-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T0J5Tll9a95ALFAfCiM6yjtWfmVhWZdVimgK9VdIlhh3dBx63r9OsUqOPJFECGBJ +oTVpDh2NRst65PDn5r6Vg== 0001193125-04-000148.txt : 20040102 0001193125-04-000148.hdr.sgml : 20040101 20040102133146 ACCESSION NUMBER: 0001193125-04-000148 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20031031 FILED AS OF DATE: 20040102 EFFECTIVENESS DATE: 20040102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRAVELERS SERIES FUND INC CENTRAL INDEX KEY: 0000919557 IRS NUMBER: 133767311 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-08372 FILM NUMBER: 04500817 BUSINESS ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-291-2556 MAIL ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY TRAVELERS SERIES FUND INC DATE OF NAME CHANGE: 19940613 FORMER COMPANY: FORMER CONFORMED NAME: SBA VARIABLE PRODUCTS SERIES FUND INC DATE OF NAME CHANGE: 19940228 N-CSR 1 dncsr.txt TRAVELERS SERIES FUND INC 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 811-8372 Travelers Series Fund Inc. (Exact name of registrant as specified in charter) 125 Broad Street, New York, NY 10004 (Address of principal executive offices) (Zip code) Robert I. Frenkel, Esq. Smith Barney Fund Management LLC 300 First Stamford Place Stamford, CT 06902 (Name and address of agent for service) Registrant's telephone number, including area code: (800) 451-2010 Date of fiscal year end: October 31 Date of reporting period: October 31, 2003 ITEM 1. REPORT TO STOCKHOLDERS. The Annual Report to Stockholders is filed herewith. -------------------------------------------------- TRAVELERS SERIES FUND INC. SMITH BARNEY LARGE CAP VALUE PORTFOLIO STRATEGIC EQUITY PORTFOLIO VAN KAMPEN ENTERPRISE PORTFOLIO -------------------------------------------------- ANNUAL REPORT | OCTOBER 31, 2003 -------------------------------------------------------- NOT FDIC INSURED . NOT BANK GUARANTEED . MAY LOSE VALUE -------------------------------------------------------- WHAT'S INSIDE Letter from the Chairman......................................... 1 Manager Overview: Smith Barney Large Cap Value Portfolio......................... 3 Strategic Equity Portfolio..................................... 5 Van Kampen Enterprise Portfolio................................ 7 Fund Performance: Smith Barney Large Cap Value Portfolio......................... 9 Strategic Equity Portfolio..................................... 11 Van Kampen Enterprise Portfolio................................ 13 Schedules of Investments......................................... 15 Statements of Assets and Liabilities............................. 29 Statements of Operations......................................... 30 Statements of Changes in Net Assets.............................. 31 Notes to Financial Statements.................................... 34 Financial Highlights............................................. 42 Independent Auditors' Report..................................... 45 Additional Information........................................... 46 Tax Information.................................................. 50
LETTER FROM THE CHAIRMAN [PHOTO] R. Jay Gerken R. JAY GERKEN, CFA Chairman, President and Chief Executive Officer Dear Shareholder, The funds' fiscal year was a time of heightened market volatility. When the period began in November, the economic environment was dominated by geopolitical tension, corporate scandals, declining consumer confidence and concerns regarding the general strength of the global economy. Apprehensive and cautious about the state of affairs in Iraq, businesses and consumers alike chose to slow their spending due to war-related uncertainty. Consequently, the U.S. economy and the stock market in general remained weak through the first quarter of 2003. However, when the U.S.-led coalition entered Iraq in late March and investors turned their attention to a pending stabilization in the outlook for corporate earnings, the U.S. stock market rebounded. Unlike previous rallies over the past three years, this one proved sustainable, and stock prices generally rose through the end of the funds' fiscal year in October. If you have any questions about recent economic events or investing in a recovering economy, we urge you to talk with your financial adviser. Please read on to learn more about your fund's performance and the Manager's strategy. As always, thank you for entrusting your assets to us. We look forward to helping you continue to meet your financial goals. Sincerely, /s/ R. Jay Gerken R. Jay Gerken, CFA Chairman, President and Chief Executive Officer November 18, 2003 1 Travelers Series Fund Inc. | 2003 Annual Report PERFORMANCE OF THE FUNDS AS OF OCTOBER 31, 2003/1/
6 Months 12 Months Smith Barney Large Cap Value Portfolio 14.20% 21.38% S&P 500 Index/2/ 15.62% 20.79% S&P 500/Barra Value Index/3/ 18.47% 24.82% Average of Lipper variable equity income funds/4/ 15.49% 20.48% Strategic Equity Portfolio (formerly known as Alliance Growth Portfolio) 16.08% 20.57% S&P 500 Index/2/ 15.62% 20.79% Russell 1000 Index/5/ 16.77% 22.32% Average of Lipper variable multi-cap growth funds/6/ 21.85% 27.50% Van Kampen Enterprise Portfolio 15.02% 17.93% S&P 500 Index/2/ 15.62% 20.79% Russell 1000 Growth Index/7/ 16.81% 21.81% Average of Lipper variable multi-cap growth funds/6/ 21.85% 27.50%
/1/The performance returns set forth above do not reflect the reduction of initial charges and expenses imposed in connection with investing in variable annuity contracts such as administrative fees, account charges and surrender charges, which if reflected, would reduce the performance of the funds. Past performance is not indicative of future results. /2/The S&P 500 Index is a market capitalization-weighted index of 500 widely held common stocks. Please note that an investor cannot invest directly in an index. /3/The S&P 500/Barra Value Index is a market-capitalization weighted index of stocks in the S&P 500 Index having lower price-to-book ratios relative to the S&P 500 Index as a whole. (A price-to-book ratio is the price of a stock compared to the difference between a company's assets and liabilities.) Please note that an investor cannot invest directly in an index. /4/Lipper Inc. is a major independent mutual-fund tracking organization. Returns are based on the six- and 12-month periods ended October 31, 2003, calculated among 58 and 56 funds, respectively, in the fund's Lipper peer group including the reinvestment of dividends and capital gains. /5/The Russell 1000 Index measures the performance of the 1000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. Please note that an investor cannot invest directly in an index. /6/Returns are based on the six- and 12-month periods ended October 31, 2003, calculated among 105 and 104 funds, respectively, in the fund's Lipper peer group including the reinvestment of dividends and capital gains. /7/The Russell 1000 Growth Index measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. Please note that an investor cannot invest directly in an index. 2 Travelers Series Fund Inc. | 2003 Annual Report MANAGER OVERVIEW Smith Barney Large Cap Value Portfolio Special Shareholder Notice As of July 1, 2003, John B. Cunningham is responsible for the day-to-day management of the fund. Performance Update For the 12 months ended October 31, 2003, the fund returned 21.38%. The fund outperformed its Lipper peer group of variable equity income funds, which had an average return of 20.48%, for the same period./8/ It also outperformed one of its unmanaged benchmarks, the S&P 500 Index,/i/ which returned 20.79%, but underperformed its other unmanaged benchmark, the S&P 500/Barra Value Index,/ii/ which returned 24.82% for the same period. Improving Market Boosted Fund Performance/9/ When the period began, rising tensions and the eventual armed conflict between U.S.-led coalition forces and Iraq, the sudden and rapid spread of Severe Acute Respiratory Syndrome ("SARS"), as well as ongoing revelations of misdeeds by a number of corporations and their officers had a profoundly negative impact on business, consumer and investor confidence and on an already fragile global economy. The end of major hostilities in Iraq removed some of the uncertainties that had slowed economic recovery in the U.S., along with some of the pressure that had been driving up energy prices. Throughout the period, the Fed continued its highly accommodative monetary policy, maintaining key interest rates at four-decade lows as additional tax relief measures worked their way through the U.S. Congress. Toward the end of the period, this accommodative policy and improving investor confidence buoyed the equity markets, offering some measure of relief for equity investors. By the /8/Lipper Inc. is a major independent mutual-fund tracking organization. Returns are based on the 12-month period ended October 31, 2003, calculated among 56 funds in the fund's Lipper peer group including the reinvestment of dividends and capital gains. /9/The fund's top ten holdings as of October 31, 2003 were: Altria Group, Inc. (2.54%); Pfizer Inc. (2.48%); Hewlett-Packard Co. (2.24%); Alcoa Inc. (2.12%); American International Group, Inc. (1.95%); Merrill Lynch & Co., Inc. (1.94%); BP PLC (1.90%); McDonald's Corp. (1.80%); ChevronTexaco Corp. (1.79%); Total SA (1.75%). 3 Travelers Series Fund Inc. | 2003 Annual Report end of the third quarter of 2003, for the first time since 1999, many of the major U.S. stock indexes had posted back-to-back quarterly gains. Technology continued to lead the S&P 500 Index's performance during the period, accounting for more than one-third of the index's return. Other leading sectors included materials, consumer discretionary and financials. The materials sector gathered steam with improving economic reports, and the financials sector responded to favorable mortgage origination trends, improved credit quality and strengthening capital markets. The healthcare and telecommunications sectors posted negative returns during the period. The top three contributors to fund performance during the period were financial services company J.P. Morgan Chase & Co., information technology supplier Comverse Technology, Inc., and Cendant Corp., a provider of travel and real estate services. The three stocks that detracted most from the fund's performance included utility company Duke Energy Corp., Tenet Healthcare Corp., which owns and operates hospitals and related healthcare facilities, and drug manufacturer Pfizer Inc. Thank you for your investment in the Smith Barney Large Cap Value Portfolio. We appreciate that you have entrusted us to manage your money and value our relationship with you. Sincerely, /s/ John B. Cunningham John B. Cunningham Portfolio Manager November 18, 2003 4 Travelers Series Fund Inc. | 2003 Annual Report MANAGER OVERVIEW Strategic Equity Portfolio (formerly known as Alliance Growth Portfolio) Special Shareholder Notice Please note that the fund's sub-adviser changed from Alliance Capital Management L.P. to Fidelity Management & Research Company, effective September 15, 2003. In accordance with this change, the fund's name is now Strategic Equity Portfolio. The fund seeks capital appreciation by investing at least 80% of its assets in equity securities. The fund may invest in securities of foreign issuers, in addition to securities of domestic issuers. Performance Update For the 12 months ended October 31, 2003, the fund returned 20.57%. In comparison, the fund's current and former benchmarks, the S&P 500 Index,/i/ and the Russell 1000 Index,/iii/ returned 20.79% and 22.32%, respectively, for the same period. The fund also underperformed its Lipper peer group of variable multi-cap growth funds, which returned 27.50%, for the same period./10/ Improving Equity Market Equity markets remained volatile and extraordinarily risk-adverse as the period began in November 2002 through the end of March, reflecting lackluster economic growth and corporate profitability. However, as the second quarter of 2003 commenced, markets generally recovered as investors grew more confident in the prospects for economic recovery and accelerating corporate profits. While the market recovery has been impressive, the market has been led disproportionately by equities with higher risk characteristics. We did not manage the portfolio for the majority of the fund's fiscal year. Holdings in the technology and financial services sectors generally contributed to the fund's performance during this period, while its healthcare holdings generally detracted. Since taking over management of the fund, we have begun to make select changes to the portfolio to align it with our investment style. /10/Lipper Inc. is a major independent mutual-fund tracking organization. Returns are based on the 12-month period ended October 31, 2003, calculated among 104 funds in the fund's Lipper peer group including the reinvestment of dividends and capital gains. 5 Travelers Series Fund Inc. | 2003 Annual Report Thank you for your investment in the Strategic Equity Portfolio. We appreciate that you have entrusted us to manage your money and value our relationship with you. Sincerely, /s/ R. Jay Gerken R. Jay Gerken, CFA Chairman, President and Chief Executive Officer November 20, 2003 6 Travelers Series Fund Inc. | 2003 Annual Report MANAGER OVERVIEW Van Kampen Enterprise Portfolio Special Shareholder Notice As of September 30, 2003, Stephen Boyd, Thomas Copper and Mary Jayne Maly, of Van Kampen Asset Management Inc., are responsible for the day-to-day management of the fund. Performance Update For the 12 months ended October 31, 2003, the fund returned 17.93%. In comparison, the fund underperformed its unmanaged benchmarks, the S&P 500 Index/i/ and Russell 1000 Growth Index,/iv/ which returned 20.79% and 21.81%, respectively, for the same period. The fund also underperformed its Lipper peer group of variable multi-cap growth funds, which had an average return of 27.50%, for the same period./11/ Overall stock selection detracted from performance, while sector weightings contributed positively to performance. During the year, we continued to use a "barbell" investment strategy of holding both economically sensitive and defensive companies in the portfolio. Market Overview As signs of an economic rebound emerged, we added stocks to the economically sensitive portion of the portfolio. We took a somewhat more aggressive stance by buying more technology and consumer cyclical stocks, while selling consumer staples. However, we continued to address risk by attempting to be sensitive to valuations and by limiting the size of the portfolio's largest positions. The U.S. equity market continued its rally in the third quarter of 2003. Economic news showed some improvement, with a higher second quarter GDP ("Gross Domestic Product")./v/ The Federal Reserve left interest rates unchanged and suggested that rates would likely remain at low levels for some time. Fund Performance The largest sector in the portfolio was information technology. Because we had an overweight position in information technology, it was the most significant detractor from performance. Our largest overweight sector, financials, also detracted from performance. The portfolio's overweight in energy, combined /11/Lipper Inc. is a major independent mutual-fund tracking organization. Returns are based on the 12-month period ended October 31, 2003, calculated among 104 funds in the fund's Lipper peer group including the reinvestment of dividends and capital gains. 7 Travelers Series Fund Inc. | 2003 Annual Report with prudent stock selection, was beneficial during the early part of the year, however, overall this position negatively affected performance as the sector struggled during the period. The healthcare sector, an underweight position in our fund, was the greatest positive contributor to performance. Consumer staples, the portfolio's largest underweight position positively contributed to performance. Thank you for your investment in the Van Kampen Enterprise Portfolio. Sincerely, /s/ Stephen Lyle Boyd /s/ Thomas Copper /s/ Mary Jayne Maly Stephen Lyle Boyd Thomas Copper Mary Jayne Maly Van Kampen Asset Management Inc.
