.12
Expenses after expense reductions (f)		2.10	(a)		2.10			2.10			2.11			N/A			N/A
Net investment income		1.19	(a)		1.64			1.52			1.30			1.46			1.18
Portfolio turnover (%)		12			41			57			54			45			49
Number of units outstanding at end of period (000 Omitted)		645			685			807			948			1,156			1,349
	Total Return Variable Account
	Compass 3
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	45.750		$	39.224		$	51.169		$	49.947		$	45.236		$	44.592
Investment income	$	0.744		$	1.505		$	1.645		$	1.770		$	1.645		$	1.450
Expenses		(0.514	)		(0.902	)		(1.033	)		(1.165	)		(1.051	)		(1.019	)
Net investment income	$	0.230		$	0.603		$	0.612		$	0.605		$	0.594		$	0.431
Net realized and unrealized gain (loss) on investments and foreign currency		(1.638	)		5.923			(12.557	)		0.617			4.117			0.213
Change in unit value	$	(1.408	)	$	6.526		$	(11.945	)	$	1.222		$	4.711		$	0.644
Unit value:
Net asset value — end of period	$	44.342		$	45.750		$	39.224		$	51.169		$	49.947		$	45.236
Total Return (%) (k)(r)(s)		(3.08	)(n)		16.64			(23.34	)		2.45			10.42			1.45
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.32	(a)		2.33			2.31			2.27			2.29			2.27
Expenses after expense reductions (f)		2.25	(a)		2.25			2.25			2.26			N/A			N/A
Net investment income		1.00	(a)		1.50			1.33			1.18			1.28			0.97
Portfolio turnover (%)		12			41			57			54			45			49
Number of units outstanding at end of period (000 Omitted)		39			48			74			107			142			217

46

Financial Highlights — continued

	Total Return Variable Account
	Compass 3 – Level 2
	Six Months  Ended 6/30/10 (Unaudited)			Years Ended 12/31
				2009			2008			2007			2006			2005
Per unit data: (d)
Net asset value — beginning of period	$	22.284		$	19.077		$	24.850		$	24.220		$	21.903		$	21.559
Investment income	$	0.366		$	0.740		$	0.807		$	0.849		$	0.812		$	0.710
Expenses		(0.235	)		(0.417	)		(0.471	)		(0.527	)		(0.484	)		(0.457	)
Net investment income	$	0.131		$	0.323		$	0.336		$	0.322		$	0.328		$	0.253
Net realized and unrealized gain (loss) on investments and foreign currency		(0.801	)		2.884			(6.109	)		0.308			1.989			0.091
Change in unit value	$	(0.670	)	$	3.207		$	(5.773	)	$	0.630		$	2.317		$	0.344
Unit value:
Net asset value — end of period	$	21.614		$	22.284		$	19.077		$	24.850		$	24.220		$	21.903
Total Return (%) (k)(r)(s)		(3.01	)(n)		16.81			(23.23	)		2.60			10.58			1.60
Ratios (%) (to average net assets):
Expenses before expense reductions (f)		2.17	(a)		2.18			2.16			2.12			2.14			2.12
Expenses after expense reductions (f)		2.10	(a)		2.10			2.10			2.11			N/A			N/A
Net investment income		1.16	(a)		1.61			1.49			1.28			1.44			1.17
Portfolio turnover (%)		12			41			57			54			45			49
Number of units outstanding at end of period (000 Omitted)		2,949			3,136			3,572			4,116			4,695			5,462

(a) Annualized.

(d) Per unit data is based on the average number of units outstanding during each period.

(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.

(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.

(n) Not annualized.

(r) Certain expenses have been reduced without which performance would have been lower.

(s) From time to time the variable account may receive proceeds from litigation settlements, without which performance would be lower.

See notes to financial statements.

47

Notes to Financial Statements (unaudited)

(1) Business and Organization

Capital Appreciation Variable Account, Global Governments Variable Account, Government Securities Variable Account, High Yield Variable Account, Money Market Variable Account, and Total Return Variable Account (the variable account(s)) are separate accounts established by Sun Life Assurance Company of Canada (U.S.), the Sponsor, in connection with the issuance of Compass 2 and Compass 3 combination fixed/variable annuity contracts. The variable accounts operate as open-end management investment companies as those terms are defined in the Investment Company Act of 1940, as amended.

(2) Significant Accounting Policies

General – The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the variable accounts’ Statement of Assets and Liabilities through the date that the financial statements were issued. The High Yield Variable Account may invest up to 100% of its portfolio in high-yield securities rated below investment grade. Investments in high-yield securities involve greater degrees of credit and market risk than investments in higher-rated securities and tend to be more sensitive to economic conditions. The Government Securities Variable Account and Total Return Variable Account may invest a significant portion of its assets in asset-backed and/or mortgage-backed securities. The value of these securities may depend, in part, on the issuer’s or borrower’s credit quality or ability to pay principal and interest when due and may fall if an issuer or borrower defaults on its obligation to pay principal or interest or if the instrument’s credit rating is downgraded by a credit rating agency. U.S. Government securities not supported as to the payment of principal or interest by the U.S. Treasury, such as those issued by Fannie Mae, Freddie Mac, and the Federal Home Loan Banks, are subject to greater credit risk than are U.S. Government securities supported by the U.S. Treasury, such as those issued by Ginnie Mae. The Capital Appreciation Variable Account, Global Governments Variable Account, High Yield Variable Account, and Total Return Variable Account can invest in foreign securities, including securities of emerging market issuers. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s legal, political, and economic environment. The markets of emerging markets countries are generally more volatile than the markets of developed countries with more mature economies. All of the risks of investing in foreign securities previously described are heightened when investing in emerging markets countries.

Investment Valuations – Pursuant to procedures approved by the Board of Managers, investments held by the Money Market Variable Account are generally valued at amortized cost, which approximates market value. Amortized cost involves valuing an instrument at its cost as adjusted for amortization of premium or accretion of discount rather than its current market value. The amortized cost value of an instrument can be different from the market value of an instrument. Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Equity securities held short, for which there were no sales reported for that day, are generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Debt instruments and floating rate loans (other than short-term instruments), including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price as provided by a third-party pricing service on the exchange on which such options are primarily traded. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation as provided by a third-party pricing service on the exchange on which such options are primarily traded. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued using an external pricing model that uses market data from a third-party source. Futures contracts are generally valued at last posted settlement price as provided by a third-party pricing service on the market on which they are primarily traded. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation as provided by a third-party pricing service on the market on which such futures contracts are primarily traded. Forward foreign currency contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Managers has delegated primary responsibility for determining or causing to be determined the value of the variable accounts’ investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Managers. Under the variable accounts’ valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives.

