N-CSR

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 811-08228

The Timothy Plan

(Exact name of registrant as specified in charter)

The Timothy Plan

1055 Maitland Center Commons

Maitland, FL 32751

(Address of principal executive offices) (Zip code)

Art Ally

The Timothy Plan

1055 Maitland Center Commons

Maitland, FL 32751

(Name and address of agent for service)

Registrant's telephone number, including area code: 800-846-7526

Date of fiscal year end: 12/31

Date of reporting period: 12/31/09

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Reports to Stockholders.

The Registrant’s audited annual financial reports transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 are as follows:

ANNUAL REPORT

December 31, 2009

TIMOTHY PLAN FAMILY

OF FUNDS:

Conservative Growth Portfolio

Variable Series

Strategic Growth Portfolio

Variable Series

LETTER FROM THE PRESIDENT

December 31, 2009

ARTHUR D. ALLY

Dear Strategic Growth Variable and Conservative Growth Variable Shareholder,

Although 2009 began on a very negative note, the market’s bounce-back that began in mid-March recovered a sizeable portion of market value that seemed to evaporate in 2008 through January and February, 2009. As you know, your Timothy Plan Variable Fund investment is a compilation of several of Timothy’s underlying funds and, as such, your performance is directly related to the performance of those underlying funds. In October, 2009, shareholders approved adding our new Defensive Strategies Fund to the mix so your specific asset mix is approximately as follows:

	Conservative Growth	Strategic Growth
Large/Mid-Cap Value Fund	15.0 %	20.0 %
Small-Cap Value Fund	5.0 %	7.5 %
Large/Mid-Cap Growth Fund	12.0 %	20.0 %
Aggressive Growth Fund	3.0 %	7.5 %
International Fund	10.0 %	25.0 %
High-Yield Bond Fund	10.0 %	10.0 %
Defensive Strategies Fund	15.0 %	10.0 %
Fixed Income Fund	30.0 %

Since your performance is so directly related to our underlying funds, in our opinion, all of our funds are now managed by firms that are as good as, if not better than, any mutual fund family in the industry.

All of our various managers believe that the worst of this violent market is behind us. If they are right, as I believe they are – although no one can know for sure, then the potential rewards for current and new investments could outweigh the risks. We fully expect 2010 to be rather rocky but we also believe this year should produce mildly positive investment results. As you know, however, no one can guarantee future results. The one thing I can assure you of is that every one of our managers continues to work very hard on your behalf.

As I have stated repeatedly in the past, the Timothy Plan is serious about our mission (to genuinely screen our investments and attempt to deliver competitive investment results) and our commitment to continuously pursue Kingdom Class quality in everything we do. Thank you for being part of the Timothy Plan family.

Sincerely,

Arthur D. Ally,

President

Timothy Plan Letter from the President [1]

OFFICERS AND TRUSTEES OF THE TRUST
As of December 31, 2009 (Unaudited)
TIMOTHY PLAN FAMILY OF FUNDS
Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Arthur D. Ally* 1055 Maitland Center Commons Maitland, FL Born: 1942	Chairman and President	Indefinite; Trustee and President since 1994	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	President and controlling shareholder of Covenant Funds, Inc. (“CFI”), a holding company. President and general partner of Timothy Partners, Ltd. (“TPL”), the investment adviser and principal underwriter to each Fund. CFI is also the managing general partner of TPL.		None
Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Joseph E. Boatwright** 1410 Hyde Park Drive Winter Park, FL Born: 1930	Trustee, Secretary	Indefinite; Trustee and Secretary since 1995	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	Retired Minister. Currently serves as a consultant to the Greater Orlando Baptist Association. Served as Senior Pastor to Aloma Baptist Church from 1970-1996.		None
Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Mathew D. Staver** 1055 Maitland Center Commons Maitland , FL Born: 1956	Trustee	Indefinite; Trustee since 2000	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	Attorney specializing in free speech, appellate practice and religious liberty constitutional law. Founder of Liberty Counsel, a religious civil liberties education and legal defense organization. Host of two radio programs devoted to religious freedom issues. Editor of a monthly newsletter devoted to religious liberty topics. Mr. Staver has argued before the United States Supreme Court and has published numerous legal articles.		None
* Mr. Ally is an "interested" Trustee, as that term is defined in the 1940 Act, because of his positions with and financial interests in CFI and TPL.
** Messrs. Boatwright and Staver are "interested" Trustees, as that term is defined in the 1940 Act, because each has a limited partnership interest in TPL.

Timothy Plan Officers and Trustees [2]

Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Richard W. Copeland 631 Palm Springs Drive Altamonte Springs, FL Born: 1947	Trustee	Indefinite; Trustee since 2005	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	Principal of Richard W. Copeland, Attorney at Law for 33 years specializing in tax and estate planning. B.A. from Mississippi College, JD and LLM Taxation from University of Miami. Associate Professor Stetson University for past 31 years.		None
Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Bill Johnson 203 E. Main Street Fremont, MI Born: 1946	Trustee	Indefinite; Trustee since 2005	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	President (and Founder) of American Decency Association, Freemont, MI since 1999. Previously served as Michigan State Director for American Family Association (1987-1999). Previously a public school teacher for 18 years. B.S. from Michigan State University and a Masters of Religious Education from Grand Rapids Baptist Seminary.		None
Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
John C. Mulder 2925 Professional Place Colorado Springs, CO Born: 1950	Trustee	Indefinite; Trustee since 2005	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	President WaterStone (previously the Christian Community Foundation and National Foundation) since 2001. Prior: 22 years of executive experience for a group of banks and a trust company. B.A. in Economics from Wheaton College and MBA from University of Chicago.		None

Timothy Plan Officers and Trustees [3]

Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Charles E. Nelson 1145 Cross Creek Circle Altamonte Springs, FL Born: 1934	Trustee	Indefinite; Trustee since 2000	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	Certified Public Accountant. Director of Operations, National Multiple Sclerosis Society Mid Florida Chapter. Formerly Director of Finance, Hospice of the Comforter, Inc. Formerly Comptroller, Florida United Methodist Children’s Home, Inc. Formerly Credit Specialist with the Resolution Trust Corporation and Senior Executive Vice President, Barnett Bank of Central Florida, N.A. Formerly managing partner, Arthur Andersen, CPA firm, Orlando, Florida branch.		None
Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Wesley W. Pennington 442 Raymond Avenue Longwood, FL Born: 1930	Trustee	Indefinite; Trustee since 1994	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	Retired Air Force Officer. Past President, Westwind Holdings, Inc., a development company, since 1997. Past President and controlling shareholder, Weston, Inc., a fabric treatment company, from 1979-1997. President, Designer Services Group 1980-1988.		None
Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Scott Preissler, Ph.D. 608 Pintail Place Flower Mound, TX Born: 1960	Trustee	Indefinite; Trustee since 2004	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	Chairman of Stewardship Studies at Southwestern Baptist Theological Seminary, Ft. Worth, TX. Also serves as Founder and Chairman of the International Center for Biblical Stewardship. Previously, President and CEO of Christian Stewardship Association where he was affiliated for 14 years.		None

Timothy Plan Officers and Trustees [4]

Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Alan M. Ross 11210 West Road Roswell, GA Born: 1951	Trustee	Indefinite; Trustee since 2004	12
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	Founder and CEO of Corporate Development Institute which he founded in 2000. Previously he served as President and CEO of Fellowship of Companies for Christ and has authored three books: Beyond World Class, Unconditional Excellence, Breaking Through to Prosperity.		None
Name, Age and Address	Position(s) Held With Trust	Term of Office and Length of Time Served	Number of Portfolios in Fund Complex Overseen by Trustee
Dr. David J. Tolliver 4000 E. Maplewood Drive Excelsior Springs, MO Born: 1951	Trustee	Indefinite; Trustee since 2005	13
	Principal Occupation During Past 5 Years		Other Directorships Held by Trustee
	Executive Director of Southern Baptist Convention of Missouri since 2007. Previously pastored three churches in St. Louis, MO area (1986-2007). Currently serves on Board of Trustees of Midwestern Baptist Theological Seminary. Past President, Missouri Baptist Convention (2003-2004).		None

Timothy Plan Officers and Trustees [5]

CONSERVATIVE GROWTH PORTFOLIO VARIABLE SERIES

RETURNS FOR THE PERIODS ENDED

December 31, 2009 (Unaudited)

Fund/Index	1 Year Total Return	5 Year Average Annual Return	Average Annual Total Return Since Inception (a)
Timothy Plan Conservative Growth Portfolio Variable Series	22.80%	2.21%	2.74%
Dow Jones Global Moderate Portfolio Index	24.26%	4.53%	6.12%

(a) For the period May 1, 2002 (commencement of investment in accordance with objective) to December 31, 2009.

The chart shows the value of a hypothetical initial investment of $10,000 in the Fund and the Dow Jones Global Moderate Portfolio Index on May 1, 2002 and held through December 31, 2009. The Dow Jones Global Moderate Portfolio Index is a widely recognized index that measures global stocks, bonds, and cash which in turn are represented by multiple subindexes. Performance figures include the change in value of the stocks in the index and the reinvestment of dividends. The index returns do not reflect expenses, which have been deducted from the Fund’s return. The returns shown do not reflect deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. THE FUND’S RETURN REPRESENTS PAST PERFORMANCE AND IS NOT PREDICTIVE OF FUTURE RESULTS.