November 21, 2003 The information provided is not intended to be a forecast of future events, a guarantee of future results or investment advice. Views expressed may differ from those of the firm as a whole. Portfolio holdings and breakdowns are as of October 31, 2003 and are subject to change. Please refer to pages 15 through 28 for a list and percentage breakdown of the funds' holdings. /i/ The S&P 500 Index is a market capitalization-weighted index of 500 widely held common stocks. Please note that an investor cannot invest directly in an index. /ii/ The S&P 500/Barra Value Index is a market-capitalization weighted index of stocks in the S&P 500 Index having lower price-to-book ratios relative to the S&P 500 Index as a whole. (A price-to-book ratio is the price of a stock compared to the difference between a company's assets and liabilities.) Please note that an investor cannot invest directly in an index. /iii/The Russell 1000 Index measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. Please note that an investor cannot invest directly in an index. /iv/ The Russell 1000 Growth Index measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. Please note that an investor cannot invest directly in an index. /v/ Gross Domestic Product is a market value of goods and services produced by labor and property in a given country. Additional Information About Your Fund The Funds' Manager and some of its affiliates have received requests for information from various government regulators regarding market timing, late trading, fees and other mutual fund issues in connection with various investigations. The Manager and its affiliates are responding to those information requests, but are not in a position to predict the outcome of these requests and investigations. 8 Travelers Series Fund Inc. | 2003 Annual Report SMITH BARNEY LARGE CAP VALUE PORTFOLIO AVERAGE ANNUAL TOTAL RETURNS+ (UNAUDITED) Twelve Months Ended 10/31/03 21.38% - ------------------------------------------------------------------------------ Five Years Ended 10/31/03 (0.38) - ------------------------------------------------------------------------------ 6/16/94* through 10/31/03 7.76 - -----------------------------------------------------------------------------
CUMULATIVE TOTAL RETURN+ (UNAUDITED) 6/16/94* through 10/31/03 101.52% - ------------------------------------------------------------------------------
+ Assumes the reinvestment of all dividends and capital gain distributions. Total returns do not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. * Commencement of operations. 9 Travelers Series Fund Inc. | 2003 Annual Report HISTORICAL PERFORMANCE (UNAUDITED) Value of $10,000 Invested in Shares of the Smith Barney Large Cap Value Portfolio vs. S&P 500 Index and S&P 500/Barra Value Index+ - -------------------------------------------------------------------------------- June 1994 -- October 2003 [CHART] Smith Barney Large S&P S&P 500/Barra Cap Value Portfolio 500 Index++ Value Index++ ------------------ ------------- ---------------- 6/16/1994 $10,000 $10,000 $10,000 10/94 10,140 10,324 9,906 10/95 12,189 13,053 12,186 10/96 15,182 16,018 15,185 10/97 18,731 21,159 19,697 10/98 20,539 25,817 22,009 10/99 22,290 32,442 26,193 10/00 24,210 34,413 28,729 10/01 21,407 25,847 23,437 10/02 16,602 21,946 19,739 10/31/2003 20,152 26,509 24,638 +Hypothetical illustration of $10,000 invested in shares of the Smith Barney Large Cap Value Portfolio on June 16, 1994 (commencement of operations), assuming reinvestment of dividends and capital gains, if any, at net asset value through October 31, 2003. The S&P 500 Index is an index of widely held common stocks listed on the New York and American Stock Exchanges and the over-the-counter markets. Figures for the S&P 500 Index include reinvestment of dividends. The S&P 500/Barra Value Index is a market-capitalization weighted index of stocks in the S&P 500 Index having lower price-to-book ratios relative to the S&P 500 Index as a whole. (A price-to-book ratio is the price of a stock compared to the difference between a company's assets and liabilities.) The Indexes are unmanaged and are not subject to the same management and trading expenses of a mutual fund. Please note that an investor cannot invest directly in an index. All figures represent past performance and are not a guarantee of future results. The performance data represents past performance including the investment return and principal value of an investment, which will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. The graph does not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. ++It is the opinion of the management that the S&P 500/Barra Value Index more accurately reflects the current composition of the Smith Barney Large Cap Value Portfolio than the S&P 500 Index. In future reporting, the S&P 500/Barra Value Index will be used as the basis of comparison of total return performance rather than the S&P 500 Index. 10 Travelers Series Fund Inc. | 2003 Annual Report STRATEGIC EQUITY PORTFOLIO AVERAGE ANNUAL TOTAL RETURNS+ (UNAUDITED) Twelve Months Ended 10/31/03 20.57% - ------------------------------------------------------------------------------ Five Years Ended 10/31/03 (1.62) - ------------------------------------------------------------------------------ 6/16/94* through 10/31/03 9.52 - -----------------------------------------------------------------------------
CUMULATIVE TOTAL RETURN+ (UNAUDITED) 6/16/94* through 10/31/03 134.62% - ------------------------------------------------------------------------------
+ Assumes the reinvestment of all dividends and capital gain distributions. Total returns do not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. * Commencement of operations. 11 Travelers Series Fund Inc. | 2003 Annual Report HISTORICAL PERFORMANCE (UNAUDITED) Value of $10,000 Invested in Shares of the Strategic Equity Portfolio vs. Russell 1000 Index and S&P 500 Index+ - -------------------------------------------------------------------------------- June 1994 -- October 2003 [CHART] Strategic Equity S&P 500 Russell 1000 Portfolio Index++ Index++ -------------------------- ------------- ------------------ 6/16/1994 10,000 10,000 10,000 10/94 10,650 10,324 10,191 10/95 13,428 13,053 12,612 10/96 17,007 16,018 15,501 10/97 22,549 21,159 20,236 10/98 25,463 25,817 24,039 10/99 34,504 32,442 30,189 10/00 37,702 34,413 32,925 10/01 25,619 25,847 24,351 10/02 19,459 21,946 20,795 10/31/2003 23,462 26,509 25,436 + Hypothetical illustration of $10,000 invested in shares of the Strategic Equity Portfolio on June 16, 1994 (commencement of operations), assuming reinvestment of dividends and capital gains, if any, at net asset value through October 31, 2003. The Russell 1000 Index is comprised of 1,000 of the largest capitalized U.S. domiciled companies whose common stock is traded on either the New York, American or NASDAQ stock exchanges. The S&P 500 Index is an index composed of widely held common stocks listed on the New York Stock Exchange, American Stock Exchange and over-the-counter markets. Figures for the Indexes include reinvestment of dividends. The Indexes are unmanaged and are not subject to the same management and trading expenses of a mutual fund. Please note that an investor cannot invest directly in an index. All figures represent past performance and are not a guarantee of future results. The performance data represents past performance including the investment return and principal value of an investment, which will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. The graph does not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. ++It is the opinion of the subadviser that the S&P 500 Index more accurately reflects the composition of the Strategic Equity Portfolio than the Russell 1000 Index. In future reporting, the S&P 500 Index will be used as the basis of comparison of total return performance rather than the Russell 1000 Index. 12 Travelers Series Fund Inc. | 2003 Annual Report VAN KAMPEN ENTERPRISE PORTFOLIO AVERAGE ANNUAL TOTAL RETURNS+ (UNAUDITED) Twelve Months Ended 10/31/03 17.93% - -------------------------------------- Five Years Ended 10/31/03 (3.23) - -------------------------------------- 6/16/94* through 10/31/03 7.19 - ---------------------------------- CUMULATIVE TOTAL RETURN+ (UNAUDITED) 6/16/94* through 10/31/03 91.72% - -------------------------------------- + Assumes the reinvestment of all dividends and capital gain distributions. Total returns do not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. * Commencement of operations. 13 Travelers Series Fund Inc. | 2003 Annual Report HISTORICAL PERFORMANCE (UNAUDITED) Value of $10,000 Invested in Shares of the Van Kampen Enterprise Portfolio vs. S&P 500 Index and Russell 1000 Growth Index+ - -------------------------------------------------------------------------------- June 1994 -- October 2003 [CHART] Van Kampen Enterprise S&P 500 Russell 1000 Portfolio Index Growth Index ----------- -------- ------------- 6/16/1994 $10,000 $10,000 $10,000 10/94 10,380 10,324 10,602 10/95 12,948 13,053 13,698 10/96 15,972 16,018 16,719 10/97 20,733 21,159 21,815 10/98 22,592 25,817 27,192 10/99 28,576 32,442 36,505 10/00 32,554 34,413 39,910 10/01 20,340 25,847 23,968 10/02 16,257 21,946 19,266 10/31/2003 19,172 26,509 23,468 + Hypothetical illustration of $10,000 invested in shares of the Van Kampen Enterprise Portfolio on June 16, 1994 (commencement of operations), assuming reinvestment of dividends and capital gains, if any, at net asset value through October 31, 2003. The S&P 500 Index is an index of widely held common stocks listed on the New York and American Stock Exchanges and the over-the-counter markets. Figures for the S&P 500 Index include reinvestment of dividends. The Russell 1000 Growth Index measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. (A price-to-book ratio is the price of a stock compared to the difference between a company's assets and liabilities.) The Indexes are unmanaged and are not subject to the same management and trading expenses of a mutual fund. Please note that an investor cannot invest directly in an index. All figures represent past performance and are not a guarantee of future results. The performance data represents past performance including the investment return and principal value of an investment, which will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. The graph does not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. 14 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS OCTOBER 31, 2003 SMITH BARNEY LARGE CAP VALUE PORTFOLIO
SHARES SECURITY VALUE - ------------------------------------------------------------- COMMON STOCK -- 98.1% Aerospace and Defense -- 4.0% 199,100 Honeywell International Inc. $ 6,094,451 59,400 Lockheed Martin Corp. 2,753,784 70,700 United Technologies Corp. 5,987,583 - ------------------------------------------------------------- 14,835,818 - ------------------------------------------------------------- Banks -- 9.5% 56,000 Bank of America Corp. 4,240,880 186,000 The Bank of New York Co., Inc. 5,801,340 139,400 FleetBoston Financial Corp. 5,630,366 210,200 U.S. Bancorp 5,721,644 107,000 Wachovia Corp. 4,908,090 103,000 Washington Mutual, Inc. 4,506,250 68,600 Wells Fargo & Co. 3,863,552 - ------------------------------------------------------------- 34,672,122 - ------------------------------------------------------------- Chemicals -- 1.2% 115,400 The Dow Chemical Co. 4,349,426 - ------------------------------------------------------------- Commercial Services and Supplies -- 1.9% 71,700 Avery Dennison Corp. 3,769,986 127,600 Waste Management, Inc. 3,307,392 - ------------------------------------------------------------- 7,077,378 - ------------------------------------------------------------- Communications Equipment -- 4.7% 381,700 3Com Corp.* 2,748,240 234,800 Comverse Technology, Inc.* 4,235,792 1,492,600 Lucent Technologies Inc.* 4,776,320 325,400 Nokia Oyj, Sponsored ADR 5,528,546 - ------------------------------------------------------------- 17,288,898 - ------------------------------------------------------------- Computers and Peripherals -- 4.5% 368,200 Hewlett-Packard Co. 8,214,542 41,900 International Business Machines Corp. 3,749,212 1,111,600 Sun Microsystems, Inc.* 4,401,936 - ------------------------------------------------------------- 16,365,690 - ------------------------------------------------------------- Diversified Financials -- 9.3% 96,600 American Express Co. 4,533,438 47,100 The Goldman Sachs Group, Inc. 4,422,690 126,400 J.P. Morgan Chase & Co. 4,537,760 213,800 MBNA Corp. 5,291,550 119,700 Merrill Lynch & Co., Inc. 7,086,240
See Notes to Financial Statements. 15 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 SMITH BARNEY LARGE CAP VALUE PORTFOLIO
SHARES SECURITY VALUE - ---------------------------------------------------------------------- Diversified Financials -- 9.3% (continued) 80,100 Morgan Stanley $ 4,395,087 168,300 Waddell & Reed Financial, Inc., Class A Shares 3,732,894 - ---------------------------------------------------------------------- 33,999,659 - ---------------------------------------------------------------------- Diversified Telecommunication Services -- 4.0% 148,100 AT&T Corp. 2,753,179 234,600 SBC Communications Inc. 5,625,708 189,700 Verizon Communications Inc. 6,373,920 - ---------------------------------------------------------------------- 14,752,807 - ---------------------------------------------------------------------- Electric Utilities -- 3.3% 138,800 FirstEnergy Corp. 4,773,332 97,400 Progress Energy, Inc. 4,197,940 189,900 Xcel Energy, Inc. 3,114,360 - ---------------------------------------------------------------------- 12,085,632 - ---------------------------------------------------------------------- Electronic Equipment and Instruments -- 1.7% 187,800 Celestica Inc.* 2,666,760 646,500 Solectron Corp.* 3,581,610 - ---------------------------------------------------------------------- 6,248,370 - ---------------------------------------------------------------------- Energy Equipment and Services -- 4.4% 197,800 ENSCO International Inc. 5,212,030 154,900 GlobalSantaFe Corp. 3,486,799 73,800 Nabors Industries, Ltd.* 2,789,640 243,400 Transocean Inc.* 4,670,846 - ---------------------------------------------------------------------- 16,159,315 - ---------------------------------------------------------------------- Food and Drug Retailing -- 3.4% 362,500 Kroger Co.* 6,340,125 291,400 Safeway Inc.* 6,148,540 - ---------------------------------------------------------------------- 12,488,665 - ---------------------------------------------------------------------- Food Products -- 1.5% 185,000 Kraft Foods Inc. 5,383,500 - ---------------------------------------------------------------------- Gas Utilities -- 1.3% 225,100 NiSource Inc. 4,661,821 - ---------------------------------------------------------------------- Health Care Providers and Services -- 1.5% 142,800 HCA Inc. 5,462,100 - ---------------------------------------------------------------------- Hotels, Restaurants and Leisure -- 2.5% 262,900 McDonald's Corp. 6,575,129 78,200 MGM MIRAGE 2,776,100 - ---------------------------------------------------------------------- 9,351,229 - ----------------------------------------------------------------------
See Notes to Financial Statements. 16 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 SMITH BARNEY LARGE CAP VALUE PORTFOLIO