48

Notes to Financial Statements (unaudited) — continued

These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the variable accounts’ net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the variable accounts’ net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the variable accounts’ foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the variable accounts’ net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the variable accounts’ net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the variable accounts could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the variable accounts determines its net asset value per share.

Various inputs are used in determining the value of each variable account’s assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The variable accounts’ assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of June 30, 2010 in valuing each variable account’s assets or liabilities:

Capital Appreciation Variable Account

Investments at Value	Level 1	Level 2	Level 3	Total
Equity Securities:
United States	$101,961,378	$—	$—	$101,961,378
France	—	2,681,904	—	2,681,904
Taiwan	2,037,459	—	—	2,037,459
Switzerland	—	1,633,792	—	1,633,792
South Korea	—	1,123,118	—	1,123,118
United Kingdom	—	1,015,042	—	1,015,042
Australia	798,431	—	—	798,431
Brazil	758,585	—	—	758,585
Mutual Funds	916,396	—	—	916,396
Total Investments	$106,472,249	$6,453,856	$—	$112,926,105

Global Governments Variable Account

Investments at Value	Level 1	Level 2	Level 3	Total
U.S. Treasury Bonds & U.S. Government Agency & Equivalents	$—	$1,236,314	$—	$1,236,314
Non-U.S. Sovereign Debt	—	4,480,945	—	4,480,945
Municipal Bonds		24,126	—	24,126
Corporate Bonds	—	77,132	—	77,132
Residential Mortgage-Backed Securities	—	262,934	—	262,934
Commercial Mortgage-Backed Securities	—	105,252	—	105,252
Purchased Currency Options	—	205	—	205
Mutual Funds	234,500	—	—	234,500
Total Investments	$234,500	$6,186,908	$—	$6,421,408
Investments at Value	Level 1	Level 2	Level 3	Total
Forward Currency Contracts	$—	$5,273	$—	$5,273

49

Notes to Financial Statements (unaudited) — continued

Government Securities Variable Account

Investments at Value	Level 1	Level 2	Level 3	Total
U.S. Treasury Bonds & U.S. Government Agency & Equivalents	$—	$15,314,723	$—	$15,314,723
Municipal Bonds	—	2,303,789	—	2,303,789
Corporate Bonds	—	317,874		317,874
Residential Mortgage-Backed Securities	—	34,952,369	—	34,952,369
Commercial Mortgage-Backed Securities	—	1,053,118	—	1,053,118
Mutual Funds	4,963,174	—	—	4,963,174
Total Investments	$4,963,174	$53,941,873	$—	$58,905,047
Investments at Value	Level 1	Level 2	Level 3	Total
Futures	$36,878	$—	$—	$36,878

High Yield Variable Account

Investments at Value	Level 1	Level 2		Level 3	Total
Equity Securities:
United States	$92,435	$139,307		$196,566	$428,308
Netherlands	176,665	—		—	176,665
Canada	9,004	—		—	9,004
Non-U.S. Sovereign Debt	—	52,589		—	52,589
Corporate Bonds	—	31,194,714		—	31,194,714
Commercial Mortgage-Backed Securities	—	314,862		—	314,862
Floating Rate Loans	—	1,082,839		54,657	1,137,496
Asset-Backed Securities (including CDO’s)	—	28,048		—	28,048
Foreign Bonds	—	4,223,971		—	4,223,971
Mutual Funds	779,655	—		—	779,655
Total Investments	$1,057,759	$37,036,330		$251,223	$38,345,312
Investments at Value	Level 1	Level 2		Level 3	Total
Forward Currency Contracts	$—	$(3,083	)	$—	$(3,083	)

Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value. The table presents the activity of Level 3 securities held at the beginning and the end of the period.

	Equity Securities	Floating Rate Loans	Total
Balance as of 12/31/09	$6,948	$—	$6,948
Accrued discounts/premiums	—	—	—
Realized gain (loss)	—	—	—
Change in urealized appreciation (depreciation)	10,120	677	10,797
Net purchases (sales)	179,498	53,980	233,478
Transfers in and/or out of Level 3	—	—	—
Balance as of 6/30/10	$196,566	$54,657	$251,223

The net change in unrealized appreciation (depreciation) from investments still held as Level 3 at June 30, 2010 is $10,797.

Money Market Variable Account

Investments at Value	Level 1	Level 2	Level 3	Total
Short Term Securities	$—	$33,188,474	$—	$33,188,474

50

Notes to Financial Statements (unaudited) — continued

Total Return Variable Account

Investments at Value	Level 1	Level 2	Level 3	Total
Equity Securities:
United States	$49,466,330	$49,925	$—	$49,516,255
United Kingdom	—	1,461,063	—	1,461,063
Switzerland	—	1,062,790	—	1,062,790
France	711,562	143,224	—	854,786
Germany	—	318,767	—	318,767
Canada	141,155	—	—	141,155
Netherlands	—	128,440	—	128,440
U.S. Treasury Bonds & U.S. Government Agency & Equivalents	—	12,300,694	—	12,300,694
Non-U.S. Sovereign Debt	—	1,251,232	—	1,251,232
Municipal Bonds	—	366,934	—	366,934
Corporate Bonds	—	7,553,647	—	7,553,647
Residential Mortgage-Backed Securities	—	14,835,016	—	14,835,016
Commercial Mortgage-Backed Securities	—	2,122,600	—	2,122,600
Asset-Backed Securities (including CDOs)	—	608,381	—	608,381
Foreign Bonds	—	2,522,568	—	2,522,568
Mutual Funds	697,144	—	—	697,144
Total Investments	$51,016,191	$44,725,281	$—	$95,741,472

For further information regarding security characteristics, see the Portfolios of Investments.