Timothy Plan Hypothetical Performance Graph [6]

CONSERVATIVE GROWTH PORTFOLIO VARIABLE SERIES

FUND PROFILE

December 31, 2009

FUND PROFILE (Unaudited):

Industries
(% of Net Assets)
Fixed Income	30.12%
Defensive Strategies	15.00%
Large/Mid Cap Value	14.93%
Large/Mid Cap Growth	11.96%
High Yield Bond	10.06%
International	10.05%
Small Cap Value	4.97%
Aggressive Growth	2.99%
Liabilities in excess of other assets	(0.08)%
	100.00%

EXPENSE EXAMPLE (Unaudited):

As a shareholder of the Fund, you incur two types of costs: direct costs, such as wire fees and low balance fees; and indirect costs, including management fees, and other Fund operating expenses. This example is intended to help you understand your indirect costs, also referred to as “ongoing costs,” (in dollars) of investing in the Fund, and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period of July 1, 2009, through December 31, 2009.

Actual Expenses

The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested at the beginning of the period, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on you account during this period.

Timothy Plan Top Ten Holdings/ Industries  [7]

CONSERVATIVE GROWTH PORTFOLIO VARIABLE SERIES

FUND PROFILE

December 31, 2009

Hypothetical example for comparison purposes

The second line of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses my not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any direct costs, such as wire fees or low balance fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these direct costs were included, your costs would be higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period*
	7/1/2009	12/31/2009	7/1/2009 through 12/31/2009
Actual	$ 1,000.00	$ 1,150.49	$ 2.39
Hypothetical	$ 1,000.00	$ 1,022.99	$ 2.25
(5% return before expenses)

* Expenses are equal to the Fund’s annualized expense ratio of 0.44%, which is net of any expenses paid indirectly, multiplied by the average account value over the period, multiplied by 184 days/365 days (to reflect the partial year period.) The Fund’s ending account value in the first line in the table is based on its actual total return of 15.05% for the six-month period of July 1, 2009, to December 31, 2009.

 Timothy Plan Top Ten Holdings/ Industries  [8]

CONSERVATIVE GROWTH PORTFOLIO VARIABLE SERIES

SCHEDULE OF INVESTMENTS
As of December 31, 2009
MUTUAL FUNDS (A) - 100.08%
number of shares			market value
262,379		Timothy Aggressive Growth Fund*	$ 1,269,912
616,540		Timothy Defensive Strategies	6,381,190
1,273,517		Timothy Fixed Income Fund	12,811,580
487,342		Timothy High Yield Bond Fund	4,278,866
547,169		Timothy International Fund	4,273,391
882,160		Timothy Large/Mid Cap Growth Fund*	5,090,064
573,550		Timothy Large/Mid Cap Value Fund	6,349,197
198,361		Timothy Small Cap Value Fund*	2,114,533
		Total Mutual Funds (cost $43,091,714)	42,568,733
		Total Investments (cost $43,091,714) - 100.08%	$ 42,568,733
		LIABILITIES IN EXCESS OF OTHER ASSETS - (0.08)%	(31,901)
		Net Assets - 100.00%	$ 42,536,832
	* Non-income producing securities.
	(A) Affiliated Funds - Class A Shares.

The accompanying notes are an integral part of these financial statements.

Timothy Plan Conservative Growth Variable Fund [9]

CONSERVATIVE GROWTH PORTFOLIO VARIABLE SERIES

STATEMENT OF ASSETS AND LIABILITIES
As of December 31, 2009
ASSETS
		amount
	Investments in Affiliated Securities at Market Value (cost $43,091,714) [NOTE 1]	$ 42,568,733
	Receivables:
	For Investments Sold	260,401
	For Fund Shares Purchased	333
	Interest	16
	Prepaid Expenses	175
	Total Assets	42,829,658
LIABILITIES
		amount
	Payable for Investments Purchased	$ 230,401
	Payable for Fund Shares Redeemed	1,758
	Payable to Adviser	3,584
	Payable to Custodian	27,996
	Accrued Expenses	29,087
	Total Liabilities	292,826
NET ASSETS
		amount
	Net Assets	$ 42,536,832
SOURCES OF NET ASSETS
		amount
	At December 31, 2009, Net Assets Consisted of:
	Paid-in Capital	$ 48,033,080
	Accumulated Undistributed Net Investment Income (Loss)	572,956
	Accumulated Net Realized Gain (Loss) on Investments	(5,546,223)
	Net Unrealized Appreciation (Depreciation) in Value of Investments	(522,981)
	Net Assets	$ 42,536,832
	Shares of Capital Stock Outstanding (No Par Value, Unlimited Shares Authorized)	4,313,573
	Net Asset Value, Offering and Redemption Price Per Share ($42,536,832 / 4,313,573 Shares)	$ 9.86

The accompanying notes are an integral part of these financial statements.

Timothy Plan Conservative Growth Variable Fund [10]

CONSERVATIVE GROWTH PORTFOLIO VARIABLE SERIES

STATEMENT OF OPERATIONS
For the Year Ended December 31, 2009
INVESTMENT INCOME
		amount
	Interest from Unaffiliated Funds	$ 649
	Dividends from Affiliated Funds	755,143
	Total Investment Income	755,792
EXPENSES
		amount
	Investment Advisory Fees [Note 3]	36,749
	Participation Fees [Note 4]	26,131
	Fund Accounting , Transfer Agency & Administration Fees	72,060
	Miscellaneous Expense	18,046
	Audit Fees	12,802
	Custodian Fees	7,935
	CCO Fees	3,938
	Trustee Expense	3,175
	Insurance Expense	1,797
	Total Expenses	182,633
	Net Investment Income (Loss)	573,159
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
		amount
	Net Realized Gain (Loss) on Investments in Affiliated Funds	(4,943,235)
	Change in Unrealized Appreciation (Depreciation) of Investments	12,269,160
	Net Realized and Unrealized Gain (Loss) on Investments	7,325,925
	Increase (Decrease) in Net Assets Resulting from Operations	$ 7,899,084

The accompanying notes are an integral part of these financial statements.

Timothy Plan Conservative Growth Variable Fund [11]

CONSERVATIVE GROWTH PORTFOLIO VARIABLE SERIES

STATEMENTS OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS
		year ended	year ended
		12/31/09	12/31/08
	Operations:
	Net Investment Income (Loss)	$ 573,159	$ 707,722
	Net Realized Gain (Loss) on Investments	(4,943,235)	(618,220)
	Capital Gain Distributions from Affiliated Funds	-	35,645
	Change in Unrealized Appreciation (Depreciation) of Investments	12,269,160	(12,558,408)
	Net Increase (Decrease) in Net Assets (resulting from operations)	7,899,084	(12,433,261)
	Distributions to Shareholders:
	Net Investment Income	(685,986)	(910,804)
	Net Realized Gains	-	(2,846,872)
	Total Distributions to Shareholders	(685,986)	(3,757,676)
	Capital Share Transactions:
	Proceeds from Shares Sold	5,569,858	11,636,269
	Dividends Reinvested	685,986	3,757,676
	Cost of Shares Redeemed	(3,386,353)	(4,953,499)
	Increase (Decrease) in Net Assets (resulting from capital share transactions)	2,869,491	10,440,446
	Total Increase (Decrease) in Net Assets	10,082,589	(5,750,491)
	Net Assets:
	Beginning of year	32,454,243	38,204,734
	End of year	$ 42,536,832	$ 32,454,243
	Accumulated Undistributed Net Investment Income	$ 572,956	$ 682,511
	Shares of Capital Stock of the Fund Sold and Redeemed:
	Shares Sold	645,098	1,003,945
	Shares Reinvested	69,222	471,478
	Shares Redeemed	(379,857)	(442,441)
	Net Increase (Decrease) in Number of Shares Outstanding	334,463	1,032,982

The accompanying notes are an integral part of these financial statements.

Timothy Plan Conservative Growth Variable Fund [12]

CONSERVATIVE GROWTH PORTFOLIO VARIABLE SERIES

FINANCIAL HIGHLIGHTS
The table below sets forth financial data for one share of capital stock outstanding throughout each period presented.
		year	year		year	year	year
		ended	ended		ended	ended	ended
		12/31/09	12/31/08		12/31/07	12/31/06	12/31/05
	Per Share Operating Performance:
	Net Asset Value, Beginning of Year	$ 8.16	$ 12.97		$ 12.14	$ 11.72	$ 11.18
	Income from Investment Operations:
	Net Investment Income (Loss)	0.12	0.22	(A)	0.30	0.35	0.05	(A)
	Net Realized and Unrealized Gain (Loss) on Investments	1.74	(3.95)		0.77	0.73	0.55
	Total from Investment Operations	1.86	(3.73)		1.07	1.08	0.60
	Less Distributions:
	Dividends from Net Investment Income	(0.16)	(0.26)		-	(0.36)	(0.03)
	Dividends from Realized Gains	-	(0.82)		(0.24)	(0.30)	(0.03)
	Total Distributions	(0.16)	(1.08)		(0.24)	(0.66)	(0.06)
	Net Asset Value at End of Year	$ 9.86	$ 8.16		$ 12.97	$ 12.14	$ 11.72
	Total Return (B)	22.80%	-28.59%		8.82%	9.16%	5.33%
	Ratios/Supplemental Data:
	Net Assets, End of Year (in 000s)	$ 42,537	$ 32,454		$ 38,205	$ 26,723	$ 13,597
	Ratio of Expenses to Average Net Assets:
	Before Reimbursement and Waiver / Recoupment	0.50%	0.64%		0.64%	0.72%	0.78%
	of Expenses by Advisor (C)
	After Reimbursement and Waiver / Recoupment	0.50%	0.64%		0.64%	0.72%	0.85%
	of Expenses by Advisor (C)
	Ratio of Net Investment Income (Loss) to Average Net Assets:
	Before Reimbursement and Waiver / Recoupment	1.56%	1.88%		2.68%	3.59%	0.48%
	of Expenses by Advisor (C)(D)
	After Reimbursement and Waiver / Recoupment	1.56%	1.88%		2.68%	3.59%	0.41%
	of Expenses by Advisor (C)(D)
	Portfolio Turnover	34.54%	19.70%		34.60%	2.04%	1.25%
(A) Net Investment Income was calculated using average shares method.
(B) Total return in the above table represents the rate that the investor would have earned or lost on an investment in the Fund assuming reinvestment of dividends.
Total return would have been higher if certain expenses had not been recouped in the year in which the recoupment occurred.
(C) These ratios exclude the impact of expenses of the underlying security holdings as represented in the schedule of investments.
(D) Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

The accompanying notes are an integral part of these financial statements.

