RCM EQUITY FUNDS INC, 485APOS, 2000-03-02

RCM EQUITY FUNDS INC
485APOS, 2000-03-02

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As filed with the Securities and Exchange Commission on March 2, 2000
1933 Act File No. 33-97572
1940 Act File No. 811-9100

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [x]

Pre-Effective Amendment No. [ ]
---

Post-Effective Amendment No. 15 [x]
---

and

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [x]

Amendment No. 16 [x]
---

(Check appropriate box or boxes.)

DRESDNER RCM GLOBAL FUNDS, INC.
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(Exact Name of Registrant as Specified in Charter)

FOUR EMBARCADERO CENTER SAN FRANCISCO, CALIFORNIA 94111
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(Address of Principal Executive Offices) (Zip Code)

(415) 954-5400
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(Registrant's Telephone Number, including Area Code)

Anthony Ain, President
DRESDNER RCM GLOBAL FUNDS, INC.
Four Embarcadero Center
San Francisco, California 94111
(800) 726-7240
(Name and Address of Agent for Service)

Shares of Capital Stock Offered: Par Value $.0001 per share

Copies to:

Robert J. Goldstein Michael Glazer
Associate General Counsel Paul, Hastings, Janofsky &
Dresdner RCM Global Investors LLC Walker LLP
Four Embarcadero Center 555 South Flower Street
San Francisco, California 94111 Los Angeles, California 90071

<PAGE>

It is proposed that this filing will become effective:
[ ] Immediately upon filing pursuant to paragraph (b)
[ ] On pursuant to paragraph (b)
-------------------
[X ] 60 days after filing pursuant to paragraph (a)(1)
[ ] On pursuant to paragraph (a)(1)
-------------------

[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] On pursuant to paragraph (a)(2) of rule 485
-------------------

<PAGE>

DRESDNER RCM GLOBAL FUNDS, INC.
DRESDNER RCM GLOBAL EQUITY FUND
DRESDNER RCM STRATEGIC INCOME FUND
CROSS REFERENCE SHEET
BETWEEN ITEMS OF PART A AND B OF FORM N-1A AND THE
PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION

<TABLE>
<CAPTION>
ITEM NUMBER OF PART A OF FORM N-1A INFORMATION REQUIRED IN A PROSPECTUS
<S> <C>
1. Front and Back Cover Pages Front and Back Cover Pages

2. Risk/Return Summary: Investments, Risk/Return Summary
Risks, and Performance

3. Risk/Return Summary: Fee Table Fees and Expenses

4. Investment Objectives, Principal Investment Objectives and Policies;
Investment Strategies, and Other Investment Practices;
Related Risks Investment Risks

5. Management's Discussion of Fund *
Performance

6. Management, Organization, and Organization and Management
Capital Structure

7. Shareholder Information Stockholder Information

8. Distribution Arrangements Organization and Management: The
Distributor

9. Financial Highlights Information *
</TABLE>

*NOT APPLICABLE.

<PAGE>

<TABLE>
<CAPTION>
ITEM NUMBER OF PART B OF FORM N-1A CAPTIONS IN PROSPECTUS AND STATEMENT
OF ADDITIONAL INFORMATION
<S> <C>
10. Cover Page and Table of Contents Cover Page and Table of Contents

11. Fund History General Information

12. Description of the Fund and Its Investment Objectives and Policies;
Investments and Risks Investment and Risk Considerations;
Investment Restrictions

13. Management of the Fund The Investment Manager

14. Control Persons and Principal Directors and Officers; Description
Holders of Securities of Capital Shares

15. Investment Advisory and Other The Investment Manager; The
Services Distributor; Additional Information

16. Brokerage Allocation and Other Execution of Portfolio Transactions
Practices

17. Capital Stock and Other Securities Description of Capital Shares

18. Purchase, Redemption and Pricing Purchase and Redemption of Shares
of Shares

19. Taxation of the Fund Dividends, Distributions and Tax
Status

20. Underwriters The Distributor

21. Calculation of Performance Data Investment Results

22. Financial Statements Financial Statements
</TABLE>

*NOT APPLICABLE.

<PAGE>

DRESDNER RCM GLOBAL FUNDS, INC.