Repurchase Agreements – Certain variable accounts may enter into repurchase agreements with approved counterparties. Each repurchase agreement is recorded at cost. The variable accounts require that the securities collateral in a repurchase transaction be transferred to a custodian. The variable accounts monitor, on a daily basis, the value of the collateral to ensure that its value, including accrued interest, is greater than amounts owed to the variable accounts under each such repurchase agreement. The variable account and other funds managed by MFS may utilize a joint trading account for the purpose of entering into one or more repurchase agreements.

Inflation-Adjusted Debt Securities – Certain variable accounts invest in inflation-adjusted debt securities issued by the U.S. Treasury. The variable accounts may also invest in inflation-adjusted debt securities issued by U.S. Government agencies and instrumentalities other than the U.S. Treasury and by other entities such as U.S. and foreign corporations and foreign governments. The principal value of these debt securities is adjusted through income according to changes in the Consumer Price Index or another general price or wage index. These debt securities typically pay a fixed rate of interest, but this fixed rate is applied to the inflation-adjusted principal amount. The principal paid at maturity of the debt security is typically equal to the inflation-adjusted principal amount, or the security’s original par value, whichever is greater. Other types of inflation-adjusted securities may use other methods to adjust for other measures of inflation.

Foreign Currency Translation – Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.

Derivatives – Certain variable accounts may use derivatives for different purposes, including to earn income and enhance returns, to increase or decrease exposure to a particular market, to manage or adjust the risk profile of the variable accounts, or as alternatives to direct investments. Derivatives may be used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the variable accounts use derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.

Derivative instruments include written options, purchased options, futures contracts, forward foreign currency exchange contracts, and swap agreements. The Global Governments Variable Account, Government Securities Variable Account, and High Yield Variable Account period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract Tables, generally are indicative of the volume of its derivative activity during the period.

51

Notes to Financial Statements (unaudited) — continued

The following tables present, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the Global Governments Variable Account, Government Securities Variable Account, and High Yield Variable Account at June 30, 2010 as reported in the variable accounts’ Statements of Assets and Liabilities:

Global Governments Variable Account

		Fair Value (a)
Risk	Derivative	Asset Derivatives	Liability Derivatives
Foreign Exchange Contracts	Forward Foreign Currency Exchange Contracts	$51,013	$(45,740	)
Foreign Exchange Contracts	Purchased Currency Options	205	—
Total		$51,218	$(45,740	)

Government Securities Variable Account

		Fair Value (a)
Risk	Derivative	Asset Derivatives
Interest Rate Contracts	Interest Rate Futures	$36,878

High Yield Variable Account

		Fair Value
Risk	Derivative	Liability Derivatives
Foreign Exchange Contracts	Forward Foreign Currency Exchange Contracts	$(3,083	)

(a) The value of purchased options outstanding is included in total investments, at value, within the variable accounts’ Statements of Assets and Liabilities. The value of futures contracts outstanding includes cumulative appreciation/depreciation as reported in the variable accounts’ Portfolio of Investments. Only the current day variation margin for futures contracts is separately reported within the variable accounts’ Statements of Assets and Liabilities.

The following tables present, by major type of derivative contract, the realized gain (loss) on derivatives held by the Global Governments Variable Account, Government Securities Variable Account, and High Yield Variable Account for the six months ended June 30, 2010 as reported in the Statements of Operations:

Global Governments Variable Account

	Foreign Currency Transactions
Foreign Exchange Contracts	$71,770

Government Securities Variable Account

	Futures Contracts
Interest Rate Contracts	$38,234

High Yield Variable Account

	Foreign Currency Transactions
Foreign Exchange Contracts	$52,517

The following tables present, by major type of derivative contract, the change in unrealized appreciation (depreciation) on derivatives held by the Global Governments Variable Account, Government Securities Variable Account, and High Yield Variable Account for the six months ended June 30, 2010 as reported in the Statements of Operations:

Global Governments Variable Account

	Translation of Assets and Liabilities in Foreign Currencies	Investments (Purchased Options)
Foreign Exchange Contracts	$27,773	$(321	)

Government Securities Variable Account

	Futures Contracts
Interest Rate Contracts	$75,935

52

Notes to Financial Statements (unaudited) — continued

High Yield Variable Account

	Translation of Assets and Liabilities in Foreign Currencies
Foreign Exchange Contracts	$(9,402	)

For the six months ended June 30, 2010, the Capital Appreciation Variable Account, Money Market Variable Account, and Total Return Variable Account did not invest in any derivative instruments.

Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain over-the-counter derivatives, certain variable accounts attempt to reduce its exposure to counterparty credit risk whenever possible by entering into an International Swaps and Derivatives Association (ISDA) Master Agreement on a bilateral basis with each of the counterparties with whom it undertakes a significant volume of transactions. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a certain deterioration in the credit quality of the other party. The ISDA Master Agreement gives the variable accounts the right, upon an event of default by the applicable counterparty or a termination of the agreement, to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the variable accounts’ credit risk to such counterparty equal to any amounts payable by the variable accounts under the applicable transactions, if any. However, absent an event of default by the counterparty or a termination of the agreement, the ISDA Master Agreement does not result in an offset of reported balance sheet assets and liabilities across transactions between the variable accounts and the applicable counterparty.

Collateral requirements differ by type of derivative. Collateral or margin requirements are set by the broker or exchange clearing house for exchange traded derivatives (i.e., futures and exchange-traded options) while collateral terms are contract specific for over-the-counter traded derivatives (i.e., forwards, swaps and over-the-counter options). For derivatives traded under an ISDA Master Agreement, the collateral requirements are netted across all transactions traded under such agreement and one amount is posted from one party to the other to collateralize such obligations. Cash collateral that has been pledged to cover obligations of the variable accounts under derivative contracts will be reported separately on the Statements of Assets and Liabilities as restricted cash. Securities collateral pledged for the same purpose is noted in the Portfolio of Investments.

Purchased Options – Certain variable accounts may purchase call or put options for a premium. Purchased options entitle the holder to buy or sell a specified number of shares or units of a particular security, currency or index at a specified price at a specified date or within a specified period of time. Purchasing call options may be used to hedge against an anticipated increase in the dollar cost of securities or currency to be acquired or to increase the variable accounts’ exposure to an underlying instrument. Purchasing put options may hedge against a decline in the value of portfolio securities or currency.