Timothy Plan Conservative Growth Variable Fund [13]

STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

RETURNS FOR THE YEAR ENDED

December 31, 2009 (Unaudited)

Fund/Index	1 Year Total Return	5 Year Average Annual Return	Average Annual Total Return Since Inception (a)
Timothy Plan Strategic Growth Portfolio Variable Series	29.48%	0.05%	1.50%
Dow Jones Global Moderately Aggressive Portfolio Index	31.95%	3.89%	6.51%

(a) For the period May 6, 2002 (commencement of investment in accordance with objective) to December 31, 2009.

The chart shows the value of a hypothetical initial investment of $10,000 in the Fund and the Dow Jones Global Moderately Aggressive Portfolio Index on May 6, 2002 and held through December 31, 2009. The Dow Jones Global Moderately Aggressive Portfolio Index is a widely recognized index that measures global stocks, bonds, and cash which in turn are represented by multiple subindexes. Performance figures include the change in value of the stocks in the index and the reinvestment of dividends. The index returns do not reflect expenses, which have been deducted from the Fund’s return. The returns shown do not reflect deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. THE FUND’S RETURN REPRESENTS PAST PERFORMANCE AND IS NOT PREDICTIVE OF FUTURE RESULTS.

Timothy Plan Hypothetical Performance Graph [14]

STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

FUND PROFILE

December 31, 2009

FUND PROFILE (Unaudited):

Industries
(% of Net Assets)
International	25.15%
Large/Mid Cap Growth	19.98%
Large/Mid Cap Value	19.93%
High Yield Bond	10.07%
Defensive Strategies	10.02%
Aggressive Growth	7.48%
Small Cap Value	7.47%
Cash & Equivalents	0.23%
Liabilities in excess of other assets	(0.33)%
	100.00%

EXPENSE EXAMPLE (Unaudited):

As a shareholder of the Fund, you incur two types of costs: direct costs, such as wire fees and low balance fees; and indirect costs, including management fees, and other Fund operating expenses. This example is intended to help you understand your indirect costs, also referred to as “ongoing costs,” (in dollars) of investing in the Fund, and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period of July 1, 2009, through December 31, 2009.

Actual Expenses

The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested at the beginning of the period, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on you account during this period.

Timothy Plan Top Ten Holdings / Industries [15]

STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

FUND PROFILE

December 31, 2009

Hypothetical example for comparison purposes

The second line of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any direct costs, such as wire fees or low balance fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these direct costs were included, your costs would be higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period*
	7/1/2009	12/31/2009	7/1/2009 through 12/31/2009
Actual	$ 1,000.00	$ 1,209.85	$ 2.37
Hypothetical	$ 1,000.00	$ 1,023.06	$ 2.17
(5% return before expenses)

* Expenses are equal to the Fund’s annualized expense ratio of 0.43%, which is net of any expenses paid indirectly, multiplied by the average account value over the period, multiplied by 184 days/365 days (to reflect the one-half year period.) The Fund’s ending account value in the first line in the table is based on its actual total return of 20.99% for the six-month period of July 1, 2009, to December 31, 2009.

Timothy Plan Top Ten Holdings / Industries [16]

STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

SCHEDULE OF INVESTMENTS
As of December 31, 2009
MUTUAL FUNDS (A) - 100.10%
number of shares			market value
291,919		Timothy Aggressive Growth Fund*	$ 1,412,891
182,843		Timothy Defensive Strategies Fund	1,892,421
216,785		Timothy High Yield Bond Fund	1,903,375
608,497		Timothy International Fund	4,752,359
654,108		Timothy Large/Mid Cap Growth Fund*	3,774,205
340,208		Timothy Large/Mid Cap Value Fund	3,766,101
132,413		Timothy Small Cap Value Fund*	1,411,519
		Total Mutual Funds (cost $21,584,613)	18,912,871
SHORT TERM INVESTMENTS - 0.23%
number of shares			market value
44,558		Timothy Plan Money Market Fund, 0.05% (A)(B)	44,558
		Total Short-Term Investments (cost $44,558)	44,558
		Total Investments (cost $21,629,171) - 100.33%	$ 18,957,429
		LIABILITIES IN EXCESS OF OTHER ASSETS - (0.33)%	(62,586)
		Net Assets - 100.00%	$ 18,894,843
	* Non-income producing securities.
	(A) Affiliated Funds - Class A Shares.
	(B) Variable rate security; the rate shown represents the yield at December 31, 2009.

The accompanying notes are an integral part of these financial statements.

Timothy Plan Strategic Growth Variable Fund [17]

STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

STATEMENT OF ASSETS AND LIABILITIES
As of December 31, 2009
ASSETS
		amount
	Investments in Affiliated Securities at Market Value (cost $21,629,171) [NOTE 1]	$ 18,957,429
	Receivables:
	For Investments Sold	15,155
	Interest	2
	Prepaid Expenses	71
	Total Assets	18,972,657
LIABILITIES
		amount
	Payable for Investments Purchased	$ 55,155
	Payable for Fund Shares Redeemed	7,981
	Payable to Adviser	1,600
	Accrued Expenses	13,078
	Total Liabilities	77,814
NET ASSETS
		amount
	Net Assets	$ 18,894,843
SOURCES OF NET ASSETS
		amount
	At December 31, 2009, Net Assets Consisted of:
	Paid-in Capital	$ 23,453,273
	Accumulated Undistributed Net Investment Income (Loss)	135,117
	Accumulated Net Realized Gain (Loss) on Investments	(2,021,805)
	Net Unrealized Appreciation (Depreciation) in Value of Investments	(2,671,742)
	Net Assets	$ 18,894,843
	Shares of Capital Stock Outstanding (No Par Value, Unlimited Shares Authorized)	2,291,215
	Net Asset Value, Offering and Redemption Price Per Share ($18,894,843 / 2,291,215 Shares)	$ 8.25

The accompanying notes are an integral part of these financial statements.

Timothy Plan Strategic Growth Variable Fund [18]

STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

STATEMENT OF OPERATIONS
For the Year Ended December 31, 2009
INVESTMENT INCOME
		amount
	Interest from Affiliated Funds	$ 55
	Dividends from Affiliated Funds	218,135
	Total Investment Income	218,190
EXPENSES
		amount
	Investment Advisory Fees [Note 3]	16,623
	Participation Fees [Note 4]	11,529
	Fund Accounting, Transfer Agency & Administration Fees	32,221
	Miscellaneous Expense	8,370
	Audit Fees	5,744
	Custodian Fees	3,774
	CCO Fees	1,760
	Trustee Expense	1,432
	Insurance Expense	817
	Total Expenses	82,270
	Net Investment Income (Loss)	135,920
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
		amount
	Net Realized Gain (Loss) on Investments in Affiliated Funds	(1,727,914)
	Change in Unrealized Appreciation (Depreciation) of Investments	6,093,099
	Net Realized and Unrealized Gain (Loss) on Investments	4,365,185
	Increase (Decrease) in Net Assets Resulting from Operations	$ 4,501,105

The accompanying notes are an integral part of these financial statements.

Timothy Plan Strategic Growth Variable Fund [19]

STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

STATEMENTS OF CHANGES IN NET ASSETS
INCREASE (DECREASE) IN NET ASSETS
		year ended	year ended
		12/31/09	12/31/08
	Operations:
	Net Investment Income (Loss)	$ 135,920	$ 129,848
	Net Realized Gain (Loss) on Investments	(1,727,914)	(316,143)
	Capital Gain Distributions from Affiliated Funds	-	12,302
	Change in Unrealized Appreciation (Depreciation) of Investments	6,093,099	(8,883,856)
	Net Increase (Decrease) in Net Assets (resulting from operations)	4,501,105	(9,057,849)
	Distributions to Shareholders:
	Net Investment Income	(113,939)	(280,062)
	Net Realized Gains	-	(2,153,952)
	Total Distributions to Shareholders	(113,939)	(2,434,014)
	Capital Share Transactions:
	Proceeds from Shares Sold	2,864,149	7,437,720
	Dividends Reinvested	113,939	2,434,014
	Cost of Shares Redeemed	(3,220,552)	(2,796,255)
	Increase (Decrease) in Net Assets (resulting from capital share transactions)	(242,464)	7,075,479
	Total Increase (Decrease) in Net Assets	4,144,702	(4,416,384)
	Net Assets:
	Beginning of year	14,750,141	19,166,525
	End of year	$ 18,894,843	$ 14,750,141
	Accumulated Undistributed Net Investment Income	$ 135,117	$ 112,843
	Shares of Capital Stock of the Fund Sold and Redeemed:
	Shares Sold	437,651	678,437
	Shares Reinvested	13,711	393,217
	Shares Redeemed	(461,465)	(264,390)
	Net Increase (Decrease) in Number of Shares Outstanding	(10,103)	807,264

The accompanying notes are an integral part of these financial statements.