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DRESDNER RCM GLOBAL EQUITY FUND
DRESDNER RCM STRATEGIC INCOME FUND

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May __, 2000

This prospectus contains essential information for anyone considering an
investment in these funds. Please read this document carefully and keep it for
future reference.

The Securities and Exchange Commission has not approved or disapproved
these securities or passed upon the accuracy or adequacy of this Prospectus. It
is a criminal offense to state or suggest otherwise.

<PAGE>

DRESDNER RCM GLOBAL FUNDS, INC.

<TABLE>
<CAPTION>
TABLE OF CONTENTS
- ------------------------------------------------------------------------------------------------------------------

RISK/RETURN SUMMARY AND FUND EXPENSES
- ------------------------------------------------------------------------------------------------------------------
<S> <C>
This section summarizes the Funds' investments, 3 Dresdner RCM Global Equity Fund
risks, past performance, and fees. 6 Dresdner RCM Strategic Income Fund

INVESTMENT OBJECTIVES, POLICIES AND RISKS
- ------------------------------------------------------------------------------------------------------------------
This section provides details about the Funds' 9 Investment Objectives and Policies
investment objectives, policies and risks. 11 Other Investment Practices
12 Changing the Funds' Investment Objectives and Policies
12 Investment Risks

ORGANIZATION AND MANAGEMENT
- ------------------------------------------------------------------------------------------------------------------
This section provides details about the people and 15 The Funds and the Investment Manager
organizations who oversee the Funds. 15 The Portfolio Managers
16 Management Fees and Other Expenses
16 The Distributor

STOCKHOLDER INFORMATION
- ------------------------------------------------------------------------------------------------------------------
This section tells you how to buy, sell and 16 Buying Shares
exchange shares, how we value shares, and how we 19 Selling Shares
pay dividends and distributions. 20 Other Stockholder Services and Account Policies
22 Dividends, Distributions and Taxes

FINANCIAL HIGHLIGHTS
- ------------------------------------------------------------------------------------------------------------------
This section provides details on selected 24 Global Equity Fund
financial highlights of the Funds. 24 Strategic Income Fund

APPENDIX
- ------------------------------------------------------------------------------------------------------------------
This section provides a description of credit 25 Standard and Poor's Ratings Services
ratings issued by two of the major credit rating 26 Moody's Investors Service, Inc.
agencies.
</TABLE>

2
<PAGE>

RISK/RETURN SUMMARY AND FUND EXPENSES

DRESDNER RCM GLOBAL EQUITY FUND

Goal: The Fund's goal is to seek long term
capital appreciation by investing in a
diversified portfolio of equity and
equity-related securities of domestic and
foreign companies of all sizes.

Principal Investment Strategies: The Fund invests at least 65% of its total
assets in the equity securities of issuers
located in at least three different
countries, including the United States.

The Fund may invest up to 30% of its total
assets in securities of companies organized
or headquartered in emerging market
countries; however, the Fund will not
invest more than 10% of its total assets in
securities of issuers organized or
headquartered in any one emerging market
country. The Fund may also invest up to 10%
of its total assets in U.S. and foreign
debt securities, including securities rated
below investment grade.

The Investment Manager evaluates the
fundamental value and prospects for growth
of individual companies that it expects
will have higher than average rates of
growth and strong potential for capital
appreciation. The S&P 500 Composite Stock
Price Index and the MSCI-ACWI Free Index
are the Fund's performance benchmarks. The
Investment Manager bases its security
selection on the relative investment merits
of each company and industry around the
world and will not seek to duplicate the
country or sector allocations of the
Indices.

Principal Investment Risks: Because the values of the Fund's
investments will fluctuate with market
conditions, so will the value of your
investment in the Fund. You could lose
money on your investment in the Fund, or
the Fund could underperform other
investments.

The values of the Fund's investments will
fluctuate in response to the activities of
individual companies and general stock
market and economic conditions. Stock
prices of smaller and newer companies often
fluctuate more than those of larger, more
established, companies. The performance of
foreign securities also depends on the
political and economic environments and
other overall economic conditions in the
countries where the Fund invests. The
Fund's value will also be exposed to
currency risk.