SHARES SECURITY VALUE - ------------------------------------------------------------------- Household Durables -- 0.8% 42,400 Fortune Brands, Inc. $ 2,762,360 - ------------------------------------------------------------------- Household Products -- 1.5% 104,100 Kimberly-Clark Corp. 5,497,521 - ------------------------------------------------------------------- Insurance -- 5.9% 117,400 American International Group, Inc. 7,141,442 76,200 The Hartford Financial Services Group, Inc. 4,183,380 103,000 Loews Corp. 4,429,000 107,400 The St. Paul Cos., Inc. 4,095,162 23,600 XL Capital Ltd. 1,640,200 - ------------------------------------------------------------------- 21,489,184 - ------------------------------------------------------------------- Media -- 5.1% Comcast Corp.: 112,200 Class A Shares* 3,805,824 123,000 Special Class A Shares* 4,012,260 505,700 Liberty Media Corp., Class A Shares* 5,102,513 191,500 The News Corp. Ltd., Preferred Shares ADR 5,649,250 - ------------------------------------------------------------------- 18,569,847 - ------------------------------------------------------------------- Metals and Mining -- 2.1% 245,800 Alcoa Inc. 7,759,906 - ------------------------------------------------------------------- Multiline Retail -- 3.7% 116,500 Costco Wholesale Corp.* 4,120,605 82,800 Federated Department Stores, Inc. 3,937,140 141,300 Target Corp. 5,615,262 - ------------------------------------------------------------------- 13,673,007 - ------------------------------------------------------------------- Oil and Gas -- 5.4% 163,900 BP PLC, Sponsored ADR 6,946,082 88,200 ChevronTexaco Corp. 6,553,260 82,100 Total SA 6,409,547 - ------------------------------------------------------------------- 19,908,889 - ------------------------------------------------------------------- Paper and Forest Products -- 1.6% 149,700 International Paper Co. 5,890,695 - ------------------------------------------------------------------- Pharmaceuticals -- 5.6% 63,200 Merck & Co. Inc. 2,796,600 286,800 Pfizer Inc. 9,062,880 268,300 Schering-Plough Corp. 4,096,941 104,900 Wyeth 4,630,286 - ------------------------------------------------------------------- 20,586,707 - -------------------------------------------------------------------
See Notes to Financial Statements. 17 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 SMITH BARNEY LARGE CAP VALUE PORTFOLIO
SHARES SECURITY VALUE - ---------------------------------------------------------------------------------------------- Real Estate -- 1.5% 190,000 Equity Office Properties Trust $ 5,321,900 - ---------------------------------------------------------------------------------------------- Specialty Retail -- 1.2% 120,100 The Home Depot, Inc. 4,452,107 - ---------------------------------------------------------------------------------------------- Tobacco -- 3.6% 200,200 Altria Group, Inc. 9,309,300 82,600 R.J. Reynolds Tobacco Holdings, Inc. 3,967,278 - ---------------------------------------------------------------------------------------------- 13,276,578 - ---------------------------------------------------------------------------------------------- Wireless Telecommunication Services -- 1.4% 694,700 AT&T Wireless Services Inc.* 5,036,575 - ---------------------------------------------------------------------------------------------- TOTAL COMMON STOCK (Cost -- $343,693,651) 359,407,706 - ---------------------------------------------------------------------------------------------- FACE AMOUNT SECURITY VALUE - ---------------------------------------------------------------------------------------------- REPURCHASE AGREEMENT -- 1.9% $6,963,000 Merrill Lynch & Co., Inc., 0.990% due 11/3/03; Proceeds at maturity -- $6,963,574; (Fully collateralized by U.S. Treasury Notes and Bonds, 1.875% to 3.625% due 7/15/12 to 4/15/28; Market value -- $7,102,304) (Cost -- $6,963,000) 6,963,000 - ---------------------------------------------------------------------------------------------- TOTAL INVESTMENTS -- 100.0% (Cost -- $350,656,651**) $366,370,706 - ----------------------------------------------------------------------------------------------
* Non-income producing security. ** Aggregate cost for Federal income tax purposes is $352,551,123. Abbreviation used in this schedule: ADR -- American Depositary Receipt See Notes to Financial Statements. 18 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 STRATEGIC EQUITY PORTFOLIO
SHARES SECURITY VALUE - ------------------------------------------------------------------- COMMON STOCK -- 88.0% Aerospace and Defense -- 6.7% 443,800 Lockheed Martin Corp. $ 20,574,568 184,900 Northrop Grumman Corp. 16,530,060 - ------------------------------------------------------------------- 37,104,628 - ------------------------------------------------------------------- Air Freight and Couriers -- 0.1% 6,300 CNF Inc. 220,626 7,100 United Parcel Service, Inc., Class B Shares 514,892 - ------------------------------------------------------------------- 735,518 - ------------------------------------------------------------------- Auto Components -- 0.0% 260 Gentex Corp.+ 10,153 - ------------------------------------------------------------------- Automobiles -- 0.4% 94,700 Monaco Coach Corp.+* 2,281,323 - ------------------------------------------------------------------- Banks -- 0.4% 7,700 Bank of America Corp. 583,121 418 Fifth Third Bancorp 24,227 69,251 Sovereign Bancorp, Inc. 1,441,113 - ------------------------------------------------------------------- 2,048,461 - ------------------------------------------------------------------- Beverages -- 1.8% 219,200 The Coca-Cola Co. 10,170,880 - ------------------------------------------------------------------- Commercial Services and Supplies -- 1.0% 227,400 Robert Half International Inc.* 5,368,914 - ------------------------------------------------------------------- Communications Equipment -- 0.2% 5,100 Alcatel SA, Sponsored ADR+ 67,218 112,900 CIENA Corp.* 723,689 10,900 Cisco Systems, Inc.* 228,682 - ------------------------------------------------------------------- 1,019,589 - ------------------------------------------------------------------- Computers and Peripherals -- 0.7% 14,600 Applied Films Corp.+* 457,710 51,010 Dell Inc.* 1,842,481 14,100 EMC Corp.* 195,144 30,800 Seagate Technology 707,784 50,400 Western Digital Corp.* 677,880 - ------------------------------------------------------------------- 3,880,999 - ------------------------------------------------------------------- Construction and Engineering -- 0.1% 25,000 Granite Construction Inc.+ 499,750 - ------------------------------------------------------------------- Construction Materials -- 0.2% 67,500 CRH PLC 1,212,398 - -------------------------------------------------------------------
See Notes to Financial Statements. 19 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 STRATEGIC EQUITY PORTFOLIO
SHARES SECURITY VALUE - ------------------------------------------------------------ Diversified Financials -- 3.3% 3,700 The Charles Schwab Corp. $ 50,172 500 The Goldman Sachs Group, Inc. 46,950 64,400 Moody's Corp. 3,724,252 4,500 Morgan Stanley 246,915 361,450 SLM Corp. 14,154,382 - ----------------------------------------------------------- 18,222,671 - ----------------------------------------------------------- Diversified Telecommunication Services -- 10.0% 1,243,100 SBC Communications Inc. 29,809,538 756,300 Verizon Communications Inc. 25,411,680 - ----------------------------------------------------------- 55,221,218 - ----------------------------------------------------------- Electrical Equipment -- 0.8% 200,100 American Power Conversion Corp. 4,048,023 4,500 Nitto Denko Corp. 235,810 - ----------------------------------------------------------- 4,283,833 - ----------------------------------------------------------- Electronic Equipment and Instruments -- 0.2% 16,900 Diebold, Inc. 964,314 - ----------------------------------------------------------- Energy Equipment and Services -- 1.7% 25,100 BJ Services Co.* 823,531 47,200 ENSCO International Inc. 1,243,720 174,400 Pride International, Inc.* 2,856,672 150,200 Rowan Cos., Inc.* 3,597,290 18,000 Schlumberger Ltd. 845,460 - ----------------------------------------------------------- 9,366,673 - ----------------------------------------------------------- Health Care Equipment and Supplies -- 1.8% 284,500 Biomet, Inc. 10,202,170 - ----------------------------------------------------------- Hotels, Restaurants and Leisure -- 1.3% 223,000 McDonald's Corp. 5,577,230 49,600 Shuffle Master, Inc.+* 1,509,824 - ----------------------------------------------------------- 7,087,054 - ----------------------------------------------------------- Household Durables -- 0.5% 47,850 Garmin Ltd.+ 2,393,936 8,000 Sharp Corp. 125,765 - ----------------------------------------------------------- 2,519,701 - ----------------------------------------------------------- Household Products -- 5.9% 98,600 Colgate-Palmolive Co. 5,244,534 279,300 The Procter & Gamble Co. 27,452,397 - ----------------------------------------------------------- 32,696,931 - -----------------------------------------------------------
See Notes to Financial Statements. 20 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 STRATEGIC EQUITY PORTFOLIO
SHARES SECURITY VALUE - ------------------------------------------------------------- Industrial Conglomerates -- 5.5% 157,800 3M Co. $ 12,445,686 83,500 General Electric Co. 2,422,335 556,900 Tyco International Ltd. 11,628,072 82,700 Yukos Oil Co., Sponsored ADR+ 3,820,740 - ------------------------------------------------------------- 30,316,833 - ------------------------------------------------------------- Insurance -- 3.1% Berkshire Hathaway Inc.: 111 Class A Shares* 8,636,910 3,327 Class B Shares* 8,625,247 - ------------------------------------------------------------- 17,262,157 - ------------------------------------------------------------- Internet and Catalog Retail -- 0.0% 200 Amazon.com, Inc.* 10,884 - ------------------------------------------------------------- Internet Software and Services -- 0.0% 600 Yahoo! Inc.* 26,220 - ------------------------------------------------------------- IT Consulting and Services -- 0.8% 111,000 Computer Sciences Corp.* 4,397,820 - ------------------------------------------------------------- Leisure Equipment and Products -- 0.3% 87,800 Hasbro, Inc. 1,914,040 - ------------------------------------------------------------- Machinery -- 5.3% 111,600 AGCO Corp.* 2,008,800 93,800 Caterpillar Inc. 6,873,664 11,700 Cummins Inc.+ 554,580 22,500 Deere & Co. 1,363,950 114,900 Ingersoll-Rand Co., Class A Shares 6,939,960 163,400 ITT Industries, Inc. 11,109,566 35,800 The Manitowoc Co., Inc.+ 776,860 100 Navistar International Corp.* 4,043 - ------------------------------------------------------------- 29,631,423 - ------------------------------------------------------------- Media -- 3.8% 455,400 British Sky Broadcasting Group PLC* 4,942,948 50,500 Dow Jones & Co., Inc. 2,624,485 68,100 General Motors Corp., Class H Shares* 1,118,883 19,200 The News Corp. Ltd., Sponsored ADR 684,480 78,006 Pixar, Inc.+* 5,367,593 76,923 Viacom Inc., Class B Shares 3,066,920 155,200 The Walt Disney Co. 3,513,728 - ------------------------------------------------------------- 21,319,037 - ------------------------------------------------------------- Metals and Mining -- 3.2% 8,000 Apex Silver Mines Ltd.* 107,520 17,600 Arch Coal, Inc.+ 431,200
See Notes to Financial Statements. 21 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 STRATEGIC EQUITY PORTFOLIO
SHARES SECURITY VALUE - ----------------------------------------------------------------------------- Metals and Mining -- 3.2% (continued) 135,900 Freeport-McMoRan Copper & Gold, Inc., Class B Shares+ $ 5,266,125 59,900 Newmont Mining Corp. 2,622,422 10,700 Nucor Corp. 586,681 31,900 Peabody Energy Corp. 1,063,227 123,200 Phelps Dodge Corp.* 7,606,368 - ----------------------------------------------------------------------------- 17,683,543 - ----------------------------------------------------------------------------- Multiline Retail -- 0.5% 86,800 Nordstrom, Inc. 2,646,532 2,300 Wal-Mart Stores Inc. 135,585 - ----------------------------------------------------------------------------- 2,782,117 - ----------------------------------------------------------------------------- Oil and Gas -- 5.5% 134,860 Apache Corp. 9,402,439 94,700 BP PLC, Sponsored ADR 4,013,386 87,440 Burlington Resources Inc. 4,253,082 153,400 Chesapeake Energy Corp.+ 1,830,062 65,200 Murphy Oil Corp. 3,845,496 27,500 OAO LUKOIL, Sponsored ADR 2,235,750 100,100 Teekay Shipping Corp.+ 4,817,813 - ----------------------------------------------------------------------------- 30,398,028 - ----------------------------------------------------------------------------- Personal Products -- 0.5% 40,600 Avon Products, Inc. 2,759,176 - ----------------------------------------------------------------------------- Pharmaceuticals --15.9% 72,000 Abbott Laboratories 3,068,640 84,400 AstraZeneca PLC, Sponsored ADR+ 4,024,192 105,100 Barr Laboratories, Inc.* 8,068,527 718,500 Johnson & Johnson 36,162,105 688,300 Merck & Co. Inc. 30,457,275 96,600 Novartis AG, Sponsored ADR 3,706,542 26,300 Pfizer Inc. 831,080 28,500 Pharmaceutical Resources, Inc.* 2,059,980 - ----------------------------------------------------------------------------- 88,378,341 - ----------------------------------------------------------------------------- Road and Rail -- 0.5% 18,000 CSX Corp. 572,760 31,200 Union Pacific Corp. 1,953,120 - ----------------------------------------------------------------------------- 2,525,880 - ----------------------------------------------------------------------------- Semiconductor Equipment and Products -- 0.0% 306 GlobespanVirata, Inc.+* 1,885 7,500 Integrated Circuit Systems, Inc.* 251,775 - ----------------------------------------------------------------------------- 253,660 - -----------------------------------------------------------------------------
See Notes to Financial Statements. 22 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 STRATEGIC EQUITY PORTFOLIO
SHARES SECURITY VALUE - ----------------------------------------------------------------------------------------- Software -- 3.7% 154,300 Autodesk, Inc. $ 2,970,275 62,700 BEA Systems, Inc.* 871,530 648,100 Microsoft Corp. 16,947,815 - ----------------------------------------------------------------------------------------- 20,789,620 - ----------------------------------------------------------------------------------------- Specialty Retail -- 0.5% 17,900 Monro Muffler Brake, Inc.* 588,015 10,800 PETsMART, Inc. 276,588 63,500 Staples, Inc.* 1,703,070 - ----------------------------------------------------------------------------------------- 2,567,673 - ----------------------------------------------------------------------------------------- Textiles and Apparel -- 0.3% 23,800 NIKE, Inc., Class B Shares 1,520,820 - ----------------------------------------------------------------------------------------- Tobacco -- 0.3% 47,300 UST Inc. 1,609,146 - ----------------------------------------------------------------------------------------- Wireless Telecommunication Services -- 1.2% 321,200 Vodafone Group PLC, Sponsored ADR 6,793,380 - ----------------------------------------------------------------------------------------- TOTAL COMMON STOCK (Cost -- $483,803,746) 487,836,976 - ----------------------------------------------------------------------------------------- PREFERRED STOCK -- 0.3% 22,400 Chesapeake Energy Corp., 6.000% Cumulative Convertible (Cost -- $1,337,952) 1,531,600 - ----------------------------------------------------------------------------------------- FACE AMOUNT SECURITY VALUE - ----------------------------------------------------------------------------------------- CONVERTIBLE BONDS -- 0.0% $ 320,000 CIENA Corp., Notes, 3.750% due 2/1/08 (Cost -- $278,277) 280,800 - ----------------------------------------------------------------------------------------- SUB-TOTAL INVESTMENTS (Cost -- $485,419,975) 489,649,376 - ----------------------------------------------------------------------------------------- REPURCHASE AGREEMENT -- 11.7% 64,949,000 State Street Bank and Trust Co., 0.940% due 11/3/03; Proceeds at maturity -- $64,954,088; (Fully collateralized by U.S. Treasury Bonds, 6.000% due 2/15/26; Market value -- $66,250,650) (Cost -- $64,949,000) 64,949,000 - ----------------------------------------------------------------------------------------- TOTAL INVESTMENTS -- 100.0% (Cost -- $550,368,975**) $554,598,376 - -----------------------------------------------------------------------------------------
