DRINKER BIDDLE & REATH LLP One Logan Square 18th and Cherry Streets Philadelphia, PA 19103-6996 (215) 988-2700 Fax: (215) 988-2757 www.dbr.com October 1, 2003

Exhibit 12

DRINKER XXXXXX & XXXXX LLP
One Xxxxx Square
00xx xxx Xxxxxx Xxxxxxx
Xxxxxxxxxxxx, XX 00000-0000
(000) 000-0000
Fax: (000) 000-0000
xxx.xxx.xxx

October 1, 2003

Xxxxxxx Xxxxx Variable Insurance Trust
0000 Xxxxx Xxxxx
Xxxxxxx, Xxxxxxxx 00000-0000

Re: Agreement and Plan of Reorganization By and Between
Xxxxxxx Sachs Variable Insurance Trust and Ayco Series Trust

Ladies and Gentlemen:

     We have been asked to give our opinion on the Federal income tax consequences to shareholders of the transactions contemplated in the above referenced Agreement and Plan of Reorganization. In our opinion, the material Federal income tax consequences to shareholders of such transactions are accurately described in the subsection entitled “INFORMATION ABOUT THE REORGANIZATION — Federal Income Tax Consequences” in the Combined Proxy Statement and Prospectus contained in the Registration Statement on Form N-14 being filed this day with the Securities and Exchange Commission.

     We hereby consent to the filing of this opinion as an exhibit to the Registration Statement. This does not constitute a consent under section 7 of the Securities Act of 1933, and in so consenting we have not certified any part of the Registration Statement and do not otherwise come within the categories of persons whose consent is required under section 7 or under the rules and regulations of the Securities and Exchange Commission issued thereunder.

Very truly yours,

/s/ DRINKER XXXXXX & XXXXX LLP

DRINKER XXXXXX & XXXXX LLP