Timothy Plan Strategic Growth Variable Fund [20]

STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

FINANCIAL HIGHLIGHTS
The table below sets forth financial data for one share of capital stock outstanding throughout each period presented.
		year	year		year	year	year
		ended	ended		ended	ended	ended
		12/31/09	12/31/08		12/31/07	12/31/06	12/31/05
	Per Share Operating Performance:
	Net Asset Value, Beginning of Year	$ 6.41	$ 12.83		$ 12.07	$ 11.64	$ 11.18
	Income from Investment Operations:
	Net Investment Income (Loss)	0.06	0.07	(A)	0.18	0.23	(0.05)	(A)
	Net Realized and Unrealized Gain (Loss) on Investments	1.83	(5.19)		1.04	0.91	0.71
	Total from Investment Operations	1.89	(5.12)		1.22	1.14	0.66
	Less Distributions:
	Dividends from Net Investment Income	(0.05)	(0.15)		-	(0.23)	-
	Dividends from Realized Gains	-	(1.15)		(0.46)	(0.48)	(0.20)
	Total Distributions	(0.05)	(1.30)		(0.46)	(0.71)	(0.20)
	Net Asset Value at End of Year	$ 8.25	$ 6.41		$ 12.83	$ 12.07	$ 11.64
	Total Return (B)	29.48%	-39.55%		10.13%	9.83%	5.89%
	Ratios/Supplemental Data:
	Net Assets, End of Year (in 000s)	$ 18,895	$ 14,750		$ 19,167	$ 14,271	$ 9,660
	Ratio of Expenses to Average Net Assets:
	Before Reimbursement and Waiver / Recoupment	0.50%	0.65%		0.64%	0.72%	0.79%
	of Expenses by Advisor (C)
	After Reimbursement and Waiver / Recoupment	0.50%	0.65%		0.64%	0.72%	0.85%
	of Expenses by Advisor (C)
	Ratio of Net Investment Income (Loss) to Average Net Assets:
	Before Reimbursement and Waiver / Recoupment	0.82%	0.69%		1.61%	2.21%	(0.42)%
	of Expenses by Advisor (C)(D)
	After Reimbursement and Waiver / Recoupment	0.82%	0.69%		1.61%	2.21%	(0.48)%
	of Expenses by Advisor (C)(D)
	Portfolio Turnover	21.90%	8.56%		45.07%	2.62%	3.43%
(A) Net Investment Income was calculated using average shares method.
(B) Total return in the above table represents the rate that the investor would have earned or lost on an investment in the Fund assuming reinvestment of dividends.
Total return would have been higher if certain expenses had not been recouped in the year in which the recoupment occurred.
(C) These ratios exclude the impact of expenses of the underlying security holdings as represented in the schedule of investments.
(D) Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests

The accompanying notes are an integral part of these financial statements.

Timothy Plan Conservative Growth Variable Fund [21]

NOTES TO FINANCIAL STATEMENTS

December 31, 2009

CONSERVATIVE & STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

Note 1 – Significant Accounting Policies.

The Timothy Plan Conservative Growth Portfolio Variable Series (“Conservative Growth Portfolio”) and the Timothy Plan Strategic Growth Portfolio Variable Series (“Strategic Growth Portfolio”) (individually the “Fund”, collectively the “Funds”) were organized as diversified series of The Timothy Plan (the “Trust”). The Trust is an open-ended investment company established under the laws of Delaware by an Agreement and Declaration of Trust dated December 16, 1993 (the “Trust Agreement”). The Conservative Growth Portfolio’s primary objective is moderate long-term capital growth, with a secondary objective of current income only to the extent that the Timothy Funds in which the Conservative Growth Portfolio invests seek current income. The Strategic Growth Portfolio’s primary investment objective is medium to high levels of long term capital growth, with a secondary objective of current income only to the extent that the Timothy Funds in which the Strategic Growth Portfolio invests seek current income. The Conservative Growth Portfolio seeks to achieve its investment objectives by investing primarily in the following Timothy Funds which are other series of the Trust: Small Cap Value Fund, Large/Mid Cap Value Fund, Large/Mid Cap Growth Fund, Fixed Income Fund, Aggressive Growth Fund, High Yield Bond Fund, International Fund, Defensive Strategies Fund and the Money Market Fund. The Strategic Growth Portfolio seeks to achieve its investment objectives by investing primarily in the following Timothy Funds which are other series of the Trust: Small Cap Value Fund, Large/Mid Cap Value Fund, Large/Mid Cap Growth Fund, Aggressive Growth Fund, High Yield Bond Fund, International Fund, Defensive Strategies Fund and the Money Market Fund. Each Fund is one of one series of funds currently authorized by the Board of Trustees (the “Board”). Timothy Partners, Ltd., (“TPL” or the “Adviser”) is the Investment Adviser for the Funds. The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for investment companies.

• Security Valuation and Fair Value Measurements.

Fair value is defined as the price that a Fund would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market of the investment. GAAP established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes.

Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, for example, the risk inherent in a particular valuation technique used to measure fair value including such a pricing model and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

Various inputs are used in determining the value of the Funds’ investments. These inputs are summarized in the three broad levels listed below.

• Level 1 – quoted prices in active markets for identical securities

• Level 2 – other significant observable inputs (including, but not limited to, quoted prices for an identical security in an inactive market, quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

• Level 3 – significant unobservable inputs (including each Fund’s own assumptions in determining fair value of investments based on the best information available)

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

Each Fund purchases Class A Shares of the Timothy Funds at net asset value without any sales charges. Investments in mutual funds, including money market mutual funds, are generally priced at the ending NAV provided by the service agent of the funds. These securities will be categorized as Level 1 securities.

The Board has delegated to the Adviser responsibility for determining the value of Fund portfolio securities under certain circumstances. Under such circumstances, the Adviser will use their best efforts to arrive at the fair value of a security held by each Fund under all reasonably ascertainable facts and circumstances. The Adviser must prepare a report for the Board not less than quarterly containing a complete listing of any securities for which fair value pricing was employed and detailing the specific reasons for such fair value pricing. The Board has adopted written policies and procedures to guide the Adviser with respect to the circumstances under which, and the methods to be used, in fair valuing securities. The following is a summary of the inputs used to value the Conservative Growth Portfolio’s investments as of December 31, 2009:

Timothy Plan Notes [22]

NOTES TO FINANCIAL STATEMENTS

December 31, 2009

CONSERVATIVE & STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

	Valuation Inputs
Assets	Level 1 - Quoted Prices in Active Markets	Level 2 - Other Significant Observable Inputs	Level 3 - Significant Unobservable Inputs	Total
Mutual Funds	$ 42,568,733	$ -	$ -	$ 42,568,733
Total	$ 42,568,733	$ -	$ -	$ 42,568,733

The following is a summary of the inputs used to value the Strategic Growth Portfolio’s investments as of December 31, 2009:

	Valuation Inputs
Assets	Level 1 - Quoted Prices in Active Markets	Level 2 - Other Significant Observable Inputs	Level 3 - Significant Unobservable Inputs	Total
Mutual Funds	$ 18,912,871	$ -	$ -	$ 18,912,871
Short-Term Investments	44,558	-	-	44,558
Total	$ 18,957,429	$ -	$ -	$ 18,957,429

The Conservative Growth Portfolio and the Strategic Growth Portfolio did not hold any assets at any time during the reporting period in which significant unobservable inputs were used in determining fair value; therefore, no reconciliation of Level 3 securities is included for this reporting period.

• Investment Income and Securities Transactions.

Security transactions are accounted for on the date the securities are purchased or sold (trade date). Cost is determined and gains and losses are based on the identified cost basis for both financial statement and federal income tax purposes. Dividend income is recognized on the ex-dividend date. Interest income and expenses are recognized on an accrual basis.

• Net Asset Value Per Share.

Net asset per share of the capital stock of each Fund is determined daily as of the close of trading on the New York Stock Exchange by dividing the value of its net assets by the number of Fund shares outstanding.

• Federal Income Taxes.

It is the policy of each Fund to continue to comply with all requirements under subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Each Fund also intends to distribute sufficient net investment income and net capital gains, if any, so that it will not be subject to excise tax on undistributed income or gains. Therefore, no federal income tax or excise provision is required.

As of December 31, 2009, the Funds did not have a liability for any unrecognized tax benefits. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the statements of operations. During the year ended December 31, 2009, the Funds did not incur any interest or penalties. The Funds are not subject to examination by U.S. federal tax authorities for tax years before 2006 and are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially within the next twelve months.

• Use of Estimates.

In preparing financial statements in conformity with GAAP, management makes 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, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Timothy Plan Notes [23]

NOTES TO FINANCIAL STATEMENTS

December 31, 2009

CONSERVATIVE & STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

• Distributions to Shareholders.

Distributions to shareholders, which are determined in accordance with income tax regulations, are recorded on the ex-dividend date. The treatment for financial reporting purposes of distributions made to shareholders during the year from net investment income or net realized capital gains may differ from their ultimate treatment for federal income tax purposes. These differences are caused primarily by differences in the timing of the recognition of certain components of income, expense or realized capital gain for federal income tax purposes. Where such differences are permanent in nature, they are reclassified in the components of net assets based on their ultimate characterization for federal income tax purposes. Any such reclassifications will have no effect on net assets, results of operations, or net asset values per share of the Funds.