+ All or a portion of this security is on loan (See Note 6). * Non-income producing security. ** Aggregate cost for Federal income tax purposes is $552,993,225. Abbreviation used in this schedule: ADR -- American Depositary Receipt See Notes to Financial Statements. 23 Travelers Series Fund Inc. | 2003 Annual Report LOANED SECURITIES COLLATERAL OCTOBER 31, 2003 STRATEGIC EQUITY PORTFOLIO
FACE AMOUNT SECURITY VALUE - --------------------------------------------------------------------------------------- $24,325,846 State Street Navigator Securities Lending Trust Prime Portfolio (Cost -- $24,325,846) $24,325,846 - ---------------------------------------------------------------------------------------
See Notes to Financial Statements. 24 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 VAN KAMPEN ENTERPRISE PORTFOLIO
SHARES SECURITY VALUE - ------------------------------------------------------------------ COMMON STOCK -- 95.4% Air Freight and Couriers -- 1.6% 20,600 United Parcel Service, Inc., Class B Shares $ 1,493,912 - ------------------------------------------------------------------ Banks -- 2.6% 26,800 Wachovia Corp. 1,229,316 22,700 Wells Fargo & Co. 1,278,464 - ------------------------------------------------------------------ 2,507,780 - ------------------------------------------------------------------ Beverages -- 2.1% 15,900 Anheuser-Busch Cos., Inc. 783,234 25,200 PepsiCo, Inc. 1,205,064 - ------------------------------------------------------------------ 1,988,298 - ------------------------------------------------------------------ Biotechnology -- 2.0% 15,000 Amgen Inc.* 926,400 16,300 Genzyme Corp.* 748,170 3,300 Gilead Sciences, Inc.* 180,114 - ------------------------------------------------------------------ 1,854,684 - ------------------------------------------------------------------ Chemicals -- 2.0% 19,000 Praxair, Inc. 1,322,020 14,100 Rohm and Haas Co. 554,130 - ------------------------------------------------------------------ 1,876,150 - ------------------------------------------------------------------ Communications Equipment -- 4.7% 144,300 Cisco Systems, Inc.* 3,027,414 36,000 Comverse Technology, Inc.* 649,440 44,500 Nokia Oyj, Sponsored ADR 756,055 - ------------------------------------------------------------------ 4,432,909 - ------------------------------------------------------------------ Computers and Peripherals -- 3.1% 48,100 Dell Inc.* 1,737,372 52,600 Hewlett-Packard Co. 1,173,506 - ------------------------------------------------------------------ 2,910,878 - ------------------------------------------------------------------ Diversified Financials -- 9.5% 26,400 American Express Co. 1,238,952 7,400 Capital One Financial Corp. 449,920 14,100 Countrywide Financial Corp. 1,482,192 14,100 Fannie Mae 1,010,829 34,550 J.P. Morgan Chase & Co. 1,240,345 13,700 Lehman Brothers Holdings Inc. 986,400 16,200 MBNA Corp. 400,950 26,200 Merrill Lynch & Co., Inc. 1,551,040 18,200 SLM Corp. 712,712 - ------------------------------------------------------------------ 9,073,340 - ------------------------------------------------------------------
See Notes to Financial Statements. 25 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 VAN KAMPEN ENTERPRISE PORTFOLIO
SHARES SECURITY VALUE - ---------------------------------------------------------------- Energy Equipment and Services -- 1.2% 10,400 Schlumberger Ltd. $ 488,488 16,700 Smith International, Inc.* 621,741 - ---------------------------------------------------------------- 1,110,229 - ---------------------------------------------------------------- Food Products -- 0.8% 26,000 McCormick & Co., Inc. 770,640 - ---------------------------------------------------------------- Health Care Equipment and Supplies -- 2.5% 8,500 Boston Scientific Corp.* 575,620 12,900 St. Jude Medical, Inc.* 750,264 17,100 Zimmer Holdings, Inc.* 1,091,151 - ---------------------------------------------------------------- 2,417,035 - ---------------------------------------------------------------- Health Care Providers and Services -- 3.4% 9,600 Anthem, Inc.* 656,928 29,500 Caremark Rx, Inc.* 738,975 13,100 HCA Inc. 501,075 25,300 IMS Health Inc. 595,309 14,200 UnitedHealth Group, Inc. 722,496 - ---------------------------------------------------------------- 3,214,783 - ---------------------------------------------------------------- Hotels, Restaurants and Leisure -- 3.6% 17,300 Carnival Corp. 603,943 26,900 International Game Technology 880,975 21,800 McDonald's Corp. 545,218 21,000 Starbucks Corp.* 663,600 21,900 Starwood Hotels & Resorts Worldwide, Inc. 738,687 - ---------------------------------------------------------------- 3,432,423 - ---------------------------------------------------------------- Household Products -- 1.3% 12,600 The Procter & Gamble Co. 1,238,454 - ---------------------------------------------------------------- Industrial Conglomerates -- 1.8% 60,200 General Electric Co. 1,746,402 - ---------------------------------------------------------------- Insurance -- 1.1% 17,725 American International Group, Inc. 1,078,212 - ---------------------------------------------------------------- Internet Software and Services -- 1.1% 23,700 Yahoo! Inc.* 1,035,690 - ---------------------------------------------------------------- IT Consulting and Services -- 0.7% 22,500 SunGard Data Systems Inc.* 631,125 - ---------------------------------------------------------------- Machinery -- 4.6% 16,000 Danaher Corp. 1,325,600 11,000 Deere & Co. 666,820 9,300 Eaton Corp. 932,232
See Notes to Financial Statements. 26 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 VAN KAMPEN ENTERPRISE PORTFOLIO
SHARES SECURITY VALUE - ---------------------------------------------------------------------------------- Machinery -- 4.6% (continued) 15,100 Ingersoll-Rand Co., Class A Shares $ 912,040 6,900 PACCAR Inc. 544,824 - ---------------------------------------------------------------------------------- 4,381,516 - ---------------------------------------------------------------------------------- Media -- 4.4% 30,600 Clear Channel Communications Inc. 1,249,092 41,200 Fox Entertainment Group, Inc., Class A Shares* 1,141,240 9,900 Omnicom Group Inc. 790,020 65,100 Time Warner Inc.* 995,379 - ---------------------------------------------------------------------------------- 4,175,731 - ---------------------------------------------------------------------------------- Multiline Retail -- 3.2% 29,000 Dollar General Corp. 651,630 11,600 Federated Department Stores, Inc. 551,580 30,400 Wal-Mart Stores, Inc. 1,792,080 - ---------------------------------------------------------------------------------- 2,995,290 - ---------------------------------------------------------------------------------- Oil and Gas -- 1.0% 22,900 BP PLC, Sponsored ADR 970,502 - ---------------------------------------------------------------------------------- Pharmaceuticals -- 7.3% 6,500 Allergan, Inc. 491,530 16,100 Eli Lilly and Co. 1,072,582 28,600 Johnson & Johnson 1,439,438 63,450 Pfizer Inc. 2,005,020 17,000 Teva Pharmaceutical Industries Ltd., Sponsored ADR 967,130 22,400 Wyeth 988,736 - ---------------------------------------------------------------------------------- 6,964,436 - ---------------------------------------------------------------------------------- Semiconductor Equipment and Products -- 10.4% 17,600 Analog Devices, Inc.* 780,208 41,800 Applied Materials, Inc.* 976,866 43,300 ASML Holding N.V., New York Registered Shares* 759,915 114,600 Intel Corp. 3,787,530 28,700 Lam Research Corp.* 824,838 18,700 Microchip Tehnology Inc. 611,677 12,000 QLogic Corp.* 672,600 65,572 Taiwan Semiconductor Manufacturing Co. Ltd., Sponsored ADR* 725,226 27,300 Texas Instruments Inc. 789,516 - ---------------------------------------------------------------------------------- 9,928,376 - ---------------------------------------------------------------------------------- Software -- 8.2% 17,700 Adobe Systems Inc. 775,968 51,000 Amdocs Ltd.* 1,094,460 9,700 Electronic Arts Inc.* 960,688 70,600 Microsoft Corp. 1,846,190
See Notes to Financial Statements. 27 Travelers Series Fund Inc. | 2003 Annual Report SCHEDULES OF INVESTMENTS (CONTINUED) OCTOBER 31, 2003 VAN KAMPEN ENTERPRISE PORTFOLIO
SHARES SECURITY VALUE - ----------------------------------------------------------------------------- Software -- 8.2% (continued) 40,900 Oracle Corp.* $ 489,164 20,600 SAP AG, Sponsored ADR 752,724 16,800 Symantec Corp.* 1,119,720 22,100 VERITAS Software Corp.* 798,915 - ----------------------------------------------------------------------------- 7,837,829 - ----------------------------------------------------------------------------- Specialty Retail -- 7.8% 18,700 Bed Bath & Beyond Inc.* 789,888 37,400 Best Buy Co., Inc. 2,180,794 18,300 The Gap, Inc. 349,164 38,500 The Home Depot, Inc. 1,427,195 23,400 Lowe's Cos., Inc. 1,378,962 49,600 Staples, Inc.* 1,330,272 - ----------------------------------------------------------------------------- 7,456,275 - ----------------------------------------------------------------------------- Textiles and Apparel -- 3.4% 46,300 Coach, Inc.* 1,642,261 14,500 Liz Claiborne, Inc. 534,905 27,400 Reebok International Ltd. 1,067,230 - ----------------------------------------------------------------------------- 3,244,396 - ----------------------------------------------------------------------------- TOTAL COMMON STOCK (Cost -- $78,228,484) 90,767,295 - ----------------------------------------------------------------------------- FACE AMOUNT SECURITY VALUE - ----------------------------------------------------------------------------- SHORT-TERM INVESTMENTS -- 4.6% Agency Discount Notes -- 4.6% $4,380,000 Federal National Mortgage Association, Discount Notes, due 11/3/03 (Cost -- $4,379,769) 4,379,769 - ----------------------------------------------------------------------------- TOTAL INVESTMENTS -- 100.0% (Cost -- $82,608,253**) $95,147,064 - -----------------------------------------------------------------------------
* Non-income producing security. ** Aggregate cost for Federal income tax purposes is $84,592,568. Abbreviation used in this schedule: ADR -- American Depositary Receipt See Notes to Financial Statements. 28 Travelers Series Fund Inc. | 2003 Annual Report STATEMENTS OF ASSETS AND LIABILITIES OCTOBER 31, 2003
Smith Barney Large Cap Strategic Van Kampen Value Equity Enterprise Portfolio Portfolio Portfolio - --------------------------------------------------------------------------------------------- ASSETS: Investments, at value (Cost -- $343,693,651, $485,419,975 and $78,228,484, respectively) $359,407,706 $ 489,649,376 $ 90,767,295 Short-term investments, at value (Cost -- $6,963,000, $64,949,000 and $4,379,769, respectively) 6,963,000 64,949,000 4,379,769 Loaned securities collateral, at value (Cost -- $24,325,846) (Note 6) -- 24,325,846 -- Cash 726 944 761 Dividends and interest receivable 478,273 1,385,614 50,006 Receivable for securities sold -- 13,793,961 2,883,690 Prepaid expenses -- 4,205 1,583 Other receivables 3,802 45,133 4,592 - --------------------------------------------------------------------------------------------- Total Assets 366,853,507 594,154,079 98,087,696 - --------------------------------------------------------------------------------------------- LIABILITIES: Payable for Fund shares reacquired 412,065 486,616 68,829 Management fees payable 199,190 358,471 56,925 Payable for loaned securities collateral (Note 6) -- 24,325,846 -- Payable for securities purchased -- 19,376,473 1,293,012 Payable for open forward foreign currency contracts (Note 5) -- 920 -- Accrued expenses 50,815 54,921 38,490 - --------------------------------------------------------------------------------------------- Total Liabilities 662,070 44,603,247 1,457,256 - --------------------------------------------------------------------------------------------- Total Net Assets $366,191,437 $ 549,550,832 $ 96,630,440 - --------------------------------------------------------------------------------------------- NET ASSETS: Par value of capital shares $ 233 $ 362 $ 88 Capital paid in excess of par value 411,276,868 810,713,116 163,746,433 Undistributed net investment income 5,405,195 920 77,829 Accumulated net realized loss from investment transactions (66,204,914) (265,392,412) (79,732,721) Net unrealized appreciation of investments and foreign currencies 15,714,055 4,228,846 12,538,811 - --------------------------------------------------------------------------------------------- Total Net Assets $366,191,437 $ 549,550,832 $ 96,630,440 - --------------------------------------------------------------------------------------------- Shares Outstanding 23,347,455 36,245,051 8,761,608 - --------------------------------------------------------------------------------------------- Net Asset Value $15.68 $15.16 $11.03 - ---------------------------------------------------------------------------------------------
See Notes to Financial Statements. 29 Travelers Series Fund Inc. | 2003 Annual Report STATEMENTS OF OPERATIONS FOR THE YEAR ENDED OCTOBER 31, 2003
Smith Barney Large Cap Strategic Van Kampen Value Equity Enterprise Portfolio Portfolio Portfolio - -------------------------------------------------------------------------------------- INVESTMENT INCOME: Dividends $ 8,661,972 $ 3,136,040 $ 838,734 Interest 156,351 205,627 39,024 Less: Foreign withholding tax (9,662) (15,492) (4,465) - ------------------------------------------------------------------------------------- Total Investment Income 8,808,661 3,326,175 873,293 - ------------------------------------------------------------------------------------- EXPENSES: Management fees (Note 2) 2,256,242 4,111,462 659,761 Audit and legal 53,521 55,460 35,587 Shareholder communications 38,534 114,781 10,408 Custody 25,629 28,695 34,506 Directors' fees 11,651 12,973 4,605 Shareholder servicing fees 5,383 5,418 5,446 Other 9,917 7,727 2,036 - ------------------------------------------------------------------------------------- Total Expenses 2,400,877 4,336,516 752,349 - ------------------------------------------------------------------------------------- Net Investment Income (Loss) 6,407,784 (1,010,341) 120,944 - ------------------------------------------------------------------------------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCIES (NOTES 3 AND 5): Realized Gain (Loss) From: Investment transactions (24,803,070) 43,901,997 (6,797,326) Foreign currency transactions -- (2,901) -- - ------------------------------------------------------------------------------------- Net Realized Gain (Loss) (24,803,070) 43,899,096 (6,797,326) - ------------------------------------------------------------------------------------- Change in Net Unrealized Appreciation From: Investments 85,797,301 53,566,638 21,950,369 Foreign currencies -- (555) -- - ------------------------------------------------------------------------------------- Increase in Net Unrealized Appreciation 85,797,301 53,566,083 21,950,369 - ------------------------------------------------------------------------------------- Net Gain on Investments and Foreign Currencies 60,994,231 97,465,179 15,153,043 - ------------------------------------------------------------------------------------- Increase in Net Assets From Operations $ 67,402,015 $96,454,838 $ 15,273,987 - -------------------------------------------------------------------------------------