The premium paid is initially recorded as an investment in the Statements of Assets and Liabilities. That investment is subsequently marked-to-market daily with the difference between the premium paid and the market value of the purchased option being recorded as unrealized appreciation or depreciation. Premiums paid for purchased options which have expired are treated as realized losses on investments in the Statements of Operations. Upon the exercise or closing of a purchased option, the premium paid is either added to the cost of the security or financial instrument in the case of a call option, or offset against the proceeds on the sale of the underlying security or financial instrument in the case of a put option, in order to determine the realized gain or loss on investments.

The risk in purchasing an option is that the variable accounts pay a premium whether or not the option is exercised. The variable accounts’ maximum risk of loss due to counterparty credit risk is limited to the market value of the option. For over-the-counter options, this risk is mitigated in cases where there is an ISDA Master Agreement between the variable accounts and the counterparty providing for netting as described above and for posting of collateral by the counterparty to the variable accounts to cover the variable accounts’ exposure to the counterparty under such ISDA Master Agreement.

Futures Contracts – Certain variable accounts may use futures contracts to gain or to hedge against broad market, interest rate or currency exposure. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

Upon entering into a futures contract, the variable accounts are required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a certain percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the variable accounts each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the variable accounts until the contract is closed or expires at which point the gain or loss on futures is realized.

The variable accounts bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the variable accounts may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures may present less counterparty risk to the variable accounts since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The variable accounts’ maximum risk of loss due to counterparty credit risk is equal to the margin posted by the variable accounts to the broker plus any gains or minus any losses on the outstanding futures contracts.

53

Notes to Financial Statements (unaudited) — continued

Forward Foreign Currency Exchange Contracts – Certain variable accounts may enter into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date to hedge the variable accounts’ currency risk or for non-hedging purposes. For hedging purposes, the variable accounts may enter into contracts to deliver or receive foreign currency that the variable accounts will receive from or use in its normal investment activities. The variable accounts may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the variable accounts may enter into contracts with the intent of changing the relative exposure of the variable accounts’ portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.

Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on foreign currency transactions.

Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. The variable accounts’ maximum risk due to counterparty credit risk is the notional amount of the contract. This risk is mitigated in cases where there is an ISDA Master Agreement between the variable accounts and the counterparty providing for netting as described above and for posting of collateral by the counterparty to the variable accounts to cover the variable accounts’ exposure to the counterparty under such ISDA Master Agreement.

Loans and Other Direct Debt Instruments – Certain variable accounts may invest in loans and loan participations or other receivables. These investments may include standby financing commitments, including revolving credit facilities, which obligate the variable accounts to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary.

Indemnifications – Under the variable accounts’ organizational documents, its officers and Managers may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the variable accounts. Additionally, in the normal course of business, the variable accounts enter into agreements with service providers that may contain indemnification clauses. The variable accounts’ maximum exposure under these agreements is unknown as this would involve future claims that may be made against the variable accounts that have not yet occurred.

Investment Transactions and Income – Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles. Certain variable accounts earn certain fees in connection with its floating rate loan purchasing activities. These fees are in addition to interest payments earned and may include amendment fees, commitment fees, facility fees, consent fees, and prepayment fees. Commitment fees are recorded on an accrual basis as income in the accompanying financial statements. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted upward or downward to the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. Any increase or decrease in the principal amount of an inflation-indexed bond is generally recorded as an increase or decrease in interest income, respectively, even though the adjusted principal is not received until maturity. Dividends received in cash are recorded on the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to the value of the security on such date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the variable accounts are informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to the value of the security on such date. Debt obligations may be placed on non-accrual status or set to accrue at a rate of interest less than the contractual coupon when the collection of all or a portion of interest has become doubtful. Interest income for those debt obligations may be further reduced by the write-off of the related interest receivables when deemed uncollectible.

The variable accounts may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statements of Operations in realized gain/loss if the security has been disposed of by the variable accounts or in unrealized gain/loss if the security is still held by the variable accounts. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statements of Operations.

Certain variable accounts may enter into “TBA” (to be announced) purchase commitments to purchase securities for a fixed unit price at a future date. Although the unit price has been established, the principal value has not been finalized. However, the principal amount of the commitments will not fluctuate more than 0.01%. The variable accounts hold, and maintain until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the variable accounts may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to settlement date, which is in addition to the risk of decline in the value of the variable accounts’ other assets. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities.

Certain variable accounts may enter into “TBA” (to be announced) sale commitments to hedge its portfolio positions or to sell mortgage-backed securities it owns under delayed delivery arrangements. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, equivalent deliverable securities, or an offsetting TBA purchase commitment deliverable on or before the sale commitment date, are held as “cover” for the transaction.

54

Notes to Financial Statements (unaudited) — continued

Fees Paid Indirectly – The variable accounts’ custody fee may be reduced according to an arrangement that measures the value of cash deposited with the custodian by the variable account. This amount, for the six months ended June 30, 2010, is shown as a reduction of total expenses on the Statements of Operations.

Federal Income Taxes – The variable accounts are funding vehicles for individual variable annuities. The operations of the variable accounts are part of the operations of Sun Life Assurance Company of Canada (U.S.), the Sponsor, and are not taxed separately; the variable accounts are not taxed as regulated investment companies. The Sponsor qualifies for the federal income tax treatment granted to life insurance companies under Subchapter L of the Internal Revenue Code. Accordingly, no provision for federal income or excise tax is necessary. Foreign taxes have been provided for on interest and dividend income earned on foreign investments in accordance with the applicable country’s tax rates and to the extent unrecoverable are recorded as a reduction of investment income.

(3) Annuity Reserves

Annuity reserves for contracts with annuity commencement dates prior to January 1, 1987 have been calculated using the 1971 Individual Annuitant Mortality Table. Annuity reserves for contracts with annuity commencement dates between January 1, 1987 and December 31, 1998 have been calculated using the 1983 Individual Annuitant Mortality Table. Annuity reserves for contracts with annuity commencement dates on or after January 1, 1999 have been calculated using the Annuity Mortality 2000 table. Annuity reserves for contracts in payment period are calculated using an assumed interest rate of 4%. Required adjustments are accomplished by transfers to or from the Sponsor.