• Expenses.

Expenses incurred by the Trust that do not relate to a specific fund of the Trust are allocated to the individual funds based on each fund’s relative net assets or an appropriate basis (as determined by the Board).

• Subsequent Events

In accordance with GAAP, management has evaluated subsequent events through February 18, 2010, the date the financial statements were issued and determined there were no material subsequent events for the Timothy Plan Conservative Growth Portfolio Variable Series and Timothy Plan Strategic Growth Portfolio Variable Series.

Note 2 – Purchases and Sales of Securities

The following is a summary of the cost of purchases and proceeds from the sale of securities, other than short-term investments, for the fiscal year ended December 31, 2009:

funds	purchases		sales
Conservative Growth Portfolio	$	15,410,852		$	12,663,874
Strategic Growth Portfolio	$	3,621,024		$	3,836,440

Note 3 – Investment Management Fee and Other Transactions with Affiliates

Timothy Partners, Ltd. is the Investment Adviser for the Funds pursuant to an Amended and Restated Investment Advisory Agreement (the “Agreement”) that was renewed by the Board on February 27, 2009. TPL supervises the investment of the assets of each Fund’s portfolio in accordance with the objectives, policies and restrictions of the Funds. Under the terms of the Agreement, TPL receives a fee, accrued daily and paid monthly, at an annual rate of 0.10% of the average daily net assets of each Fund. Total fees earned by TPL during the fiscal year ended December 31, 2009 were $36,749 and $16,623 for the Conservative Growth Portfolio and the Strategic Growth Portfolio, respectively. The Conservative Growth Portfolio and the Strategic Growth Portfolio owed TPL $3,584 and $1,600, respectively, at December 31, 2009. An officer and trustee of the Funds is also an officer of the Adviser.

Note 4 – Control Ownership

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a Fund creates presumption of control of the Fund under Section 2(a) 9 of the Investment Company Act of 1940. As of December 31, 2009, American United Life Insurance Co. (“AUL”) held for the benefit of others in aggregate, approximately 92% of Conservative Growth Portfolio and approximately 81% of Strategic Growth Portfolio. The Trust and TPL have entered into Participation Agreements with AUL and Annuity Investors Life Insurance Co. (“AILIC”). Under the Participation Agreements, AUL and AILIC maintain the records related to the Funds’ shares in the insurance company separate accounts, process all purchases and redemptions within the accounts, and provide other administrative and shareholder services. For their services during the period January 1, 2009 through April 30, 2009, AUL and AILIC received an annual fee from the Funds equal to 0.25% of the average daily net assets of the Funds held in the insurance company separate accounts. Effective May 1, 2009, this fee is being paid by TPL, the Distributor of the Funds.

Timothy Plan Notes [24]

NOTES TO FINANCIAL STATEMENTS

December 31, 2009

CONSERVATIVE & STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

Note 5 - Unrealized Appreciation (Depreciation)

At December 31, 2009, the cost for federal income tax purposes is and the composition of gross unrealized appreciation (depreciation) of investment securities is as follows:

funds	cost		appreciation		depreciation		net app. (dep.)
Conservative Growth	$	47,520,992	$	244,260	$	(5,196,519)	$	(4,952,259)
Strategic Growth	$	23,282,563	$	61,180	$	(4,386,314)	$	(4,325,134)

Note 6 – Distributions to Shareholders

The tax characteristics of distributions paid during 2009 and 2008 were as follows:

	Conservative Growth Portfolio		Strategic Growth Portfolio
2009
Ordinary Income	$	685,986	$	113,939
	$	685,986	$	113,939
2008
Ordinary Income	$	910,804	$	280,062
Short-term Capital Gains		60,022		27,725
Long-term Capital Gains		2,786,850		2,126,227
	$	3,757,676	$	2,434,014

As of December 31, 2009, the components of distributable earnings (accumulated losses) on a tax basis were as follows:

	Conservative Growth Portfolio		Strategic Growth Portfolio
Undistributed Ordinary Income	$	572,956	$	135,117
Capital Loss Carryforward		(1,116,945)		(368,413)
Unrealized Appreciation (Depreciation)*		(4,952,259)		(4,325,134)
	$	(5,496,248)	$	(4,558,430)

* The difference between book-basis and tax-basis unrealized depreciation is attributable to the tax deferral of wash sales losses in the amount of $1,426,039 and $319,244 for the Conservative Growth Portfolio and Strategic Growth Portfolio, respectively, and Post-October losses in the amount of $3,003,239 and $1,334,148 for the Conservative Growth Portfolio and Strategic Growth Portfolio, respectively.

.

Note 7 – Capital Loss Carryforwards

At December 31, 2009, the following capital loss carryforwards are available to offset future capital gains.

Funds	Loss Carryforward		Year Expiring
Conservative Growth	$	99,229	2016
	$	1,017,716	2017
Strategic Growth	$	105,118	2016
	$	263,295	2017

To the extent these loss carryforwards are used to offset future capital gains, it is probable that the amount, which is offset, will not be distributed to shareholders.

Timothy Plan Notes [25]

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To The Shareholders and Board Trustees

The Timothy Plan

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Timothy Plan Conservative Growth Portfolio Variable Series and Timothy Plan Strategic Growth Portfolio Variable Series (the “Funds”), two of the series constituting The Timothy Plan, as of December 31, 2009, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2009 by correspondence with the Funds’ custodian and broker. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial positions of Timothy Plan Conservative Growth Portfolio Variable Series and Timothy Plan Strategic Growth Portfolio Variable Series, two of the series constituting The Timothy Plan, as of December 31, 2009, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

COHEN FUND AUDIT SERVICES, LTD.

Westlake, Ohio

February 18, 2010

DISCLOSURES

December 31, 2009

CONSERVATIVE & STRATEGIC GROWTH PORTFOLIO VARIABLE SERIES

N-Q Disclosure & Proxy Procedures (Unaudited)

The SEC has adopted the requirement that all Funds file a complete schedule of investments with the SEC for their first and third fiscal quarters on Form N-Q for fiscal quarters ending after July 9, 2004. For the Timothy Plan Funds this would be for the fiscal quarters ending March 31 and September 30. The Form N-Q filing must be made within 60 days of the end of the quarter. The Timothy Plan Funds’ Forms N-Q are available on the SEC’s website at www.sec.gov, or they may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC (call 1-800-732-0330 for information on the operation of the Public Reference Room).

The Trust has adopted Portfolio Proxy Voting Policies and Procedures under which the Portfolio’s vote proxies related to securities (“portfolio proxies”) held by the Portfolios. A description of the Trust’s Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Company toll-free at 1-800-846-7526 and (ii) on the SEC’s website at www.sec.gov. In addition, the Funds are required to file Form N-PX, with its complete voting record for the 12 months ended June 30th, no later than August 31st of each year. The first such filing was due August 31, 2004. The Trust’s current Form N-PX is available (i) without charge, upon request, by calling the Company toll-free at 1-800-846-7526 and (ii) on the SEC’s website at www.sec.gov.

1055 Maitland Center Commons, #100

Maitland, Florida 32751

(800) TIM-PLAN

(800) 846-7526

Visit the Timothy Plan web site on the internet at:

www.timothyplan.com

This report is submitted for the general information of the shareholders of EACH Fund. It is not authorized for distribution to prospective investors in the Funds unless preceded or accompanied by an effective Prospectus which includes the details regarding the Funds’ objectives, policies, expenses and other information.

Distributed by Timothy Partners, Ltd.

Item 2. Code of Ethics.

(a)        As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.

(b)        For purposes of this item, “code of ethics” means written standards that are reasonably designed to deter wrongdoing and to promote:

(1) Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

(2) Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the Commission and in other public communications made by the registrant;

(3) Compliance with applicable governmental laws, rules, and regulations;

(4) The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and

(5) Accountability for adherence to the code.

(c)        Amendments: During the period covered by the report, there have not been any amendments to the provisions of the code of ethics.

(d)       Waivers: During the period covered by the report, the registrant has not granted any express or implicit waivers from the provisions of the code of ethics.

(e)        Posting: We do not intend to post the Code of Ethics for the Officers or any amendments or waivers on a website.

(f)        Availability: The Code of Ethics for the Officers can be obtained, free of charge by calling the toll free number for the appropriate Fund.

Item 3. Audit Committee Financial Expert.

(a)        The registrant has an Audit committee currently composed of three independent Trustees, Mr. Wesley Pennington, Mr. John Mulder and Mr. Charles Nelson. The registrant’s board of trustees has determined that Mr. Charles Nelson is qualified to serve as an Audit Committee Financial Expert, and has designated him as such.

Item 4. Principal Accountant Fees and Services.