See Notes to Financial Statements. 30 Travelers Series Fund Inc. | 2003 Annual Report STATEMENTS OF CHANGES IN NET ASSETS For the Years Ended October 31,
Smith Barney Large Cap Value Portfolio 2003 2002 - --------------------------------------------------------------------------------- OPERATIONS: Net investment income $ 6,407,784 $ 7,406,464 Net realized loss (24,803,070) (39,737,030) Increase (decrease) in net unrealized appreciation 85,797,301 (76,098,584) - --------------------------------------------------------------------------------- Increase (Decrease) in Net Assets From Operations 67,402,015 (108,429,150) - --------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income (8,408,520) (7,859,263) - --------------------------------------------------------------------------------- Decrease in Net Assets From Distributions to Shareholders (8,408,520) (7,859,263) - --------------------------------------------------------------------------------- FUND SHARE TRANSACTIONS (NOTE 7): Net proceeds from sale of shares 5,713,731 35,752,411 Net asset value of shares issued for reinvestment of dividends 8,408,520 7,859,263 Cost of shares reacquired (53,330,305) (84,617,623) - --------------------------------------------------------------------------------- Decrease in Net Assets From Fund Share Transactions (39,208,054) (41,005,949) - --------------------------------------------------------------------------------- Increase (Decrease) in Net Assets 19,785,441 (157,294,362) NET ASSETS: Beginning of year 346,405,996 503,700,358 - --------------------------------------------------------------------------------- End of year* $366,191,437 $ 346,405,996 - --------------------------------------------------------------------------------- * Includes undistributed net investment income of: $5,405,195 $7,405,931 - ---------------------------------------------------------------------------------
See Notes to Financial Statements. 31 Travelers Series Fund Inc. | 2003 Annual Report STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
For the Years Ended October 31, Strategic Equity Portfolio 2003 2002 - ---------------------------------------------------------------------------------------------- OPERATIONS: Net investment income (loss) $ (1,010,341) $ 1,328,967 Net realized gain (loss) 43,899,096 (297,161,941) Increase in net unrealized appreciation 53,566,083 111,121,539 - --------------------------------------------------------------------------------------------- Increase (Decrease) in Net Assets From Operations 96,454,838 (184,711,435) - --------------------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income (650,759) (2,925,061) - --------------------------------------------------------------------------------------------- Decrease in Net Assets From Distributions to Shareholders (650,759) (2,925,061) - --------------------------------------------------------------------------------------------- FUND SHARE TRANSACTIONS (NOTE 7): Net proceeds from sale of shares 6,126,116 10,626,631 Net asset value of shares issued for reinvestment of dividends 650,759 2,925,061 Cost of shares reacquired (68,747,111) (154,719,589) - --------------------------------------------------------------------------------------------- Decrease in Net Assets From Fund Share Transactions (61,970,236) (141,167,897) - --------------------------------------------------------------------------------------------- Increase (Decrease) in Net Assets 33,833,843 (328,804,393) NET ASSETS: Beginning of year 515,716,989 844,521,382 - --------------------------------------------------------------------------------------------- End of year* $549,550,832 $ 515,716,989 - --------------------------------------------------------------------------------------------- * Includes undistributed net investment income of: $920 $646,781 - ---------------------------------------------------------------------------------------------
See Notes to Financial Statements. 32 Travelers Series Fund Inc. | 2003 Annual Report STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
For the Years Ended October 31, Van Kampen Enterprise Portfolio 2003 2002 - --------------------------------------------------------------------------------------------- OPERATIONS: Net investment income $ 120,944 $ 429,129 Net realized loss (6,797,326) (36,235,983) Increase in net unrealized appreciation 21,950,369 8,333,675 - -------------------------------------------------------------------------------------------- Increase (Decrease) in Net Assets From Operations 15,273,987 (27,473,179) - -------------------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income (471,638) (417,888) - -------------------------------------------------------------------------------------------- Decrease in Net Assets From Distributions to Shareholders (471,638) (417,888) - -------------------------------------------------------------------------------------------- FUND SHARE TRANSACTIONS (NOTE 7): Net proceeds from sale of shares 966,979 1,052,862 Net asset value of shares issued for reinvestment of dividends 471,638 417,888 Cost of shares reacquired (19,790,502) (38,261,601) - -------------------------------------------------------------------------------------------- Decrease in Net Assets From Fund Share Transactions (18,351,885) (36,790,851) - -------------------------------------------------------------------------------------------- Decrease in Net Assets (3,549,536) (64,681,918) NET ASSETS: Beginning of year 100,179,976 164,861,894 - -------------------------------------------------------------------------------------------- End of year* $ 96,630,440 $100,179,976 - -------------------------------------------------------------------------------------------- * Includes undistributed net investment income of: $77,829 $428,523 - --------------------------------------------------------------------------------------------
See Notes to Financial Statements. 33 Travelers Series Fund Inc. | 2003 Annual Report NOTES TO FINANCIAL STATEMENTS 1. Significant Accounting Policies The Smith Barney Large Cap Value Portfolio, Strategic Equity Portfolio (formerly known as Alliance Growth Portfolio), and Van Kampen Enterprise Portfolio ("Fund(s)") are separate diversified investment funds of the Travelers Series Fund Inc. ("Company"). The Company, a Maryland corporation, is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company and consists of these Funds and twelve other separate investment funds: AIM Capital Appreciation, Smith Barney International All Cap Growth, Travelers Managed Income, Pioneer Strategic Income (formerly known as Putnam Diversified Income), Salomon Brothers Strategic Total Return Bond, Smith Barney High Income, MFS Total Return, Smith Barney Money Market, Smith Barney Large Capitalization Growth, Smith Barney Mid Cap Core, Smith Barney Aggressive Growth and SB Adjustable Rate Income Portfolios. Shares of the Funds are offered only to insurance company separate accounts which fund certain variable annuity and variable life insurance contracts. The financial statements and financial highlights for the other funds are presented in separate shareholder reports. The significant accounting policies consistently followed by the Funds are: (a) security transactions are accounted for on trade date; (b) securities traded on national securities markets are valued at the closing prices on such markets; securities for which no sales price was reported and U.S. government agencies and obligations are valued at the mean between bid and asked prices; securities listed on the NASDAQ National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price on that day, at the last sale price; (c) securities for which market quotations are not available will be valued in good faith at fair value by or under the direction of the Board of Directors; (d) securities maturing within 60 days are valued at cost plus accreted discount, or minus amortized premium, which approximates value; (e) dividend income is recorded on the ex-dividend date; foreign dividends are recorded on the ex-dividend date or as soon as practical after the Funds determine the existence of a dividend declaration after exercising reasonable due diligence; (f ) interest income, adjusted for amortization of premium and accretion of discount, is recorded on an accrual basis; (g) dividends and distributions to shareholders are recorded on the ex-dividend date; the Funds distribute dividends and capital gains, if any, at least annually; (h) gains or losses on 34 Travelers Series Fund Inc. | 2003 Annual Report NOTES TO FINANCIAL STATEMENTS (CONTINUED) the sale of securities are calculated by using the specific identification method; (i) the accounting records of the Funds are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the rate of exchange of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, and income and expenses are translated at the rate of exchange quoted on the respective date that such transactions are recorded. Differences between income or expense amounts recorded and collected or paid are adjusted when reported by the custodian bank; ( j) the character of income and gains to be distributed is determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. At October 31, 2003, reclassifications were made to the capital accounts of Strategic Equity Portfolio to reflect permanent book/tax differences and income and gains available for distributions under income tax regulations. Accordingly, accumulated net investment loss amounting to $1,181,592 was reclassified to paid-in capital. Net investment income, net realized gains and net assets were not affected by this change; (k) the Funds intend to comply with the requirements of the Internal Revenue Code of 1986, as amended, pertaining to regulated investment companies and to make distributions of taxable income sufficient to relieve it from substantially all Federal income and excise taxes; and (l) estimates and assumptions are required to be made regarding assets, liabilities and changes in net assets resulting from operations when financial statements are prepared. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ. 2. Management Agreement and Transactions with Affiliated Persons Smith Barney Fund Management LLC ("SBFM"), an indirect wholly-owned subsidiary of Citigroup Inc. ("Citigroup"), acts as the investment manager of the Smith Barney Large Cap Value Portfolio ("SBLCV"). SBLCV pays SBFM a management fee calculated at an annual rate of 0.65% of the average daily net assets of SBLCV. Travelers Investment Adviser, Inc. ("TIA"), an affiliate of SBFM, acts as the investment manager of the Strategic Equity Portfolio ("SEP") and the Van Kampen Enterprise Portfolio ("VKEP"). SEP and VKEP pay TIA a management fee calculated at an annual rate of 0.80% and 0.70%, respectively, of the average daily net assets of SEP and VKEP. These fees are calculated daily and paid monthly. 35 Travelers Series Fund Inc. | 2003 Annual Report NOTES TO FINANCIAL STATEMENTS (CONTINUED) For the period from November 1, 2002 through September 14, 2003, TIA had entered into a sub-advisory agreement with Alliance Capital Management L.P. ("Alliance Capital"). Pursuant to the sub-advisory agreement, Alliance Capital was responsible for the day-to-day portfolio operations and investment decisions and was compensated by TIA for such services at an annual rate of 0.375% of the average daily net assets of SEP. Effective September 15, 2003, the sub-advisory agreement with Alliance Capital was terminated and TIA entered into a new sub-advisory agreement with Fidelity Management & Research Co. ("FMR"), which was approved by shareholders on August 20, 2003. Pursuant to the new sub-advisory agreement, FMR is responsible for the day-to-day portfolio operations and investment decisions and is compensated by TIA for such services at an annual rate of 0.45% of the first $250 million of SEP's average daily net assets, 0.40% on the next $500 million of SEP's average daily net assets, and 0.35% of SEP's average daily net assets in excess of $750 million. In addition, TIA has entered into a sub-advisory agreement with Van Kampen Asset Management Inc. ("VKAM"). Pursuant to the sub-advisory agreement, VKAM is responsible for the day-to-day portfolio operations and investment decisions and is compensated by TIA for such services at an annual rate of 0.325% of the average daily net assets of VKEP. TIA has entered into a sub-administrative services agreement with SBFM. TIA pays SBFM, as sub-administrator, a fee calculated at an annual rate of 0.10% of the average daily net assets of SEP and VKEP. Citicorp Trust Bank, fsb. ("CTB"), another subsidiary of Citigroup, acts as the Funds' transfer agent. PFPC Inc. ("PFPC") acts as the Funds' sub-transfer agent. CTB receives account fees and asset-based fees that vary according to the size and type of account. PFPC is responsible for shareholder recordkeeping and financial processing for all shareholder accounts and is paid by CTB. For the year ended October 31, 2003, each Fund paid transfer agent fees of $5,000 to CTB. For the year ended October 31, 2003, Citigroup Global Markets Inc. (formerly known as Salomon Smith Barney Inc.), another indirect wholly-owned subsidiary of Citigroup, and its affiliates received brokerage commissions of $16,280, $55,189 and $24,297 from SBLCV, SEP and VKEP, respectively. 36 Travelers Series Fund Inc. | 2003 Annual Report NOTES TO FINANCIAL STATEMENTS (CONTINUED) Most of the officers and one Director of the Company are employees of Citigroup or its affiliates. 3. Investments During the year ended October 31, 2003, the aggregate cost of purchases and proceeds from sales of investments (including maturities of long-term investments, but excluding short-term investments) were as follows:
SBLCV SEP VKEP - -------------------------------------------------------------------------- Purchases $320,700,718 $831,680,741 $111,095,487 - -------------------------------------------------------------------------- Sales 356,133,117 944,351,470 131,988,492 - -------------------------------------------------------------------------
At October 31, 2003, the aggregate gross unrealized appreciation and depreciation of investments for Federal income tax purposes were as follows:
SBLCV SEP VKEP - ----------------------------------------------------------------------------- Gross unrealized appreciation $ 30,562,040 $ 16,498,047 $ 13,434,552 Gross unrealized depreciation (16,742,457) (14,892,896) (2,880,056) - ----------------------------------------------------------------------------- Net unrealized appreciation $ 13,819,583 $ 1,605,151 $ 10,554,496 - ----------------------------------------------------------------------------