An investment in the Fund is not a bank
deposit and is not insured or guaranteed by
the Federal Deposit Insurance Corporation
or any other government agency.

3
<PAGE>

PERFORMANCE

The charts on this page provide some indication of the risks of investing
in the Fund. The bar chart shows the Fund's performance for its first full year
of operation. The chart below it compares the performance of the Fund over time
to its benchmarks.

Both charts assume reinvestment of dividends and distributions. Of course,
past performance does necessarily indicate how the Fund will perform in the
future.

Year-by-Year Total Return for Class I Shares

- -------------------------------------------------------------------------------
1999
62.20%

For the period covered by this year-by-year total return chart, the Fund's
highest quarterly return was 42.53% (for the fourth quarter of 1999) and the
lowest quarterly return was 3.45% (for the third quarter of 1999).

Average Annual Total Returns
(through December 31, 1999)
<TABLE>
<CAPTION>
---------------------------------------------------
FUND INCEPTION PAST SINCE INCEPTION
YEAR
- -----------------------------------------------------------------------------------
<S> <C> <C> <C>
GLOBAL EQUITY FUND CLASS I 12/31/98 62.20% 62.20%
SHARES
- -----------------------------------------------------------------------------------
GLOBAL EQUITY FUND CLASS N 12/31/98 N/A N/A
SHARES*
- -----------------------------------------------------------------------------------
MSCI-ACWI FREE INDEX __ 26.82% 26.82%
- -----------------------------------------------------------------------------------
S&P 500 STOCK INDEX __ 21.04% 21.04%
- -----------------------------------------------------------------------------------
</TABLE>
* Class N Shares reflect the deduction of Rule 12b-1 fees.

4
<PAGE>

FEES AND EXPENSES

As an investor in the Fund, you will pay the following fees and
expenses.

SHAREHOLDER FEES Class I Class N
(FEES PAID DIRECTLY FROM YOUR INVESTMENT)

None
<TABLE>
<CAPTION>
ANNUAL FUND OPERATING EXPENSES
(FEES PAID FROM FUND ASSETS)

Management fees 0.75% 0.75%
- ---------------------------------------------------------------------------
Rule 12b-1 fee None 0.25%
- ---------------------------------------------------------------------------
Other expenses 13.84% 13.84%*
- ---------------------------------------------------------------------------
Total annual Fund operating expenses 14.59% 14.84%
- ---------------------------------------------------------------------------
Less: Fees waived and reimbursed -13.34% -13.34%
- ---------------------------------------------------------------------------
Net operating expenses 1.25% 1.50%
- ---------------------------------------------------------------------------

</TABLE>

* Estimated based on Class I expenses.

1. The Investment Manager has contractually agreed until at least December 31,
2000, to pay each quarter the amount, if any, by which the ordinary operating
expenses for the quarter (except interest, taxes and extraordinary expenses)
exceed the annualized rate of 1.25% for Class I and 1.50% for Class N. The Fund
may reimburse the Investment Manager in the future.

EXAMPLE

Use this table to compare fees and expenses of the Fund with those of other
funds. It illustrates the amount of fees and expenses you would pay assuming:

- $10,000 investment in the Fund
- 5% annual return
- redemption at the end of each period
- no changes in the Fund's operating expenses for the first year

Although your actual costs may be higher or lower, based on these assumptions
your costs would be:

1 3 5 10
Year Years Years Years
<S> <C> <C> <C> <C>
Class I $139 $378 $573 $920
Class N $141 $486 $664 $925

</TABLE>

Assuming that the Investment Manager continues to reimburse the ordinary
operating expenses which exceed the annualized rate of 1.25% for Class I, and
1.50% for Class N, your expenses for the periods indicated would be $13, $40,
$69 and $151 for Class I and $15, $47, $82 and $179 for Class N. However,
there is no guarantee that the Investment Manager will continue such
reimbursement policy.

5
<PAGE>

DRESDNER RCM STRATEGIC INCOME FUND

RISK/RETURN SUMMARY

Goal: The Fund's goal is to seek current income,
with capital appreciation as a secondary
objective, by investing in a diversified
portfolio of U.S. and foreign debt
securities, including securities rated
below investment grade.