(a) Audit Fees

The Timothy Plan

FY 2009 $ 21,600

FY 2008 $ 12,311

(b) Audit-Related Fees

The Timothy Plan Registrant Adviser

FY 2009 $ 0 $ 0

FY 2008 $ 0 $ 0

Nature of the fees:

(c) Tax Fees

The Timothy Plan

FY 2009 $ 0

FY 2008 $ 0

Nature of the fees:

(d) All Other Fees

The Timothy Plan

Registrant Adviser

FY 2009 $ 0

FY 2008 $ 0

Nature of the fees:

(e) (1) Audit Committee’s Pre-Approval Policies

The Audit Committee Charter requires the Audit Committee to be responsible for the selection, retention or termination of auditors and, in connection therewith, to (i) evaluate the proposed fees and other compensation, if any, to be paid to the auditors, (ii) evaluate the independence of the auditors, (iii) pre-approve all audit services and, when appropriate, any non-audit services provided by the independent auditors to the Trust, (iv) pre-approve, when appropriate, any non-audit services provided by the independent auditors to the Trust's investment adviser, or any entity controlling, controlled by, or under common control with the investment adviser and that provides ongoing services to the Trust if the engagement relates directly to the operations and financial reporting of the Trust, and (v) receive the auditors’ specific representations as to their independence;

(2) Percentages of Services Approved by the Audit Committee

Registrant

Audit-Related Fees: 100 %

Tax Fees: 100 %

All Other Fees: 100 %

(f)        During audit of registrant's financial statements for the most recent fiscal year, less than 50 percent of the hours expended on the principal accountant's engagement were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.

(g)       The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant:

Registrant Adviser

FY 2009 $ 0 $0

FY 2008 $ 0 $0

(h)       Not applicable. The auditor performed no services for the registrant’s investment adviser or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant.

Item 5. Audit Committee of Listed Companies. Not applicable.

Item 6. Schedule of Investments. Not applicable – schedule filed with Item 1.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds. Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies. Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

The registrant has not adopted procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

Item 11. Controls and Procedures.

(a)        Based on an evaluation of the registrant’s disclosure controls and procedures within 90 days, the disclosure controls and procedures are reasonably designed to ensure that the information required in filings on Forms N-CSR is recorded, processed, summarized, and reported on a timely basis.

(b)       There were no significant changes in the registrant’s internal control over financial reporting that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) Code is filed herewith

(a)(2) Certifications by the registrant's principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes- Oxley Act of 2002 and required by Rule 30a-2 under the Investment Company Act of 1940 are filed herewith.

(a)(3) Not Applicable

(b) Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 is filed herewith.

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)      The Timothy Plan     
 

By
	/s/Arthur D. Ally
	Arthur D. Ally, President
Date	2/19/2010

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
	/s/Arthur D. Ally
	Arthur D. Ally, President & Treasurer
Date	2/19/2010

EX-99.CERT

SECTION 302 CERTIFICATIONS

I, Arthur D. Ally, certify that:

1. I have reviewed this report on Form N-CSR of the Timothy Plan;

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(s) 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 this 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(s) 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	2/19/2010	/s/Arthur D. Ally
		Arthur D. Ally, President & Treasurer

EX-99.906

SECTION 906 CERTIFICATION

Arthur D. Ally, President and Treasurer of the Timothy Plan (the "Registrant"), certifies to the best of his knowledge that:

1. The Registrant's periodic report on Form N-CSR for the period ended December 31, 2009 (the "Form N-CSR") fully complies with the requirements of Sections 15(d) of the Securities Exchange Act of 1934, as amended; and

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

President & Treasurer

Timothy Plan

/s/Arthur D. Ally
Arthur D. Ally
Date	2/19/2010

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Timothy Plan and will be retained by the Timothy Plan and furnished to the Securities and Exchange Commission (the "Commission") or its staff upon request.

This certification is being furnished to the Commission solely pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Form N-CSR filed with the Commission.

EX-99.CODE ETH

Code of Ethics

Of The Timothy Plan I. Introduction This Code of Ethics, as amended, has been adopted by The Timothy Plan (the “Trust”) in compliance with Rule 17j-1 (the “Rule”) under the Investment Trust Act of 1940, as amended, and Section 406 of the Sarbanes-Oxley Act of 2002 (the “Acts”) to establish standards and procedures for the detection and prevention of activities by which persons having knowledge of the investments and investment intentions of the Trust may abuse their fiduciary duties to the Trust, to deal with other types of conflict-of-interest situations to which the Rule is addressed, and to establish certain standards, policies, and procedures, designed specifically, but not exclusively to address the conduct of the principal executive officer, the principal financial officer, accounting officer, controller, and any other persons acting in any such capacity:

A. To promote honest and ethical conduct, including the ethical handling of actual or perceived conflicts of interest between personal and professional relationships;

B. To effect full, fair, accurate, timely, and understandable disclosures in reports and documents that a company files with, or submits to, the Securities and Exchange Commission, state securities oversight agency(ies), and in other public communications made by the Trust;

C. To comply with applicable federal and state government laws, rules, and regulations;

D. To provide for accountability for the policies and procedures set forth herein, and strict adherence thereto, and regulatory compliance by the principal executive officer, the principal financial officer, accounting officer or controller, and any other persons acting in any such capacity.

E. To establish accountability and encourage reporting of known or perceived transgressions of the Code.

The Rule makes it “unlawful” for certain persons who have affiliations with the Trust to engage in conduct which is deceitful, fraudulent or manipulative, or which involves false or misleading statements, in connection with the purchase or sale of securities by the Trust. This Code of Ethics is intended to establish policies and procedures designed to insure that persons subject to this Code of Ethics and the Rule do not use any information concerning the investments or investment intentions of the Trust, or his or her ability to influence such investment related information, for personal gain or in a manner detrimental to the interests of the Trust.

II. Principles This Code of Ethics acknowledges the general principles that persons affiliated with the Trust:

A. owe a fiduciary obligation to the Trust;

B. have the duty at all times to place the interests of Trust shareholders first;

C. must conduct all of their personal securities transactions in such a manner as to avoid any actual or potential conflict of interest or abuse of such person’s position of trust and responsibility; and

D. should not take inappropriate advantage of their positions in relation to the Trust.

III. Definitions (as used herein)

A. “Access Person” means:

Any Trustee, officer, including but not limited to the principal executive officer, the principal financial officer, accounting officer or controller of the Trust and any person acting in any such capacity, general partner or Advisory Person of the Trust or any Adviser to the Trust.

(1) If an Adviser to the Trust is primarily engaged in a business or businesses other than advising Funds or other advisory clients, the term Access Person means any Trustee, officer, general partner or Advisory Person of the Adviser who, with respect to any Fund, makes any recommendation, participates in the determination of which recommendation will be made, or whose principal function or duties relate to the determination of which recommendation will be made, or who, in connection with his or her duties, obtains any information concerning recommendations on Covered Securities being made by the Adviser to any Fund.

1. An Adviser is “primarily engaged in a business or businesses other than advising Funds or other advisory clients” if, for each of its most recent three fiscal years or for the period of time since its organization, whichever is less, the Adviser derived, on an unconsolidated basis, more than 50% of its income (or loss), before taxes and extraordinary items, from the other business or businesses.

2. Any Trustee, officer or general partner of a principal underwriter who, in the ordinary course of business, makes, participates in or obtains information regarding, the purchase or sale of Covered Securities by the Trust for which the principal underwriter acts, or whose functions or duties in the ordinary course of business relate to the making of any recommendation to the Trust, regarding the purchase or sale of Covered Securities.

B. “Advisory Person” means:

1. Any employee of the Trust or an Adviser to the Trust (or of any Trust in a control relationship to the Trust or an investment adviser to the Trust) who, in connection with his or her regular functions or duties, makes, participates in, or obtains information regarding the purchase or sale of Covered Securities by the Trust, or whose functions relate to the making of any recommendations with respect to such purchases or sales; and

2. Any natural person in a control relationship to the Trust or an Adviser to the Trust who obtains information concerning recommendations made to the Trust with regard to the purchase or sale of Covered Securities by the Trust

C. “Affiliated Person” means:

1. Any officer, including but not limited to the principal executive officer, the principal financial officer, accounting or controller of the Trust and any person acting in any such capacity, Trustee, copartner or employee of the Trust, Adviser and/or Underwriter;

2. any person directly or indirectly owning, controlling or holding with power to vote, 5% or more of the outstanding voting securities of the Trust, Adviser and/or Underwriter;

3. any person 5% or more of whose outstanding voting securities are directly or indirectly owned, controlled or held with power to vote, by the Trust, Adviser and/or Underwriter; and

4. any person directly or indirectly controlling, controlled by, or under common control with the Trust, Adviser and/or Underwriter.

D. “Beneficial Interest” means:

1. Any interest by which an Access Person or any member of his or her immediate family (relative by blood or marriage living in the same household), can directly or indirectly derive a monetary benefit from the purchase, sale (or other

acquisition or disposition) or ownership of a security, except such interests as Clearing Officers shall determine to be too remote for the purpose of this Code of Ethics. (A transaction in which an Access Person acquires or disposes of a security in which he or she has or thereby acquires a direct or indirect Beneficial Interest will be referred to in this Code of Ethics as a “personal securities” transaction or as a transaction for the person’s “own account”). At the written request of a person subject to this Code of Ethics, the Clearing Officers, in their sole discretion or with the advice of counsel, may from time to time issue written interpretations as to whether an Access Person has a “Beneficial Interest” in a security or a transaction, and whether a transaction is or would be considered to be a “personal securities” transaction or a transaction “for the person’s own” account for purposes of the reporting requirements under this Code. Any such written interpretations shall be included in Appendix A attached to and incorporated by reference into this Code of Ethics, and may be relied upon solely by the person(s) seeking such interpretations.

E. “Clearing Officers” means:

1. any two officers of the Trust who are not:

a. parties to the transaction;

b. related by blood or marriage to a party to the transaction; and

c. interested in or affiliated persons of the issuer of the securities at issue.