(4) Transactions with Affiliates

Investment Adviser – Each variable account has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the variable accounts. The management fee is computed daily and paid monthly at the following annual rates based on a percentage of each variable account’s average daily net assets:

	Annual Rate of Management Fee Based on Average Daily Net Assets Not Exceeding $300 Million		Annual Rate of Management Fee Based on Average Daily Net Assets In Excess of $300 Million		Effective Management Fees
Capital Appreciation Variable Account	0.75	%	0.675	%	0.75	%
Global Governments Variable Account	0.75	%	0.675	%	0.75	%
Government Securities Variable Account	0.55	%	0.495	%	0.55	%
High Yield Variable Account	0.75	%(a)	0.675	%	0.70	%
Money Market Variable Account	0.50	%	0.500	%(b)	0.11	%(c)
Total Return Variable Account	0.75	%	0.675	%	0.75	%

(a) The investment adviser has agreed in writing to reduce its management fee to 0.70% for the first $300 million of average daily net assets. This written agreement will continue until modified or rescinded by the variable account’s Board of Managers, but such agreement will continue at least until April 30, 2011. This management fee reduction amounted to $10,009, which is shown as a reduction of total expenses in the Statements of Operations.

(b) The investment adviser has agreed in writing to reduce its management fee to 0.45% of average daily net assets in excess of $500 million. This written agreement will continue until modified or rescinded by the variable account’s contract holders. For the six months ended June 30, 2010, the variable account’s average daily net assets did not exceed $500 million, and therefore, the management fee was not reduced under this agreement.

(c) During the six months ended June 30, 2010, MFS voluntarily waived receipt of $63,673, of the variable account’s management fee in order to avoid a negative yield. For the six months ended June 30, 2010, this voluntary waiver had the effect of reducing the management fee by 0.39% of average daily net assets on an annualized basis.

The investment adviser has agreed in writing to pay the variable accounts’ total annual operating expenses, exclusive of interest, taxes, brokerage commissions, to the extent permitted, extraordinary expenses, mortality and expense risk and distribution expense risk charges, and contract maintenance charges, such that total annual operating expenses do not exceed 1.25% annually of the average daily net assets of each variable account. These agreements are contained in the investment advisory agreement between MFS and the variable accounts and may not be rescinded without contract holder approval. For the six months ended June 30, 2010, this reduction amounted to $33,773 for the Global Governments Variable Account and is reflected as a reduction of total expenses in the Statements of Operations. Each of the other variable accounts did not exceed the limit and therefore, the investment adviser did not pay any portion of the variable accounts’ expenses under this agreement. In addition, the investment adviser has agreed in writing to pay a portion of total annual operating expenses of the variable accounts listed below, exclusive of interest, taxes, extraordinary expenses, brokerage and transaction costs, mortality and expense risk and distribution expense risk charges, contract maintenance charges, and investment-related expenses, such that the total annual operating expenses of these variable accounts do not exceed the expense limitations indicated below, based on the average daily net assets of such variable accounts. These written agreements will continue until April 30, 2011. For the six months ended June 30, 2010, these reductions under this agreement amounted to the following for each variable account and are reflected as a reduction of total expenses in the Statements of Operations:

	Expense Limitation		Expense Reduction
Capital Appreciation Variable Account	0.82	%	$33,987
High Yield Variable Account	0.90	%	18,208
Money Market Variable Account	0.65	%	11,194
Total Return Variable Account	0.85	%	35,165

55

Notes to Financial Statements (unaudited) — continued

Contract Charges – The Sponsor makes a deduction from the variable accounts at the end of each valuation period, during both the accumulation period and after annuity payments begin, for assuming the mortality and expense risks under the contracts. The rate of the deduction may be changed annually but in no event may it exceed 1.25% of the average net assets of each variable account attributable to Compass 3 contracts, or, with respect to Compass 2 contracts, 1.30% of the assets of Capital Appreciation Variable Account, Government Securities Variable Account, High Yield Variable Account, and Money Market Variable Account, or 1.25% of the assets of Global Governments Variable Account, and Total Return Variable Account attributable to such contracts.

For assuming the distribution expense risk under Compass 3 contracts, the Sponsor makes a deduction from the variable accounts at the end of each valuation period for the first seven contract years at an effective annual rate of 0.15% of the net assets of the variable accounts attributable to such contracts. Contracts are transferred from Compass 3 to Compass 3 — Level 2 in the month following the seventh contract anniversary. No deduction is made after the seventh contract anniversary. No deduction is made with respect to assets attributable to Compass 2 contracts.

Each year, on the contract anniversary, a contract maintenance charge of $25 with respect to Compass 2 contracts and $30 with respect to Compass 3 contracts is deducted from each contract’s accumulation account and paid the Sponsor to cover administrative expenses relating to the contract. After the annuity commencement date, the annual contract maintenance charge is deducted pro rata from each annuity payment made during the year.

The Sponsor does not deduct a sales charge from purchase payments. However, a withdrawal charge (contingent deferred sales charge) may be deducted to cover certain expenses relating to the sale of the contract. In no event shall the aggregate withdrawal charges (including the distribution expense charge described above applicable to Compass 3 contracts) exceed 5% of the purchase payments made under a Compass 2 contract or 9% of the purchase payments made under a Compass 3 contract.

Administrator – MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the variable accounts. Under an administrative services agreement, the variable accounts partially reimburses MFS the costs incurred to provide these services. The variable accounts are charged an annual fixed amount of $10,000 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2010 was equivalent to the following annual effective rate of each variable accounts’ average daily net assets:

	Capital Appreciation Variable Account		Global Governements Variable Account		Government Securities Variable Account		High Yield Variable Account		Money Market Variable Account		Total Return Variable Account
Percent of average daily net assets	0.0372	%	0.1424	%	0.0398	%	0.0423	%	0.0439	%	0.0377	%

Managers’ and Officers’ Compensation – Each variable account pays compensation to managers in the form of a retainer, attendance fees, and additional compensation to the Board chairperson. Each variable account does not pay compensation directly to officers who are affiliated with the Investment Adviser or the Sponsor all of whom receive remuneration for their services to the variable account from MFS. Certain officers of the variable accounts are officers or directors of MFS, MFD (MFS Distributors, Inc.), and MFSC (MFS Service Center, Inc.).