4. Repurchase Agreements The Funds purchase (and the custodian takes possession of ) U.S. government securities from securities dealers subject to agreements to resell the securities to the sellers at a future date (generally, the next business day) at an agreed-upon higher repurchase price. The Funds require continual maintenance of the market value (plus accrued interest) of the collateral in amounts at least equal to the repurchase price. At October 31, 2003, VKEP did not have any repurchase agreements outstanding. 5. Forward Foreign Currency Contracts SEP may from time to time enter into forward foreign currency contracts. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The contract is marked-to-market daily and the change in value is recorded by the Fund as an unrealized gain or loss. When a forward foreign currency contract is extinguished, through either delivery or offset by entering into another forward foreign currency contract, the Fund records a realized gain or loss equal to the difference between the 37 Travelers Series Fund Inc. | 2003 Annual Report NOTES TO FINANCIAL STATEMENTS (CONTINUED) value of the contract at the time it was opened and the value of the contract at the time it was extinguished or offset. The Fund bears the market risk that arises from changes in foreign currency exchange rates and the credit risk should a counterparty be unable to meet the terms of such contracts. At October 31, 2003, SEP had open forward foreign currency contracts as described below. The unrealized loss on the contracts reflected in the accompanying financial statements were as follows:
Local Market Settlement Unrealized Foreign Currency Currency Value Date Loss --------------------------------------------------------------------------- Contracts to Buy: British Pound 116,255 $197,162 11/3/03 $(610) --------------------------------------------------------------------------- Contracts to Sell: Euro 142,200 165,102 11/5/03 (310) --------------------------------------------------------------------------- Net Unrealized Loss on Open Forward Foreign Currency Contracts $(920) ---------------------------------------------------------------------------
6. Lending of Portfolio Securities The Funds have an agreement with their custodian whereby the custodian may lend securities owned by the Funds to brokers, dealers and other financial organizations. Fees earned by the Funds on securities lending are recorded as interest income. Loans of securities by the Funds are collateralized by cash, U.S. government securities or high quality money market instruments that are maintained at all times in an amount at least equal to the current market value of the loaned securities, plus a margin depending on the type of securities loaned. The Funds maintain exposure for the risk of any losses in the investment of amounts received as collateral. At October 31, 2003, SEP had loaned securities having a market value of $24,004,475. SEP received cash collateral amounting to $24,325,846 which was invested in the State Street Navigator Securities Lending Trust Prime Portfolio. For the year ended October 31, 2003, income earned from securities lending by SEP and VKEP was $55,282 and $3,006, respectively. At October 31, 2003, SBLCV and VKEP did not have any securities on loan. 38 Travelers Series Fund Inc. | 2003 Annual Report NOTES TO FINANCIAL STATEMENTS (CONTINUED) 7. Capital Shares At October 31, 2003, the Company had six billion shares authorized with a par value of $0.00001 per share. Each share of a Fund represents an equal proportionate interest in that Fund with each other share of the same Fund and has an equal entitlement to any dividends and distributions made by the Fund. Transactions in shares of each Fund were as follows:
Year Ended Year Ended October 31, 2003 October 31, 2002 - ------------------------------------------------------------------------ Smith Barney Large Cap Value Portfolio Shares sold 401,980 1,988,862 Shares issued on reinvestment 639,431 597,662 Shares reacquired (3,856,055) (5,253,318) - ------------------------------------------------------------------------ Net Decrease (2,814,644) (2,666,794) - ------------------------------------------------------------------------ Strategic Equity Portfolio Shares sold 470,412 673,389 Shares issued on reinvestment 53,826 232,148 Shares reacquired (5,225,885) (10,631,856) - ------------------------------------------------------------------------ Net Decrease (4,701,647) (9,726,319) - ------------------------------------------------------------------------ Van Kampen Enterprise Portfolio Shares sold 93,737 86,645 Shares issued on reinvestment 51,943 44,790 Shares reacquired (2,038,763) (3,442,151) - ------------------------------------------------------------------------ Net Decrease (1,893,083) (3,310,716) - ------------------------------------------------------------------------
8. Capital Loss Carryforward At October 31, 2003, SBLCV, SEP and VKEP had, for Federal income tax purposes, approximately $64,310,000, $262,768,000 and $77,748,000, respectively, of unused capital loss carryforwards available to offset future capital gains. To the extent that these carryforward losses are used to offset capital gains, it is probable that the gains so offset will not be distributed. The amount and year of expiration for each carryforward loss is indicated below. Expiration occurs on October 31 of the year indicated:
Fund 2009 2010 2011 --------------------------------------------------------------------------- Smith Barney Large Cap Value Portfolio $ 1,588,000 $ 39,572,000 $23,150,000 --------------------------------------------------------------------------- Strategic Equity Portfolio -- 262,768,000 -- --------------------------------------------------------------------------- Van Kampen Enterprise Portfolio 34,852,000 34,687,000 8,209,000 ---------------------------------------------------------------------------
39 Travelers Series Fund Inc. | 2003 Annual Report NOTES TO FINANCIAL STATEMENTS (CONTINUED) 9. Income Tax Information and Distributions to Shareholders At October 31, 2003, the tax basis components of distributable earnings were:
SBLCV SEP VKEP ------------------------------------------------------------------------ Undistributed ordinary income $ 5,405,195 -- $ 77,829 ------------------------------------------------------------------------ Accumulated capital losses (64,310,442) $(262,768,163) (77,748,406) ------------------------------------------------------------------------ Unrealized appreciation 13,819,583 1,605,516 10,554,496 ------------------------------------------------------------------------
The difference between book basis and tax basis unrealized appreciation and depreciation is attributable primarily to wash sale loss deferrals and mark-to-market of derivative contracts. The tax character of distributions paid during the year ended October 31, 2003 was:
SBLCV SEP VKEP -------------------------------------------- Ordinary income $8,408,520 $650,759 $471,638 --------------------------------------------
10.Subsequent Event The Funds have received the following information from Citigroup Asset Management ("CAM"), the Citigroup business unit which includes the Funds' Investment Manager and other investment advisory companies, all of which are indirect, wholly-owned subsidiaries of Citigroup. CAM is reviewing its entry, through an affiliate, into the transfer agent business in the period 1997-1999. As CAM currently understands the facts, at the time CAM decided to enter the transfer agent business, CAM sub-contracted for a period of five years certain of the transfer agency services to a third party and also concluded a revenue guarantee agreement with this sub-contractor providing that the sub-contractor would guarantee certain benefits to CAM or its affiliates (the "Revenue Guarantee Agreement"). In connection with the subsequent purchase of the sub-contractor's business by an affiliate of the current sub-transfer agent (PFPC Inc.) used by CAM on many of the funds it manages, this Revenue Guarantee Agreement was amended eliminating those benefits in exchange for arrangements that included a one-time payment from the sub-contractor. The Boards of CAM-managed funds (the "Boards") were not informed of the Revenue Guarantee Agreement with the sub-contractor at the time the Boards considered and approved the transfer agent arrangements. Nor were the Boards informed of the subsequent amendment to the Revenue Guarantee Agreement when that occurred. 40 Travelers Series Fund Inc. | 2003 Annual Report NOTES TO FINANCIAL STATEMENTS (CONTINUED) CAM has begun to take corrective actions. CAM will pay to the applicable funds $16 million (plus interest) that CAM and its affiliates received from the Revenue Guarantee Agreement and its amendment. CAM also plans an independent review to verify that the transfer agency fees charged by CAM were fairly priced as compared to competitive alternatives. CAM is instituting new procedures and making changes designed to ensure no similar arrangements are entered into in the future. CAM has briefed the SEC, the New York State Attorney General and other regulators with respect to this matter, as well as the U.S. Attorney who is investigating the matter. CAM is cooperating with governmental authorities on this matter, the ultimate outcome of which is not yet determinable. 41 Travelers Series Fund Inc. | 2003 Annual Report FINANCIAL HIGHLIGHTS For a share of capital stock outstanding throughout each year ended October 31, unless otherwise noted:
Smith Barney Large Cap Value Portfolio 2003 2002 2001 2000 1999 - ------------------------------------------------------------------------------------ Net Asset Value, Beginning of Year $13.24 $17.47 $20.74 $19.83 $18.94 - ----------------------------------------------------------------------------------- Income (Loss) From Operations: Net investment income 0.28 0.32 0.26 0.30 0.27 Net realized and unrealized gain (loss) 2.49 (4.24) (2.56) 1.34 1.38 - ----------------------------------------------------------------------------------- Total Income (Loss) From Operations 2.77 (3.92) (2.30) 1.64 1.65 - ----------------------------------------------------------------------------------- Less Distributions From: Net investment income (0.33) (0.31) (0.27) (0.26) (0.24) Net realized gains -- -- (0.70) (0.47) (0.52) - ----------------------------------------------------------------------------------- Total Distributions (0.33) (0.31) (0.97) (0.73) (0.76) - ----------------------------------------------------------------------------------- Net Asset Value, End of Year $15.68 $13.24 $17.47 $20.74 $19.83 - ----------------------------------------------------------------------------------- Total Return/(1)/ 21.38% (22.45)% (11.58)% 8.62% 8.52% - ----------------------------------------------------------------------------------- Net Assets, End of Year (millions) $366 $346 $504 $553 $544 - ----------------------------------------------------------------------------------- Ratios to Average Net Assets: Expenses 0.69% 0.68% 0.67% 0.66% 0.67% Net investment income 1.85 1.59 1.42 1.45 1.35 - ----------------------------------------------------------------------------------- Portfolio Turnover Rate 96% 68% 29% 23% 43% - -----------------------------------------------------------------------------------
(1) Total returns do not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. 42 Travelers Series Fund Inc. | 2003 Annual Report FINANCIAL HIGHLIGHTS (CONTINUED) For a share of capital stock outstanding throughout each year ended October 31, unless otherwise noted:
Strategic Equity Portfolio 2003 2002 2001 2000 1999 - ------------------------------------------------------------------------------------ Net Asset Value, Beginning of Year $12.59 $16.67 $28.63 $28.35 $22.14 - ----------------------------------------------------------------------------------- Income (Loss) From Operations: Net investment income (loss) (0.03) 0.04 0.07 0.05 0.02 Net realized and unrealized gain (loss) 2.62 (4.05) (8.60) 2.66 7.79 - ----------------------------------------------------------------------------------- Total Income (Loss) From Operations 2.59 (4.01) (8.53) 2.71 7.81 - ----------------------------------------------------------------------------------- Less Distributions From: Net investment income (0.02) (0.07) (0.05) (0.03) (0.15) Net realized gains -- -- (3.38) (2.40) (1.45) - ----------------------------------------------------------------------------------- Total Distributions (0.02) (0.07) (3.43) (2.43) (1.60) - ----------------------------------------------------------------------------------- Net Asset Value, End of Year $15.16 $12.59 $16.67 $28.63 $28.35 - ----------------------------------------------------------------------------------- Total Return/(1)/ 20.57% (24.05)% (32.05)% 9.27% 35.51% - ----------------------------------------------------------------------------------- Net Assets, End of Year (millions) $550 $516 $845 $1,370 $1,166 - ----------------------------------------------------------------------------------- Ratios to Average Net Assets: Expenses 0.84% 0.83% 0.82% 0.81% 0.82% Net investment income (loss) (0.20) 0.19 0.31 0.17 0.14 - ----------------------------------------------------------------------------------- Portfolio Turnover Rate 167% 100% 46% 47% 54% - -----------------------------------------------------------------------------------
(1) Total returns do not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. 43 Travelers Series Fund Inc. | 2003 Annual Report FINANCIAL HIGHLIGHTS (CONTINUED) For a share of capital stock outstanding throughout each year ended October 31, unless otherwise noted:
Van Kampen Enterprise Portfolio 2003 2002 2001 2000 1999 - ------------------------------------------------------------------------------------- Net Asset Value, Beginning of Year $ 9.40 $11.81 $25.60 $25.52 $20.56 - ------------------------------------------------------------------------------------ Income (Loss) From Operations: Net investment income (loss) 0.01 0.05 0.03 (0.06) 0.00* Net realized and unrealized gain (loss) 1.67 (2.42) (9.05) 3.87 5.42 - ------------------------------------------------------------------------------------ Total Income (Loss) From Operations 1.68 (2.37) (9.02) 3.81 5.42 - ------------------------------------------------------------------------------------ Less Distributions From: Net investment income (0.05) (0.04) (0.00)* (0.00)* (0.07) Net realized gains -- -- (4.77) (3.73) (0.39) - ------------------------------------------------------------------------------------ Total Distributions (0.05) (0.04) (4.77) (3.73) (0.46) - ------------------------------------------------------------------------------------ Net Asset Value, End of Year $11.03 $ 9.40 $11.81 $25.60 $25.52 - ------------------------------------------------------------------------------------ Total Return/(1)/ 17.93% (20.07)% (37.52)% 13.92% 26.48% - ------------------------------------------------------------------------------------ Net Assets, End of Year (millions) $97 $100 $165 $331 $313 - ------------------------------------------------------------------------------------ Ratios to Average Net Assets: Expenses 0.80% 0.76% 0.74% 0.72% 0.73% Net investment income (loss) 0.13 0.30 0.18 (0.22) 0.01 - ------------------------------------------------------------------------------------ Portfolio Turnover Rate 123% 87% 107% 117% 120% - ------------------------------------------------------------------------------------