F. “Control” means:

The power to exercise a controlling influence over the management or policies of a Trust (unless such power is solely the result of an official position with such Trust). Any person who owns beneficially, directly or through one or more controlled companies, more than 25% of the voting securities of a Trust shall be presumed to control such Trust.

G. “Covered Security” means:

All stock, debt obligations and other instruments comprising the investments of the Trust, including any warrant or option to acquire or sell a security, and financial futures contracts, except that it does not include:

a. Direct obligations of the Government of the United States;

b. Banker’s acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements, and

c. Shares issued by open-end Funds.

References to a “Security” in this Code of Ethics shall include any warrant for, option in, or security immediately convertible into that “Security.”

H. “Fund” means:

0. An investment company registered under the Act, and includes the Trust.

I. A “security held or to be acquired” by the Trust means:

0. any Covered Security which, within the most recent 15 calendar days: (i) is or has been held by the Trust; or (ii) is being or has been considered by an Adviser for purchase by the Trust.

J. A security is “being considered for purchase or sale”;

from the time an order is given by or on behalf of the Trust to the order room of the Adviser until all orders with respect to that security are completed or withdrawn.

IV. The principal executive officer, the principal financial officer, accounting officer or controller any person acting in any such capacity for the Trust as applicable:

A. shall prepare and submit, or cause to be prepared and submitted, all documents, reports, and other items requested from time to time, to the appropriate regulatory authority(ies) and agency(ies) including federal, state, and self-regulatory organizations, and the public if so required by law or rule. All such reports shall be prepared fairly and accurately, fully disclosing all applicable information in a format that shall be understandable and easily read.

B. shall maintain the books, records, and documents, and shall at all times conduct the Trust’s business in such a manner so as to fully comply with all applicable government laws, and regulations promulgated thereunder, including all federal, state, and local laws and ordinances.

C. shall make the Code of Ethics of the Trust available to all parties upon receipt of a request. Requests may be made by calling the Trust at 1-800-846-7526, or by writing the Trust at 1304 West Fairbanks Avenue, Winter Park, FL 32789. Disclosure of the Code’s availability shall be announced on the Trust’s website (www.timothyplan.com) and in its prospectus, semi-annual and annual reports.

V. General Prohibitions In addition to the officers set forth hereinabove, the provisions and reporting requirements of the Rule and this Code of Ethics are applicable to those investment activities of Access Persons who are associated with the Trust and who thus may benefit from or interfere with the purchase or sale of portfolio securities by the Trust. The Rule and this Code of Ethics shall also apply to all Affiliated Persons of the Trust, the Adviser(s), SubAdviser(s) and the Underwriter (“Covered Persons”), unless specifically stated otherwise. The Rule makes it “unlawful” for Covered Persons to engage in conduct which is deceitful, fraudulent, or manipulative, or which involves false or misleading statements, in connection with the purchase or sale of securities by the Trust. Accordingly, under the Rule and this Code of Ethics, no Covered Person shall use any information concerning the investments or investment intentions of the Trust, or his or her ability to influence such investment intentions, for personal gain or in a manner detrimental to the interests of the Trust. In addition, no Covered Person shall, directly or indirectly in connection with the purchase or sale of a “security held or to be acquired” by the Trust:

A. employ any device, scheme or artifice to defraud the Trust; or

B. make to the Trust or an Adviser any untrue statement of material fact or omit to state to any of the foregoing a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading; or

C. engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon the Trust; or

D. engage in any manipulative practice with respect to the Trust.

This Code of Ethics, as amended, has been adopted to establish standards and procedures for the detection and prevention of activities by which Officers of the Trust, and other persons having knowledge of the investments and investment intentions of the Trust, may abuse their fiduciary duties to the Trust, the investors, or both, to deal with other types of conflict-of-interest situations, and to establish certain standards, policies, and procedures, designed specifically, but not exclusively to address the conduct of the principal executive officer, the principal financial officer, accounting officer, controller, and any other officers or persons acting in any such capacity: i. To promote honest and ethical conduct, including the ethical handling of actual or perceived conflicts of interest between personal and professional relationships;

ii. To effect full, fair, accurate, timely, and understandable disclosures in reports and documents that a company files with, or submits to, the Securities and Exchange Commission, state securities oversight agency(ies), and in other public communications made by the Trust; iii. To comply with applicable federal and state government laws, rules, and regulations; iv. To provide for accountability for the policies and procedures set forth herein, and strict adherence thereto, and regulatory compliance by the principal executive officer, the principal financial officer, accounting officer or controller, and any other persons acting in any such capacity. v. To establish accountability and encourage reporting of known or perceived transgressions of the Code. It is “unlawful” for certain persons who have affiliations with the Trust to engage in conduct which is deceitful, fraudulent or manipulative, or which involves false or misleading statements, in connection with the purchase or sale of securities by the Trust. This Code of

Ethics is intended to establish policies and procedures designed to insure that persons subject to this Code of Ethics and the Rules do not use any information concerning the investments or investment intentions of the Trust, or his or her ability to influence such investment related information, for personal gain or in a manner detrimental to the interests of the Trust, or the investors, or both.

VI. Prohibited Transactions

A. Blackout Periods

Subject to any additional limiting requirements that may be set forth below, an Advisory Person may not effect a personal securities transaction in a “security held or to be acquired” by the Trust unless such person:

1. executes such transaction at a price equal to or less advantageous than the price obtained for such security by the Trust; and

2. reports to the Trust the information described in Paragraph VI of this Code of Ethics.

Any profits realized on personal securities transactions in violation of this Section V shall be disgorged.

B. Initial Public Offerings

An Advisory Person may not acquire any security in an initial public offering, unless such Advisory Person (1) obtains advance written clearance of such transaction by two Clearing Officers and (2) reports to the Trust the information described in Paragraph VI of this Code of Ethics.

C. Private Placements

An Advisory Person may not acquire any security in a private placement, unless such Advisory Person (1) obtains advance written clearance of such transaction by two Clearing Officers and (2) reports to the Trust the information described in Paragraph VI of this Code of Ethics.

1. When considering whether to grant approval to the Advisory Person to engage in these transactions, the Clearing Officers shall consider, among other factors, whether the investment opportunity should be reserved for the Trust, and whether the opportunity is being offered to the Advisory Person by virtue of his or her position with the Trust. If the Clearing Officers find that the investment opportunity should be reserved to the Trust or that the opportunity is being offered to the Advisory Person by virtue of his or her position with the Trust, the Clearing Officers shall refuse permission for the Advisory Person to enter into the transaction.

2. An Advisory Person who has been authorized to acquire securities in a private placement or an initial public offering shall be required to disclose that investment to the Trust and the appropriate Adviser whenever such Advisory Person participates, either directly or indirectly, in subsequent consideration of an investment in the issuer by any portfolio in the Trust complex. In the event that an Advisory Person has been given approval to acquire securities in a private placement or an initial public offering, any decision of the Trust to purchase securities of the issuer of such private placement or initial public offering shall be subject to prior review by the Trust’s independent Trustees who have no personal interest in the issuer.

D. Ban On Short-Term Trading Profits

An Advisory Person may not profit from the purchase and sale, or sale and purchase, of the same (or equivalent) securities within 60 calendar days, unless such transactions fully comply with the restrictions of Section V(A) of this Code of Ethics. Any profits realized on non-complying short-term trades shall be disgorged.

E. Gifts

Advisory Persons may not accept any gift or other thing of more than de minimis value from any person or entity that does business with or on behalf of the Trust.

F. Service as a Trustee to Other Public Companies

Advisory Persons may not serve on the board of directors of any publicly traded company, without prior authorization of a majority of the Trust’s Board of Trustees, which authorization shall be specifically based upon a determination that the board service would be consistent with the interests of the Trust and its shareholders. If and when such board service is authorized, the Advisory Person serving as a director will be isolated from other Advisory Persons who make investment decisions involving that company through “Chinese Wall” or other procedures.

VII. Advance Clearance Requirement

A. Procedures

1. From Whom Obtained: Persons who desire to enter into personal securities transactions in transactions requiring prior approval under paragraph V above, must obtain the written approval of any two Clearing Officers prior to entering into such transactions.

2. Time of Clearance: Transaction clearances must be obtained not more than three (3) days prior to the transaction. If the trade is not made within three (3) days of the date of clearance, a new clearance must be obtained.

3. Form: Persons seeking authorization to enter into transactions requiring prior clearance shall complete and sign a form approved for that purpose by the Trust, which form shall set forth the details of the proposed transaction. An example of such form is annexed hereto as Schedule A (“Clearance Forms”). Upon obtaining authorization to enter into the subject transaction, the Clearing Officers authorizing the transaction shall affix their signatures to the Clearance Form to indicate such approval.

4. Filing: Copies of all completed Clearance Forms, with all required signatures, shall be provided to the Board of Trustees, and shall retained in accordance with the record keeping requirements set forth in Section XIII of this Code of Ethics.

B. Factors Considered in Clearance of Personal Transactions

Clearing Officers may refuse to grant clearance of a personal transaction in their sole discretion without being required to specify any reason for the refusal. Generally, Clearing Officers will

consider the following factors in determining whether or not to authorize a proposed transaction:

1. Whether the amount or nature of the transaction, or person entering into the transaction, is likely to affect the price or market for the Security;

2. Whether the individual making the proposed purchase or sale is likely to benefit from purchases or sales in the same or similar security being made or being considered by the Trust; and

3. Whether the security proposed to be purchased or sold is one that would qualify for purchase or sale by the Trust.

VIII. Exempt Transactions

A. Purchases, sales or other acquisitions or dispositions of Securities for an account over which the person has no direct influence or control and does not exercise indirect influence or control;

B. Purchases, sales or other acquisitions or dispositions of securities which are not eligible for purchase or sale by any portfolio of the Trust;

C. Involuntary purchases or sales;

D. Purchases which are part of an automatic dividend reinvestment plan; and

E. Purchases or other acquisitions or dispositions resulting from the exercise of rights required from an issuer as part of a pro rata distribution to all holders of a class of securities of such issuer and the sale of such rights.