Principal Investment Strategies: The Fund seeks to diversify its portfolio
by allocating its assets across the
following categories: (i) investment grade
U.S. and foreign government debt
securities; (ii) investment grade U.S. and
foreign corporate debt securities; (iii)
emerging market debt securities; and (iv)
U.S. and foreign debt securities rated
below investment grade.

The Fund's allocation of investments among
these categories is based on the Investment
Manager's evaluation of expected
performance of each type of investment. The
Fund may invest all of its assets in any
one category if, in the opinion of the
Investment Manager, an opportunity exists
to generate higher income without undue
risk to principal.

The values of the Fund's investments
fluctuate in response to the activities of
individual companies and general stock
market and economic conditions. Stock
prices of smaller and newer companies often
fluctuate more than those of larger, more
established companies. The performance of
foreign securities depends on the political
and economic environments and other overall
economic conditions in the countries where
the Fund invests. Debt securities rated
below investment grade involve greater risk
of default of price declines than
investment grade debt securities.

An investment in the Fund is not a bank
deposit and is not insured or guaranteed by
the Federal Deposit Insurance Corporation
or any other government agency.

PERFORMANCE

The charts on the following page provide some indication of the risks of
investing in the Fund. The bar chart shows the Fund's performance for its first
full year of operation. The chart below it compares the performance of the Fund
over time to the Lehman Brothers U.S. Universal Index.

Both charts assume reinvestment of dividends and distributions. Of course,
past performance does not necessarily indicate how the Fund will perform in the
future.

6
<PAGE>

Year-by-Year Total Returns for Class I Shares

- -------------------------------------------------------------------------------
1999
2.67%

For the period covered by this year-by-year total return chart, the Fund's
highest quarterly return was 2.62% (for the fourth quarter of 1999) and the
lowest quarterly return was (0.55%) (for the third quarter of 1999).

Average Annual Total Returns
(through December 31, 1999)
<TABLE>
<CAPTION>
-------------------------------------------------
FUND INCEPTION PAST SINCE
YEAR INCEPTION
- ------------------------------------------------------------------------------------
<S> <C> <C> <C>
STRATEGIC INCOME FUND CLASS I 12/31/98 2.67% 2.67%
SHARES
- ------------------------------------------------------------------------------------
STRATEGIC INCOME FUND CLASS N 12/31/98 N/A N/A
SHARES*
- ------------------------------------------------------------------------------------
LEHMAN BROTHERS U.S. UNIVERSAL __ 0.24% 0.24%
INDEX
- ------------------------------------------------------------------------------------
</TABLE>
* Class N shares reflect the deduction of Rule 12b-1 fees.

<PAGE>

FEES AND EXPENSES

As an investor in the Fund, you will pay the following fees and expenses.

SHAREHOLDER FEES Class I Class N
(FEES PAID DIRECTLY FROM YOUR INVESTMENT)

None
<TABLE>
<CAPTION>

ANNUAL FUND OPERATING EXPENSES
(FEES PAID FROM FUND ASSETS)

Management fees 0.75% 0.75%
- -------------------------------------------------------------------------
Rule 12b-1 fee None 0.25%
- -------------------------------------------------------------------------
Other expenses 4.56% 4.56%*
- -------------------------------------------------------------------------
Total annual Fund operating expenses 5.31% 5.56%
- -------------------------------------------------------------------------
Less: Fees waived and reimbursed -4.06% -4.06%
- -------------------------------------------------------------------------
Net Operating Expenses 1.25% 1.50%
- -------------------------------------------------------------------------

</TABLE>

* Estimated based on Class I expenses.

The Investment Manager has contractually agreed until at least December 31,
2000, to pay each quarter the amount, if any, by which the ordinary operating
expenses for the quarter (except interest, taxes and extraordinary expenses)
exceed the annualized rate of 1.25% for Class I and 1.50% for Class N. The Fund
may reimburse the Investment Manager in the future.