(1) Total returns do not reflect expenses associated with the separate account such as administrative fees, account charges and surrender charges which, if reflected, would reduce the total returns for all periods shown. * Amount represents less than $0.01 per share. 44 Travelers Series Fund Inc. | 2003 Annual Report INDEPENDENT AUDITORS' REPORT The Shareholders and Board of Directors of Travelers Series Fund Inc.: We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of the Smith Barney Large Cap Value Portfolio, Strategic Equity Portfolio (formerly known as Alliance Growth Portfolio) and Van Kampen Enterprise Portfolio ("Funds") of Travelers Series Fund Inc. ("Company") as of October 31, 2003, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Company's 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 auditing standards generally accepted in the United States of America. 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 October 31, 2003, by correspondence with the custodian. As to securities purchased or sold but not yet received or delivered, we performed other appropriate auditing procedures. 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 position of the Funds of the Company as of October 31, 2003, and the results of their operations for the year then ended, the changes in their net assets for each of the years in the two-year period then ended, and financial highlights for each of the years in the five-year period then ended, in conformity with accounting principles generally accepted in the United States of America. /s/ KPMG LLP New York, New York December 10, 2003 45 Travelers Series Fund Inc. | 2003 Annual Report ADDITIONAL INFORMATION (UNAUDITED) On August 20, 2003, a Special Meeting of the Shareholders of Strategic Equity Portfolio (formerly known as Alliance Growth Portfolio) was held. The matters voted upon and the tabulation results are as follows: Item 1: To Approve a New Sub-Advisory Agreement
Shares Shares Shares Broker Voted For Voted Against Abstained Non-Vote ------------------------------------------- 32,591,380 1,568,966 3,288,912 0 -------------------------------------------
Item 2: To Approve a New Sub-Sub-Advisory Agreement
Shares Shares Shares Broker Voted For Voted Against Abstained Non-Vote ------------------------------------------- 32,088,366 1,911,588 3,449,304 0 -------------------------------------------
Item 3: To Approve a Change in the Fund's Investment Objective
Shares Shares Shares Broker Voted For Voted Against Abstained Non-Vote ------------------------------------------- 32,978,829 1,502,535 2,967,895 0 -------------------------------------------
46 Travelers Series Fund Inc. | 2003 Annual Report ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED) Information about Directors and Officers The business and affairs of the Travelers Series Fund Inc. ("Company") are managed under the direction of the Company's Board of Directors. Information pertaining to the Directors and Officers of the Company is set forth below.
Number of Term of Portfolios Office* and Principal in Fund Other Position(s) Length Occupation(s) Complex Directorships Held with of Time During Past Overseen Held by Name, Address and Age Fund Served Five Years by Director Director - --------------------------------------------------------------------------------------------------------- Non-Interested Directors: A. E. Cohen Director Since Consultant to Chugai 17 Director of Agouron 444 Madison Avenue 1996 Pharmaceutical Pharmaceuticals, Suite 1201 Co. Ltd. Inc., Akzo Nobel New York, NY 10022 NV, Teva Age 67 Pharmaceutical Inc., Ltd., Chugai Pharmaceutical Co. Ltd., Pharmaceutical Product Development, Inc. and Axonyx Inc.; Chairman of Vasomedical, Inc., Neurobiological Technologies Inc. and Kramex Corp. Robert A. Frankel Director Since Managing Partner of 24 None 1961 Deergrass Way 1999 Robert A. Frankel Carlsbad, CA 92009 Managing Consultants; Age 76 Former Vice President of The Readers Digest Association, Inc. Michael E. Gellert Director Since General Partner of 17 Director of Dalet 122 East 42nd Street 1999 Windcrest Partners, a S.A., Devon Energy 47th Floor venture capital firm Corp., High Speed New York, NY 10168 Access Corp., Age 72 Human, Inc., SEACOR Smit, Inc. and Six Flags, Inc. Rainer Greeven Director Since Attorney, Rainer Greeven 17 Director of 630 5th Avenue 1994 PC Continental Suite 1905 Container Corp. New York, NY 10111 Age 67 Susan M. Heilbron Director Since Owner/Consultant of 17 Director of National P.O. Box 557 1994 Lacey & Heilbron, a public Multiple Sclerosis Chilimark, MA 02535 relations firm Society, New York Age 58 City Chapter
47 Travelers Series Fund Inc. | 2003 Annual Report ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)
Number of Term of Portfolios Office* and Principal in Fund Other Position(s) Length Occupation(s) Complex Directorships Held with of Time During Past Overseen Held by Name, Address and Age Fund Served Five Years by Director Director - ----------------------------------------------------------------------------------------------------- Interested Director: R. Jay Gerken, CFA** Chairman, Since Managing Director of 220 None Citigroup Asset President and 2002 Citigroup Global Markets Management ("CAM") Chief Inc. ("CGM"); Chairman, 399 Park Avenue Executive President and Chief 4th Floor Officer Executive Officer of Smith New York, NY 10022 Barney Fund Management Age 52 LLC ("SBFM"), Travelers Investment Adviser, Inc. ("TIA") and Citi Fund Management Inc. ("CFM"); President and Chief Executive Officer of certain mutual funds associated with Citigroup Inc. ("Citigroup"); Formerly, Portfolio Manager of Smith Barney Allocation Series Inc. (from 1996-2001) and Smith Barney Growth and Income Fund (from 1996- 2000) Officers: Andrew B. Shoup*** Senior Vice Since Director of CAM; Senior N/A N/A CAM President and 2003 Vice President and Chief 125 Broad Street Chief Administrative Officer of 10th Floor Administrative mutual funds associated New York, NY 10004 Officer with Citigroup; Head of Age 47 International Funds Administration of CAM from 2001 to 2003; Director of Global Funds Administration of CAM from 2000 to 2001; Head of U.S. Citibank Funds Administration of CAM from 1998 to 2000 Richard L. Peteka Chief Since Director of CGM; Chief N/A N/A CAM Financial 2002 Financial Officer and 125 Broad Street Officer and Treasurer of certain 11th Floor Treasurer mutual funds associated New York, NY 10004 with Citigroup; Director Age 42 and Head of Internal Control for CAM U.S. Mutual Fund Administration from 1999-2002; Vice President, Head of Mutual Fund Administration and Treasurer at Oppenheimer Capital from 1996-1999
48 Travelers Series Fund Inc. | 2003 Annual Report ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)
Number of Term of Portfolios Office* and Principal in Fund Other Position(s) Length Occupation(s) Complex Directorships Held with of Time During Past Overseen Held by Name, Address and Age Fund Served Five Years by Director Director - ---------------------------------------------------------------------------------------------------------- John B. Cunningham Vice Since Investment Officer of N/A N/A CAM President 2003 SBFM; Managing Director 399 Park Avenue and of Salomon Brothers Asset 4th Floor Investment Management Inc and New York, NY 10022 Officer CGM Age 37 Adam Hetnarski Investment Since Vice President and N/A N/A Fidelity Management & Officer 2003 Portfolio Manager of Research Company Fidelity Management & 82 Devonshire Street Research Company Boston, MA 02109 Stephen Boyd Investment Since Managing Director and N/A N/A Van Kampen Asset Officer 2003 Senior Portfolio Manager Management Inc. of Van Kampen Asset 1 Parkview Plaza Management Inc. P.O. Box 5555 Oakbrook Terrace, IL 60181 Kaprel Ozsolak Controller Since Vice President of CGM; N/A N/A CAM 2002 Controller of certain funds 125 Broad Street associated with Citigroup 11th Floor New York, NY 10004 Age 38 Robert I. Frenkel Secretary*** Since Managing Director and N/A N/A CAM and Chief 2003 General Counsel of Global 300 First Stamford Place Legal Officer Mutual Funds for CAM 4th Floor and its predecessor (since Stamford, CT 06902 1994); Secretary of CFM; Age 48 Secretary and Chief Legal Officer of mutual funds associated with Citigroup
- -------- * Each Director and Officer serves until his or her successor has been duly elected and qualified. ** Mr. Gerken is an "interested person" of the Company as defined in the Investment Company Act of 1940, as amended, because Mr. Gerken is an officer of SBFM and certain of its affiliates. *** As of November 25, 2003. 49 Travelers Series Fund Inc. | 2003 Annual Report TAX INFORMATION (UNAUDITED) For Federal tax purposes, the Funds hereby designate for the fiscal year ended October 31, 2003: . For corporate shareholders, the percentages of ordinary dividends that qualify for the dividends received deduction are: Smith Barney Large Cap Value Portfolio 100.00% Strategic Equity Portfolio 99.39 Van Kampen Enterprise Portfolio 100.00
The following percentage of ordinary income distributions have been derived from investments in U.S. Government and Agency Obligations. All or a portion of the corresponding percentages may be exempt from taxation at the state level. Strategic Equity Portfolio 1.36% Van Kampen Enterprise Portfolio 3.32
50 Travelers Series Fund Inc. | 2003 Annual Report TRAVELERS SERIES FUND INC. DIRECTORS INVESTMENT MANAGERS A. E. Cohen Smith Barney Fund Management LLC Robert A. Frankel Travelers Investment Adviser, Inc. Michael E. Gellert R. Jay Gerken, CFA CUSTODIAN Chairman State Street Bank and Rainer Greeven Trust Company Susan M. Heilbron ANNUITY OFFICERS ADMINISTRATION R. Jay Gerken, CFA Travelers Annuity Investor Services President and Chief One Cityplace Executive Officer Hartford, CT 06103-3415 Andrew B. Shoup* Senior Vice President and Chief Administrative Officer Richard L. Peteka Chief Financial Officer and Treasurer John B. Cunningham Vice President and Investment Officer Kaprel Ozsolak Controller Robert I. Frenkel Secretary* and Chief Legal Officer * As of November 25, 2003. Travelers Series Fund Inc. Smith Barney Large Cap Value Portfolio Strategic Equity Portfolio Van Kampen Enterprise Portfolio The Funds are separate investment funds of the Travelers Series Fund Inc., a Maryland corporation. This report is submitted for the general information of the shareholders of Travelers Series Fund Inc. -- Smith Barney Large Cap Value Portfolio, Strategic Equity Portfolio and Van Kampen Enterprise Portfolio. It is not authorized for distribution to prospective investors unless accompanied or preceded by a current Prospectus for the Funds, which contains information concerning the Funds' investment policies and expenses as well as other pertinent information. TRAVELERS SERIES FUND INC. 125 Broad Street 10th Floor, MF-2 New York, New York 10004 IN0251 12/03 03-5794 ITEM 2. CODE OF ETHICS. 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. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The Board of Directors of the registrant has determined that Robert A. Frankel, the Chairman of the Board's Audit Committee, possesses the technical attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as an "audit committee financial expert," and has designated Mr. Frankel as the Audit Committee's financial expert. Mr. Frankel is an "independent" Director pursuant to paragraph (a)(2) of Item 3 to Form N-CSR. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. (a) The registrant's principal executive officer and principal financial officer have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the "1940 Act")) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934. (b) There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant's last fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that have materially affected, or are likely to materially affect the registrant's internal control over financial reporting. ITEM 10. EXHIBITS. (a) Code of Ethics attached hereto. Exhibit 99.CODE ETH (b) Attached hereto. Exhibit 99.CERT Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 99.906CERT Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 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, there unto duly authorized. Travelers Series Fund Inc. By: /s/ R. Jay Gerken R. Jay Gerken Chief Executive Officer of Travelers Series Fund Inc. Date: January 2, 2004 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/ R. Jay Gerken (R. Jay Gerken) Chief Executive Officer of Travelers Series Fund Inc. Date: January 2, 2004 By: /s/ Richard L. Peteka (Richard L. Peteka) Chief Financial Officer of Travelers Series Fund Inc. Date: January 2, 2004 EX-99.CODE ETH 3 dex99codeeth.txt CODE OF ETHICS June, 2003 EX 99.CODE ETH SARBANES-OXLEY ACT CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS OF CAM\U.S. REGISTERED INVESTMENT COMPANIES I. Covered Officers/Purpose of the Code This code of ethics (the "Code") for Citigroup Asset Management's ("CAM's") U. S. registered proprietary investment companies (collectively, "Funds" and each a, "Company") applies to each Company's Chief Executive Officer, Chief Administrative Officer, Chief Financial Officer and Controller (the "Covered Officers") for the purpose of promoting: . honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; . full, fair, accurate, timely and understandable disclosure in reports and documents that the Company files with, or submits to, the Securities and Exchange Commission ("SEC") and in other public communications made by the Company; . compliance with applicable laws and governmental rules and regulations; . the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and . accountability for adherence to the Code. Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest. II. Administration of Code The Regional Director of CAM Compliance, North America ("Compliance Officer") is responsible for administration of this Code, including granting pre-approvals (see Section III below) and waivers (as described in Section VI below), applying this Code in specific situations in which questions are presented under it and interpreting this Code in any particular situation. III. Covered Officers Should Ethically Handle Actual and Apparent Conflicts of Interest Overview. A "conflict of interest" occurs when a Covered Officer's private interest interferes with the interests of, or his service to, the Company. For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of his position with the Company. Certain conflicts of interest arise out of the relationships between Covered Officers and the Company and already are subject to conflict of interest provisions in the Investment Company Act of 1940 ("Investment Company Act") and the Investment Advisers Act of 1940 ("Investment Advisers Act"). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Company because of their status as "affiliated persons" of the Company. The compliance programs and procedures of the Company and its investment adviser are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code (see Section VII below). Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between a Company and the investment adviser of which the Covered Officers are also officers or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for a Company or for the adviser, or for both), be involved in establishing policies and implementing decisions that will have different effects on the adviser and a Company. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Company and the adviser and is consistent with the performance by the Covered Officers of their duties as officers of a Company. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically. In addition, it is recognized by the Funds' Boards of Directors\Trustees ("Boards") that the Covered Officers may also be officers or employees of one or more other investment companies covered by this or other codes. Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of the Company. * * * * Each Covered Officer must: . not use his personal influence or personal relationships improperly to influence investment decisions or financial reporting ( e.g. through fraudulent accounting practices) by the Company whereby the Covered Officer/1/ would benefit personally to the detriment of the Company; or . not cause the Company to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than for the benefit of the Company; and . not use material non-public knowledge of portfolio transactions made or contemplated for the Company to trade personally or cause others to trade personally in contemplation of the market affect of such transactions. . There are some potential conflict of interest situations that should always be discussed with the Compliance Officer, if material. Examples are as follows: (1) service as a director on the board of any public or private company; (2) any ownership interest in, or any consulting or employment relationship with, any of the Company's service providers, other than its investment adviser, (3) a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Company for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officer's employment, such as compensation or equity ownership; and 4) the receipt of any gifts or the conveyance of any value (including entertainment ) from any company with which the Company has current or prospective business dealings, except: (a) any non-cash gifts of nominal value (nominal value is less than $100); and (b) customary and reasonable meals and entertainment at which the giver is present, such as the occasional business meal or sporting event. IV. Disclosure and Compliance Each Covered Officer: . should be familiar with his or her responsibilities in connection with the disclosure requirements generally applicable to the Company; ____________ /1/ Any activity or relationship that would present a conflict for a Covered Officer would also present a conflict for the Covered Officer if a member of a Covered Officer's family (spouse, minor children and any account over which a Covered Officer is deemed to have beneficial interest) engages in such an activity or has such a relationship. . should not knowingly misrepresent, or knowingly cause others to misrepresent, facts about the Company to others, whether within or outside the Company, including to the Company's directors and auditors, and to governmental regulators and self-regulatory organizations; . should, to the extent appropriate within his or her area of responsibility, consult with other officers and employees of the Funds and the investment adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Funds file with, or submit to, the SEC and in other public communications made by the Funds; and . is responsible to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations. V. Reporting and Accountability Each Covered Officer must: . upon adoption of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that the Covered Officer has received, read, and understands the Code; . annually thereafter affirm to the Board that he or she has complied with the requirements of the Code; . annually disclose affiliations and other relationships related to conflicts of interest; . not retaliate against any other Covered Officer or any employee of the Funds or their affiliated persons for reports of potential violations that are made in good faith; and . notify the Compliance Officer promptly if he knows of any violation of this Code (failure to do so is itself a violation of this Code). In rendering decisions and interpretations and in conducting investigations of potential violations under the Code, the Compliance Officer may, at his discretion, consult with such persons as he determines to be appropriate, including, but not limited to, a senior legal officer of the Company or its investment adviser or its affiliates, independent auditors or other consultants, subject to any requirement to seek pre-approval from the Company's audit committee for the retention of independent auditors to perform permissible non-audit services. The Funds will follow these procedures in investigating and enforcing the Code: . the compliance Officer will take all appropriate action to investigate any potential violation of which he becomes aware; . if, after investigation the Compliance Officer believes that no violation has occurred, the Compliance Officer is not required to take any further action; . any matter that the Compliance Officer believes is a violation will be reported to the Directors of the Fund who are not "interested persons" as defined in the Investment Company Act the ("Non-interested Directors") . if the Non-interested Directors of the Board concur that a violation has occurred, it will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer; and . any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules The Compliance Officer shall submit an annual report to the Board describing any waivers granted. VI. Waivers/2/ A Covered Officer may request a waiver of any of the provisions of the Code by submitting a written request for such waiver to the Compliance Officer, setting forth the basis of such request and explaining how the waiver would be consistent with the standards of conduct described herein. The Compliance Officer shall review such request and make a determination thereon in writing, which shall be binding. In determining whether to waive any provisions of this Code, the Compliance Officer shall consider whether the proposed waiver is consistent with honest and ethical conduct and other purposes of this Code. VII. Other Policies and Procedures This Code shall be the sole code of ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Funds, the Funds' investment advisers, principal underwriters, or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code. The codes of ethics of the funds and the investment advisers and principal underwriters under Rule 17j-1 of the Investment Company Act and the Citigroup Code of Conduct and Citigroup Statement of Business Practices as well as other policies of the Fund's investment advisers or their affiliates are separate requirements applying to the Covered Officers and others, and are not part of this Code. __________ /2/ For purposes of this Code, Item 2 of Form N-CSR defines "waiver" as "the approval by a Company of a material departure from a provision of the Code" and includes an"implicit waiver," which means a Company's failure to take action within a reasonable period of time regarding a material departure from a provision of the Code that has been made known to an executive officer of the Company. VIII. Amendments Any amendments to this Code, other than amendments to Exhibits A, B and C must be approved or ratified by a majority vote of the Board, including a majority of Non-interested Directors. IX. Confidentiality All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the appropriate Board and Company and their respective counsel, counsel to the non-Interested Directors or independent auditors or other consultants referred to in Section V above. X. Internal Use The Code is intended solely for the internal use by the Funds and does not constitute an admission, by or on behalf of any Company, as to any fact, circumstance, or legal conclusion. EX-99.CERT 4 dex99cert.txt CERTIFICATIONS PURSUANT TO SECTION 302 CERTIFICATIONS PURSUANT TO SECTION 302 EX-99.CERT CERTIFICATIONS I, R. Jay Gerken, certify that: 1. I have reviewed this report on Form N-CSR of Travelers Series Fund Inc. - Smith Barney Large Cap Value Portfolio; 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 officers 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) 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) 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 c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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 officers 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 data; 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: January 2, 2004 /s/ R. Jay Gerken ---------------------------- ---------------------------- R. Jay Gerken Chief Executive Officer I, Richard L. Peteka, certify that: 1. I have reviewed this report on Form N-CSR of Travelers Series Fund Inc. - Smith Barney Large Cap Value Portfolio; 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 information included in this report, and the financial statements on which the financial information is based, 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 officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act) 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) 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 c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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 officers 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 data; 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: January 2, 2004 /s/ Richard L. Peteka ------------------------- -------------------------------- Richard L. Peteka Chief Financial Officer CERTIFICATIONS PURSUANT TO SECTION 302 EX-99.CERT CERTIFICATIONS I, R. Jay Gerken, certify that: 1. I have reviewed this report on Form N-CSR of Travelers Series Fund Inc. - Strategic Equity Portfolio; 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 officers 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) 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) 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 c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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 officers 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 data; 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: January 2, 2004 /s/ R. Jay Gerken ---------------------------- --------------------------- R. Jay Gerken Chief Executive Officer I, Richard L. Peteka, certify that: 1. I have reviewed this report on Form N-CSR of Travelers Series Fund Inc. - Strategic Equity Portfolio; 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 information included in this report, and the financial statements on which the financial information is based, 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 officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act) 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) 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 c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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 officers 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 data; 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: January 2, 2004 /s/ Richard L. Peteka --------------------------- --------------------------- Richard L. Peteka Chief Financial Officer CERTIFICATIONS PURSUANT TO SECTION 302 EX-99.CERT CERTIFICATIONS I, R. Jay Gerken, certify that: 1. I have reviewed this report on Form N-CSR of Travelers Series Fund Inc. - Van Kampen Enterprise Portfolio; 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 officers 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) 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) 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 c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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 officers 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 data; 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: January 2, 2004 /s/ R. Jay Gerken ----------------------------- ------------------------------- R. Jay Gerken Chief Executive Officer I, Richard L. Peteka, certify that: 1. I have reviewed this report on Form N-CSR of Travelers Series Fund Inc. - Van Kampen Enterprise Portfolio; 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 information included in this report, and the financial statements on which the financial information is based, 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 officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) 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) 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 c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case if an annual 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 officers 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 weakness in the design or operation of internal control over financial reporting which are reasonably like to adversely affect the registrant's ability to record, process, summarize, and report financial data; 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: January 2, 2004 /s/ Richard L. Peteka ----------------------------- ------------------------------- Richard L. Peteka Chief Financial Officer EX-99.906CERT 5 dex99906cert.txt CERTIFICATIONS PURSUANT TO SECTION 906 CERTIFICATIONS PURSUANT TO SECTION 906 EX-99.906CERT CERTIFICATION R. Jay Gerken, Chief Executive Officer, and Richard L. Peteka, Chief Financial Officer of Travelers Series Fund Inc. - Smith Barney Large Cap Value Portfolio (the "Registrant"), each certify to the best of his or her knowledge that: 1. The Registrant's periodic report on Form N-CSR for the period ended October 31, 2003 (the "Form N-CSR") fully complies with the requirements of section 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. Chief Executive Officer Chief Financial Officer Travelers Series Fund Inc. - Travelers Series Fund Inc. - Smith Barney Large Cap Value Portfolio Smith Barney Large Cap Value Portfolio /s/ R. Jay Gerken /s/ Richard L. Peteka - --------------------------- --------------------------- R. Jay Gerken Richard L. Peteka Date: January 2, 2004 Date: January 2, 2004 This certification is being furnished to the Securities and Exchange Commission solely pursuant to 18 U.S.C. (S) 1350 and is not being filed as part of the Form N-CSR with the Commission. CERTIFICATIONS PURSUANT TO SECTION 906 EX-99.906CERT CERTIFICATION R. Jay Gerken, Chief Executive Officer, and Richard L. Peteka, Chief Financial Officer of Travelers Series Fund Inc. - Strategic Equity Portfolio (the "Registrant"), each certify to the best of his or her knowledge that: 1. The Registrant's periodic report on Form N-CSR for the period ended October 31, 2003 (the "Form N-CSR") fully complies with the requirements of section 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. Chief Executive Officer Chief Financial Officer Travelers Series Fund Inc. - Travelers Series Fund Inc. - Strategic Equity Portfolio Strategic Equity Portfolio /s/ R. Jay Gerken /s/ Richard L. Peteka - --------------------------- --------------------------- R. Jay Gerken Richard L. Peteka Date: January 2, 2004 Date: January 2, 2004 This certification is being furnished to the Securities and Exchange Commission solely pursuant to 18 U.S.C. (S) 1350 and is not being filed as part of the Form N-CSR with the Commission. CERTIFICATIONS PURSUANT TO SECTION 906 EX-99.906CERT CERTIFICATION R. Jay Gerken, Chief Executive Officer, and Richard L. Peteka, Chief Financial Officer of Travelers Series Fund Inc. - Van Kampen Enterprise Portfolio (the "Registrant"), each certify to the best of his or her knowledge that: 1. The Registrant's periodic report on Form N-CSR for the period ended October 31, 2003 (the "Form N-CSR") fully complies with the requirements of section 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. Chief Executive Officer Chief Financial Officer Travelers Series Fund Inc. - Travelers Series Fund Inc. - Van Kampen Enterprise Portfolio Van Kampen Enterprise Portfolio /s/ R. Jay Gerken /s/ Richard L. Peteka - ------------------------------- ------------------------------- R. Jay Gerken Richard L. Peteka Date: January 2, 2004 Date: January 2, 2004 This certification is being furnished to the Securities and Exchange Commission solely pursuant to U.S.C. (S) 1350 and is not being filed as part of the Form N-CSR with the Commission. -----END PRIVACY-ENHANCED MESSAGE-----