IX. Reporting of Securities Transactions

A. Reporting Requirements of Access Persons

1. Reports Required: Unless specifically excepted by other provisions of this Code of Ethics, every Access Person of the Trust, Adviser, Sub-Adviser(s) and Underwriter must provide to the Administrator of this Code of Ethics and the Adviser(s) or Underwriter, as applicable, the following reports:

a. Initial Holdings Reports: Not later than ten (10) days after a person becomes an Access Person, such person shall complete, sign and deliver to the Trust, and the Adviser(s) or Underwriter, as applicable, an Initial Holdings Report, a form of which is attached to this Code of Ethics as Schedule B; except that

i. Any person who qualified as an Access Person prior to March 1, 2000 shall be exempt from filing an Initial Holdings Report.

b. Quarterly Transaction Reports: Not later than ten (10) days after the end of each calendar quarter, each Access Person shall make a written report (“Quarterly Transaction Report’), a form of which is attached to this Code of Ethics as Schedule C, to the Administrator of this Code of Ethics and the Adviser(s) or Underwriter, as applicable, which with respect to any transaction during the previous calendar quarter in a Covered Security in which the Access Person had any direct or indirect Beneficial Ownership, contains the following information:

i. The date of the transaction, the title, the interest rate and maturity date (if applicable), the number of shares and the principal amount of each Covered Security involved:

ii. The nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition);

iii. The price of the Covered Security at which the transaction was effected;

iv. The name of the broker, dealer or bank with or through which the transaction was effected; and

v. The date that the report is submitted by the Access Person.

2. With respect to any account established by the Access Person in which any securities were held during the previous quarter for the direct or indirect benefit or the Access Person, contains the following information:

a. The name of the broker, dealer or bank with whom the Access Person established the account;

b. The date the account was established; and

c. The date that the report is submitted by the Access Person.

3. Annual Holding Reports: Not later than thirty (30) days after the end of the Trust’s fiscal year end, each Access Person shall make a written report, a form of which is attached to this Code of Ethics as Schedule D (“Annual Holdings Report”), to the Administrator of this Code of Ethics and the Adviser(s) or Underwriter, as applicable, which:

a. Sets forth the title, number of shares and principal amount of each Covered Security in which the Access Person had any direct or indirect beneficial ownership;

b. Sets forth the name of any broker, dealer or bank with whom the Access Person maintains an account in which any securities are held for the direct or indirect benefit of the Access Person;

c. Contains the date that the report is submitted by the Access Person; and

4. States that the information contained in the Annual Holdings Report is current as of a date not greater than thirty (30) days prior to the date the report was submitted.

B. Exemptions from Reporting

1. A person need not make an Initial Holdings Report with respect to transactions effected for, and Covered Securities held in, any account over which the person has no direct or indirect influence or control.

2. A Trustee of the Trust who is not an “interested person” of the Trust, as such term is defined in Section 2(a)(19) of the Act, and who would otherwise be required to make a report solely by reason of being a Trustee of the Trust, need not make:

a. An Initial Holdings Report or an Annual Holdings Report; and

b. A Quarterly Transaction Report, unless the Trustee knew, or in the ordinary course of fulfilling his or her official duties as a Trustee should have known, that during the fifteen (15) day period immediately before or after the Trustee’s transaction in a Covered Security, the Trust purchased or sold the Covered Security, or the Trust or an Adviser considered purchasing or selling the Covered Security.

3. An Access Person of the Trust’s Underwriter need not make a report to the Underwriter, if such person makes a report to the Trust and:

a. The Underwriter is not an affiliated person of the Trust or any Adviser to the Trust; and

b. The Underwriter has no officer, Trustee or general partner who serves as an officer, Trustee or general partner of the Trust or an Adviser to the Trust.

4. An Access Person of an Adviser need not make a report to the Adviser, if such person makes a report to the Trust and all of the information contained in such report would duplicate information required to be recorded under §§ 275.204-2(a)(12) or 275.204(a)(13) of the Investment Advisers Act of 1940, as amended.

5. An Access Person need not make a Quarterly Transaction Report if the Report would duplicate information contained in broker trade confirmations or account statements received by the Trust with respect to the Access Person for the applicable quarterly reporting period, but only if such broker trade confirmations or account statements contain ALL of the information required to be reported in the Quarterly Transaction Reports.

C. Responsibility to Report

The responsibility for taking the initiative to report is imposed on each individual required to make a report. Any effort by the Trust to facilitate the reporting process does not change or alter that responsibility.

D. Where to File Report

All reports must be filed with the principal executive officer, in-house counsel of the Trust, or to such person designated by the principal executive officer as Administrator of the Code.

X. Confidentiality of Trust Transactions Until disclosed in a public report to shareholders or to the SEC in the normal course of the Trust’s business, all information concerning Securities “being considered for purchase or sale” by the Trust shall be kept confidential by all Access Persons and disclosed by them only on a “need to know” basis. It shall be the responsibility of the Administrator of this Code of Ethics to report any inadequacy found by him or her to the Board of Trustees of the Trust or any committee appointed by the Board to deal with such information.

XI. Accountability and Sanctions Failure to report, or the failure to promptly report, a violation of this Code by any person in possession of the knowledge of a violation or who has reasonable grounds to suspect a violation has occurred, shall itself be a violation of the Code, and will result the imposition of sanctions as set forth below. Any violation of this Code of Ethics shall be subject to the imposition of such sanctions by the Trust as may be deemed appropriate under the circumstances to achieve the purposes of the Rules and this Code of Ethics, which may include suspension or termination of employment, a letter of censure and when applicable, possible restitution of an amount equal to the difference between the price paid or received by the Trust and the more advantageous price paid or received by the offending person. Sanctions for violation of this Code of Ethics by a Trustee of the Trust will be determined by a majority vote of its independent Trustees.

XII. Administration and Construction

A. The administration of this Code of Ethics shall be the responsibility of the President of the Trust who shall serve as the “Administrator” of this Code of Ethics.

B. The duties of such Administrator shall include:

1. Continuous maintenance of a current list of the names of all Access Persons with an appropriate description of their title or employment;

2. Providing each Covered Person a copy of this Code of Ethics and informing them of their duties and obligations thereunder, and assuring that Covered Persons who are not Access Persons are familiar with applicable requirements of this Code of Ethics;

3. upervising the implementation of this Code of Ethics by the Adviser(s) and Underwriter and the enforcement of the terms hereof by the Adviser(s) and Underwriter;

4. Maintaining or supervising the maintenance of all records and reports required by this Code of Ethics;

5. Preparing listings of all transactions effected by any Access Person within fifteen (15) days of the date on which the same security was held, purchased or sold by the Trust;

6. Determining whether any particular securities transaction should be exempted pursuant to the provisions of this Code of Ethics;

7. Issuing either personally, or with the assistance of counsel as may be appropriate, an interpretation of this Code of Ethics which may appear consistent with the objectives of the Rule of this Code of Ethics;

8. Conducting of such inspections or investigations, including scrutiny of the listings referred to in the preceding subparagraph, as shall reasonably be required to detect and report, with his or her recommendations, any apparent violations of this Code of Ethics to the Board of Trustees of the Trust or any Committee appointed by them to deal with such information;

9. Submitting a quarterly report to the Trustees of the Trust containing a description of any violation and the sanction imposed; transactions which suggest a possibility of a violation, and any exemptions or waivers found appropriate by the Administrator; and any other significant information concerning the appropriateness of this Code of Ethics.

The Trust shall maintain or cause to be maintained in an easily accessible place, the following records:

a. A copy of this and any other Code of Ethics adopted pursuant to the Rule which has been in effect during the past five (5) years;

b. A record of any violation of such Codes of Ethics and of any action taken as a result of such violation;

c. A copy of each report made by the Trust within two (2) years from the end of the fiscal year of the Trust in which such report and interpretation is made or issued and for an additional three (3) years in a place which need not be easily accessible;

d. A list of all persons who are, or within the past five (5) years have been, required to make reports pursuant to the Rule and this Code of Ethics; and

e. A copy of all Initial Holdings Reports, Quarterly Transactions Reports, and Annual Holdings Reports submitted within the last five (5) years, the first two (2) years in an easily accessible place.

XIII. Amendments and Modifications This Code of Ethics may not be amended or modified except in a written form which is specifically approved by majority vote of the Independent Trustees of the Trust. Modifications or amendments, including waivers to any provision set forth herein, that relate to the principal executive officer, the principal financial officer, accounting officer or controller and any person acting in any such capacity for the Trust,, shall be disclosed on the Timothy Plan website within five (5) days of the modification, amendment or waiver. This Code of Ethics was first adopted by the Trust’s Board of Trustees, including a majority of the Trust’s “Independent Trustees”, at a meeting held on November 3, 2000, and amended at a meeting held on the 20th day of August, 2003, subject to and receiving final ratification at the meeting held the 21st day of November, 2003.

Witness my Signature:

Joseph Boatwright Secretary to the Trust