Other – These variable accounts and certain other funds managed by MFS (the funds) have entered into services agreements (the Agreements) which provide for payment of fees by the funds to Tarantino LLC and Griffin Compliance LLC in return for the provision of services of an Independent Chief Compliance Officer (ICCO) and Assistant ICCO, respectively, for the funds. The ICCO and Assistant ICCO are officers of the funds and the sole members of Tarantino LLC and Griffin Compliance LLC, respectively. The funds can terminate the Agreements with Tarantino LLC and Griffin Compliance LLC at any time under the terms of the Agreements. MFS has agreed to bear all expenses associated with office space, other administrative support, and supplies provided to the ICCO and Assistant ICCO. For the six months ended June 30, 2010, the aggregate fees paid by the variable accounts to Tarantino LLC and Griffin Compliance LLC which are included in miscellaneous expense on the Statement of Operations were as follows:

Capital Appreciation Variable Account	$1,103
Global Governments Variable Account	62
Government Securities Variable Account	515
High Yield Variable Account	348
Money Market Variable Account	283
Total Return Variable Account	890

Certain variable accounts may invest in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks a high level of current income consistent with preservation of capital and liquidity. Income earned on this investment is included in dividends from underlying funds on the Statement of Operations. This money market fund does not pay a management fee to MFS.

56

Notes to Financial Statements (unaudited) — continued

(5) Portfolio Securities

Purchases and sales of investments, other than U.S. Government securities, purchased option transactions, and short-term obligations, were as follows:

	Purchases		Sales
Capital Appreciation Variable Account	$	28,247,712	$	35,811,735
Global Governments Variable Account		1,136,826		1,558,563
Government Securities Variable		944,178		1,364,576
High Yield Variable Account		13,720,456		15,747,352
Total Return Variable Account		9,451,732		13,469,149

Purchases and sales of investments for the Money Market Variable Account, exclusive of securities subject to repurchase agreements, aggregated $968,861,630 and $968,697,800, respectively.

Purchases and sales of U.S. Governments Securities, other than purchased option transactions, and short-term obligations, were as follows:

	Purchases		Sales
Global Governments Variable Account	$	614,947	$	940,171
Government Securities Variable Account		4,501,810		9,797,245
Total Return Variable Account		2,596,994		4,104,075

(6) Participant Transactions

The changes in net assets from changes in numbers of outstanding units were as follows:

	Six Months Ended June 30, 2010 (000 Omitted)
	Purchase Payments Received					Transfers Between Variable Accounts and Fixed Accumulation Account					Withdrawals, Surrenders, Annuitizations, and Contract Charges					Net Accumulation Activity					Net Annuitization Activity			Net Increases (Decrease)
	Units		Dollars			Units		Dollars			Units		Dollars			Units		Dollars			Dollars			Dollars
Capital Appreciation Variable Account
Compass 2 Contracts	5		$	257		(10	)	$	(508	)	(88	)	$	(4,794	)	(93	)	$	(5,045	)	$	(237	)	$	(5,282	)
Compass 3 Contracts	2			68		(6	)		(189	)	(2	)		(59	)	(5	)		(180	)		—			(180	)
Compass 3 Level 2 Contracts	10			130		2			47		(160	)		(2,416	)	(149	)		(2,239	)		13		$	(2,226	)
			$	455				$	(650	)			$	(7,269	)			$	(7,464	)	$	(224	)	$	(7,688	)
Global Governments Variable Account
Compass 2 Contracts	0	*		0	*	(5	)	$	(149	)	(19	)	$	(592	)	(24	)	$	(741	)	$	(2	)	$	(743	)
Compass 3 Contracts	0	*		7		(1	)		(63	)	(1	)		(16	)	(3	)		(72	)		—			(72	)
Compass 3 Level 2 Contracts	0	*		4		(4	)		(64	)	(9	)		(157	)	(13	)		(217	)		(12	)		(229	)
			$	11				$	(276	)			$	(765	)			$	(1,030	)	$	(14	)	$	(1,044	)
Government Securities Variable Account
Compass 2 Contracts	4		$	160		(7	)	$	(275	)	(69	)	$	(3,175	)	(72	)	$	(3,290	)	$	(163	)	$	(3,453	)
Compass 3 Contracts	0	*		8		(6	)		(197	)	(0	)*		(7	)	(6	)		(196	)		—			(196	)
Compass 3 Level 2 Contracts	2			29		17			330		(58	)		(1,097	)	(39	)		(738	)		(2	)		(740	)
			$	197				$	(142	)			$	(4,279	)			$	(4,224	)	$	(165	)	$	(4,389	)
High Yield Variable Account
Compass 2 Contracts	3		$	144		(17	)	$	(714	)	(39	)	$	(1,701	)	(53	)	$	(2,271	)	$	(66	)	$	(2,337	)
Compass 3 Contracts	0	*		9		(1	)		(17	)	(1	)		(30	)	(1	)		(38	)		—			(38	)
Compass 3 Level 2 Contracts	0	*		8		(39	)		(636	)	(33	)		(569	)	(72	)		(1,197	)		(5	)		(1,202	)
			$	161				$	(1,367	)			$	(2,300	)			$	(3,506	)	$	(71	)	$	(3,577	)
Money Market Variable Account
Compass 2 Contracts	0	*	$	1		49		$	1,059		(78	)	$	(1,676	)	(29	)	$	(616	)	$	(43	)	$	(659	)
Compass 3 Contracts	0	*		4		(4	)		(70	)	(1	)		(26	)	(5	)		(92	)		—			(92	)
Compass 3 Level 2 Contracts	9			104		38			509		(120	)		(1,587	)	(74	)		(974	)		(2	)		(976	)
			$	109				$	1,498				$	(3,289	)			$	(1,682	)	$	(45	)	$	(1,727	)