EXAMPLE

Use this table to compare fees and expenses of the Fund with those of other
funds. It illustrates the amount of fees and expenses you would pay assuming

- $10,000 investment in the Fund
- 5% annual return
- redemption at the end of each period
- no changes in the Fund's operating expenses for the first year

Because this example is hypothetical and for comparison only, your actual costs
will be different.
<TABLE>
<CAPTION>

1 3 5 10
Year Years Years Years
<S> <C> <C> <C> <C>
Class I $53 $159 $263 $523
Class N $15 $47 $82 $179
</TABLE>

Assuming the Investment Manager continues to reimburse the ordinary
operating expenses which exceed the annualized rate of 1.25% for Class I and
1.50% for Class N, your expenses for the periods indicated would be $13, $40,
$69 and $151 for Class I and $15, $47, $82 and $179 for Class N. However,
there is no guarantee that the Investment Manager will continue such
reimbursement policy.

8
<PAGE>

INVESTMENT OBJECTIVES, POLICIES AND RISKS

INVESTMENT OBJECTIVES AND POLICIES

HOW DOES THE GLOBAL EQUITY FUND SELECT EQUITY INVESTMENTS?

While the Fund emphasizes investment in growth companies, the Fund also
may invest in other companies that are not traditionally considered to be growth
companies, such as emerging growth companies and cyclical and semi-cyclical
companies in developing economies, if the Investment Manager believes that such
companies have above-average growth potential.

When the Investment Manager analyzes a specific company it evaluates
the fundamental value of each enterprise as well as its prospects for growth. In
most cases, these companies have one or more of the following characteristics:

- Superior management
- Strong balance sheets
- Differentiated or superior products or services
- Substantial capacity for growth in revenue through
either an expanding market or expanding market share
- A strong commitment to research and development
- A steady stream of new products or services

The Fund does not seek current income, and does not restrict its
investments to companies with a record of dividend payments.

When evaluating foreign companies, the Investment Manager may also
consider the anticipated economic growth rate, political outlook, inflation
rate, currency outlook, and interest rate environment for the country and the
region in which the company is located, as well as other factors it deems
relevant.

In addition to traditional research activities, the Investment Manager
uses research produced by its Grassroots Research operating group, a division of
Dresdner RCM Global Investors LLC, the Fund's Investment Manager. Grassroots-SM-
Research prepares research reports based on field interviews with customers,
distributors, and competitors of the companies that the Investment Manager
follows. The Investment Manager believes that Grassroots-SM- Research can be a
valuable adjunct to its traditional research efforts by providing a "second
look" at companies in which the Fund might invest and by checking marketplace
assumptions about market demand for particular products and services.

HOW DO THE FUNDS SELECT FIXED-INCOME INVESTMENTS?

The Investment Manager's fixed-income philosophy focuses on a top-down
investment process that begins with the development of an economic outlook. Data
on economic sectors and industries, in conjunction with analysis of monetary and
fiscal policy underlie the analysis of the fixed income investment environment.
Total rates of return are projected for bond market sectors under various market
scenarios that incorporate potential interest rate shifts over a specified time
period.

In evaluating individual investment opportunities, the Investment
Manger employs a variety of proprietary and vendor systems that provide
analytical tools and information and trade management in support of its
selection process.

WHAT KINDS OF EQUITY SECURITIES DOES THE GLOBAL EQUITY FUND INVEST IN?

The Fund invests primarily in common stocks and depositary receipts.
The Fund may invest in companies of any size. Common stocks represent the basic
equity ownership interests in a company. Depositary receipts are issued by banks
or other financial institutions and represent, or may be converted into,
underlying ordinary shares of a foreign company. They may be sponsored by the
foreign company or organized independently.

9
<PAGE>

The Fund may also invest in other equity and equity-related securities.
These include preferred stock, convertible preferred stock, convertible debt
obligations, warrants or other rights to acquire stock, and options on stock and
stock indices.

WHAT KINDS OF FOREIGN SECURITIES DOES THE GLOBAL EQUITY FUND INVEST IN?

The Fund may invest in the following types of foreign equity and equity-related
securities:

- - Securities of companies that are organized or headquartered outside the
United States, or that derive at least 50% of their total revenue
outside the U.S.