* Amount less than $500

57

Notes to Financial Statements (unaudited) — continued

	Six Months Ended June 30, 2010 (000 Omitted)
	Purchase Payments Received					Transfers Between Variable Accounts and Fixed Accumulation Account					Withdrawals, Surrenders, Annuitizations, and Contract Charges					Net Accumulation Activity					Net Annuitization Activity			Net Increases (Decrease)
	Units		Dollars			Units		Dollars			Units		Dollars			Units		Dollars			Dollars			Dollars
Total Return Variable Account
Compass 2 Contracts	1		$	65		(3	)	$	(182	)	(38	)	$	(1,837	)	(40	)	$	(1,954	)	$	(5	)	$	(1,959	)
Compass 3 Contracts	1			65		(7	)		(362	)	(3	)		(123	)	(9	)		(420	)		—			(420	)
Compass 3 Level 2 Contracts	8			132		(7	)		(101	)	(188	)		(4,250	)	(187	)		(4,219	)		(11	)		(4,230	)
			$	262				$	(645	)			$	(6,210	)			$	(6,593	)	$	(16	)	$	(6,609	)
	Year Ended December 31, 2009 (000 Omitted)
	Purchase Payments Received					Transfers Between Variable Accounts and Fixed Accumulation Account					Withdrawals, Surrenders, Annuitizations, and Contract Charges					Net Accumulation Activity					Net Annuitization Activity			Net Increases (Decrease)
	Units		Dollars			Units		Dollars			Units		Dollars			Units		Dollars			Dollars			Dollars
Capital Appreciation Variable Account
Compass 2 Contracts	12		$	446		(41	)	$	(1,617	)	(193	)	$	(8,537	)	(222	)	$	(9,708	)	$	(316	)	$	(10,024	)
Compass 3 Contracts	4			104		(19	)		(517	)	(4	)		(116	)	(19	)	$	(529	)		(1	)	$	(530	)
Compass 3 Level 2 Contracts	26			204		(37	)		(357	)	(379	)		(4,623	)	(390	)		(4,776	)		(19	)	$	(4,795	)
			$	754				$	(2,491	)			$	(13,276	)			$	(15,013	)	$	(336	)	$	(15,349	)
Global Governments Variable Account
Compass 2 Contracts	0	*		0	*	3		$	90		(9	)	$	(282	)	(6	)	$	(192	)	$	(3	)	$	(195	)
Compass 3 Contracts	0	*		13		(3	)		(78	)	(1	)		(41	)	(4	)		(106	)		(1	)		(107	)
Compass 3 Level 2 Contracts	1			5		4			73		(37	)		(633	)	(32	)		(555	)		9			(546	)
			$	18				$	85				$	(956	)			$	(853	)	$	5		$	(848	)
Government Securities Variable Account
Compass 2 Contracts	9		$	385		(21	)	$	(926	)	(129	)	$	(5,776	)	(141	)	$	(6,317	)	$	72		$	(6,245	)
Compass 3 Contracts	1			43		(6	)		(198	)	(5	)		(161	)	(10	)		(316	)		—			(316	)
Compass 3 Level 2 Contracts	11			173		35			662		(146	)		(2,662	)	(100	)		(1,827	)		(4	)		(1,831	)
			$	601				$	(462	)			$	(8,599	)			$	(8,460	)	$	68		$	(8,392	)
High Yield Variable Account
Compass 2 Contracts	5		$	139		(30	)	$	(1,030	)	(84	)	$	(2,920	)	(109	)	$	(3,811	)	$	(103	)	$	(3,914	)
Compass 3 Contracts	1			17		(3	)		(76	)	(3	)		(58	)	(5	)		(117	)		(1	)		(118	)
Compass 3 Level 2 Contracts	2			19		(0	)*		32		(67	)		(878	)	(65	)		(827	)		(7	)		(834	)
			$	175				$	(1,074	)			$	(3,856	)			$	(4,755	)	$	(111	)	$	(4,866	)
Money Market Variable Account
Compass 2 Contracts	5		$	86		93		$	2,026		(159	)	$	(3,444	)	(61	)	$	(1,332	)	$	(44	)	$	(1,376	)
Compass 3 Contracts	1			23		(22	)		(389	)	(6	)		(105	)	(27	)		(471	)		(1	)		(472	)
Compass 3 Level 2 Contracts	13			83		23			403		(377	)		(5,034	)	(341	)		(4,548	)		(11	)		(4,559	)
			$	192				$	2,040				$	(8,583	)			$	(6,351	)	$	(56	)	$	(6,407	)
Total Return Variable Account
Compass 2 Contracts	6		$	259		(32	)	$	(1,219	)	(96	)	$	(3,902	)	(122	)	$	(4,862	)	$	(142	)	$	(5,004	)
Compass 3 Contracts	3			87		(20	)		(796	)	(9	)		(347	)	(26	)		(1,056	)		(2	)		(1,058	)
Compass 3 Level 2 Contracts	28			418		(56	)		(834	)	(408	)		(8,064	)	(436	)		(8,480	)		(54	)		(8,534	)
			$	764				$	(2,849	)			$	(12,313	)			$	(14,398	)	$	(198	)	$	(14,596	)

* Amount less than $500

58

Notes to Financial Statements (unaudited) — continued

(7) Line of Credit

The variable accounts and certain other funds managed by MFS participate in a $1.1 billion unsecured committed line of credit, subject to a $1 billion sublimit, provided by a syndication of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each funds, based on its borrowings, generally at a rate equal to the higher of the Federal Reserve funds rate or one month LIBOR plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds at the end of each calendar quarter. In addition, the variable accounts and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at a rate equal to the Federal Reserve funds rate plus an agreed upon spread. For the six months ended June 30, 2010, the variable accounts’ commitment fee and interest expense are included in miscellaneous expense on the Statements of Operations and were as follows:

	Commitment fee	Interest Expense
Capital Appreciation Variable Account	$805	$—
Global Governments Variable Account	47	—
Government Securities Variable Account	381	—
High Yield Variable Account	252	—
Money Market Variable Account	211	—
Total Return Variable Account	652	—

(8) Transactions in Underlying Funds – Affiliated Issuers

An affiliated issuer may be considered one in which the variable account owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the variable accounts assume the MFS Institutional Money Market Portfolio to be an affiliated issuer. Certain variable accounts’ transactions in the MFS Institutional Money Market Portfolio for the six months ended June 30, 2010 are as follows:

	Underlying Funds – MFS Institutional Money Market Portfolio
	Beginning Share/Par Amount	Acquisitions Share/Par Amount	Dispositions Share/Par Amount		Ending Share/Par Amount
Capital Appreciation Variable Account	1,026,944	9,871,340	(9,981,888	)	916,396
Global Governments Variable Account	444,688	1,784,343	(1,994,531	)	234,500
Government Securities Variable Account	2,776,082	10,948,294	(8,761,202	)	4,963,174
High Yield Variable Account	996,965	9,712,781	(9,930,091	)	779,655
Total Return Variable Account	654,933	9,584,801	(9,542,590	)	697,144
	Underlying Funds – MFS Institutional Money Market Portfolio
	Realized Gain (Loss)	Capital Gain Distributions	Dividend Income		Ending Value
Capital Appreciation Variable Account	$—	$—	$1,213		$916,396
Global Governments Variable Account	$—	$—	$390		$234,500
Government Securities Variable Account	$—	$—	$3,519		$4,963,174
High Yield Variable Account	$—	$—	$1,004		$779,655
Total Return Variable Account	$—	$—	$738		$697,144

59

Investment Adviser

Massachusetts Financial Services Company

500 Boylston Street, Boston, MA 02116-3741

Custodian

State Street Bank and Trust

1 Lincoln Street, Boston, MA 02111-2900

Board Review of Investment Advisory Agreement

A discussion regarding the Board’s most recent review and renewal of each variable account’s Investment Advisory Agreement with MFS will be available on or about November 1, 2010 by clicking on the variable account’s name under “Compass” in the “Products and Performance” section of the MFS Web site (mfs.com).

Proxy Voting Policies and Information

A general description of the variable accounts’ proxy voting policies and procedures is available without charge, upon request, by calling 1-800-225-2606, by visiting the Proxy Voting section of mfs.com or by visiting the SEC’s website at http://www.sec.gov.

Information regarding how the accounts voted proxies relating to portfolio securities during the most recent twelve month period ended June 30 is available without charge by visiting the Proxy Voting section of mfs.com or by visiting the SEC’s website at http://www.sec.gov.

Quarterly Portfolio Disclosure

The accounts will file a complete schedule of portfolio holdings with the Securities and Exchange Commission (the Commission) for the first and third quarters of each fiscal year on Form N-Q. The accounts’ Form N-Q may be reviewed and copied at the:

Public Reference Room

Securities and Exchange Commission

Washington, D.C. 20549 0102

Information on the operation of the Public Reference Room may be obtained by calling the Commission at 1-800-SEC-0330. The accounts’ Form N-Q is available on the EDGAR database on the Commission’s Internet website at http://www.sec.gov, and copies of this information may be obtained, upon payment of a duplicating fee, by electronic request at the following e-mail address: publicinfor@sec.gov or by writing the Public Reference Section at the above address.

Further Information

From time to time, MFS may post important information about a variable account or the MFS funds on the MFS web site (mfs.com). This information is available by visiting the “News & Commentary” section of mfs.com or by clicking on the variable account’s name under “Compass” in the “Products and Performance” section of mfs.com.

cous-sem-8/10

Sun Life Financial Distributors Inc.

ITEM 2. CODE OF ETHICS.

The Registrant has not amended any provision in its Code of Ethics (the “Code”) that relates to any element of the Code’s definition enumerated in paragraph (b) of Item 2 of this Form N-CSR.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable for semi-annual reports.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable for semi-annual reports.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable to the Registrant.

ITEM 6. INVESTMENTS

A schedule of investments for each series of the Registrant is included as part of the report to shareholders of such series under Item 1 of this Form N-CSR.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable to the Registrant.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There were no material changes to the procedures by which shareholders may send recommendations to the Board for nominees to the Registrant’s Board since the Registrant last provided disclosure as to such procedures in response to the requirements of Item 407 (c)(2)(iv) of Regulation S-K or this Item.

ITEM 11. CONTROLS AND PROCEDURES.

(a) Based upon their evaluation of the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as conducted within 90 days of the filing date of this report on Form N-CSR, the registrant’s principal financial officer and principal executive officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b) There were no changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by the report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12. EXHIBITS.

(a) File the exhibits listed below as part of this form. Letter or number the exhibits in the sequence indicated.

(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit.

(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2): Attached hereto.

(b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for the purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference: Attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant) CAPITAL APPRECIATION VARIABLE ACCOUNT

By (Signature and Title)*	MARIA F. DWYER
	Maria F. Dwyer, President

Date: August 17, 2010

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*	MARIA F. DWYER
	Maria F. Dwyer, President (Principal Executive Officer)

Date: August 17, 2010

By (Signature and Title)*	JOHN M. CORCORAN
	John M. Corcoran, Treasurer (Principal Financial Officer and Accounting Officer)

Date: August 17, 2010

* Print name and title of each signing officer under his or her signature.

EX-99.CERT

EX-99.CERT

CAPITAL APPRECIATION VARIABLE ACCOUNT

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, John M. Corcoran, certify that:

1. I have reviewed this report on Form N-CSR of Capital Appreciation Variable Account;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by the report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 17, 2010	JOHN M. CORCORAN
	John M. Corcoran
	Treasurer (Principal Financial Officer and Accounting Officer)

EX-99.CERT

CAPITAL APPRECIATION VARIABLE ACCOUNT

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, Maria F. Dwyer, certify that:

1. I have reviewed this report on Form N-CSR of Capital Appreciation Variable Account;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by the report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 17, 2010	MARIA F. DWYER
	Maria F. Dwyer
	President (Principal Executive Officer)

EX-99.906CERT

EX-99.906CERT

CAPITAL APPRECIATION VARIABLE ACCOUNT

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT

I, John M. Corcoran, certify that, to my knowledge:

1. The Form N-CSR (the “Report”) of Capital Appreciation Variable Account (the “Registrant”) fully complies for the period covered by the Report with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date: August 17, 2010	JOHN M. CORCORAN
	John M. Corcoran
	Treasurer (Principal Financial Officer and Accounting Officer)

A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.

EX-99.906CERT

CAPITAL APPRECIATION VARIABLE ACCOUNT

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT

I, Maria F. Dwyer, certify that, to my knowledge:

1. The Form N-CSR (the “Report”) of Capital Appreciation Variable Account (the “Registrant”) fully complies for the period covered by the Report with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date: August 17, 2010	MARIA F. DWYER
	Maria F. Dwyer
	President (Principal Executive Officer)

A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.