- - Securities that are principally traded outside the United States,
regardless of where the issuer of such securities is organized or
headquartered or where its operations principally are conducted

- - Depositary receipts

- - Securities of other investment companies investing primarily in such
equity and equity-related foreign securities

The Fund expects that its investments in foreign securities will be
comprised primarily of securities that are traded on recognized foreign
securities exchanges. However, the Fund also may invest in securities that are
traded only over-the-counter, either in the United States or in foreign markets,
when the Investment Manager believes that such securities meet the Fund's
investment criteria. The Fund also may invest in securities that are not
publicly traded either in the United States or in foreign markets.

WHAT KINDS OF DEBT SECURITIES DO THE FUNDS INVEST IT?

Debt securities which are eligible investments for the Funds include,
but are not limited to the following: debt securities issued or guaranteed by
the U.S. Government, its agencies or instrumentalities; debt securities issued
or guaranteed by foreign national governments, their agencies or
instrumentalities; debt securities issued or guaranteed by supranational
organizations; and corporate debt securities.

Debt securities include bonds and other debt instruments used by
issuers to borrow money from investors. The issuer generally pays the investor a
fixed, variable, or floating rate of interest, and must repay the amount
borrowed at maturity. Some debt securities, such as zero coupon bonds, do not
pay current interest, but are sold at a discount from their face value.

In general, debt securities held by the Funds will be treated as
investment grade if they are rated by at least one major rating agency in one of
its top four rating categories at the time of purchase or, if unrated, are
determined by the Investment Manager to be of comparable quality. Investment
grade means the issuer of the security is believed to have adequate capacity to
pay interest and repay principal, although certain of such securities in the
lower grades have speculative characteristics, and changes in economic
conditions or other circumstances may be more likely to lead to a weakened
capacity to pay interest and principal than would be the case with higher rated
securities.

Below investment grade securities which may be held by the Funds will
be rated at least B by Standard & Poor's, an equivalent rating by another
recognized rating agency or, if unrated, judged by the Investment Manager to be
of comparable quality. Such securities are predominately speculative with
respect to the issuer's capacity to meet required principal and interest
payments. Further information regarding investment ratings is located in
Appendix A.

U.S. GOVERNMENT SECURITIES

U.S. Government Securities are high-quality debt instruments issued or
guaranteed by the U.S. Treasury or by an agency or instrumentalities of the U.S.
Government. Not all U.S. Government securities are backed by the full faith and
credit of the United States. For example, securities such as those issued by the
Federal National Mortgage Association ("FNMA") are supported by the
instrumentality's right to borrow money from the U.S. Treasury under certain
circumstances. Securities such as those issued by the Federal Farm Credit Banks
Funding Corporation are supported only by the credit of the entity that issued
them.

10
<PAGE>

MORTGAGE-RELATED SECURITIES

Mortgage-related securities are securities that directly or indirectly
represent a participation in, or are secured or payable from, mortgage loans
secured by real or commercial property, and include pass-through securities,
collateralized mortgage obligations ("CMOs"), real estate mortgage conduits
("REMICs"), and adjustable rate mortgage securities ("ARMs"). There are
currently three basic types of mortgage-related securities: (i) those issued or
guaranteed by the U.S. Government or one of its agencies or instrumentalities
such as the Government National Mortgage Association ("GNMA"); (ii) those issued
by private issuers which represent an interest in or are collateralized by
mortgage-related securities issued or guaranteed by the U.S. Government or one
of its agencies of instrumentalities; and (iii) those issued by private issuers
which represent an interest in or are collateralized by whole mortgage loans or
mortgage-related securities without a government guarantee.

ASSET-BACKED SECURITIES

Asset-backed securities represent undivided fractional interests in a
trust with assets consisting of a pool of domestic loans such as motor vehicle
retail installment sales contracts or credit card receivables. Payments are
typically made monthly, consisting of both principal and interest payments.
Although generally rated AAA, it is possible that the securities could become
illiquid or experience losses if guarantors or insurers default.

OTHER INVESTMENT PRACTICES

DO THE FUNDS BUY AND SELL FOREIGN CURRENCIES?

The Investment Manager expects to purchase or sell foreign currencies
primarily to settle foreign securities transactions. However, each Fund may also
engage in currency management transactions to hedge currency exposure to
securities it owns or expects to purchase. Each Fund may also hold foreign
currency received in connection with investments in foreign securities when the
Investment Manager believes the relevant exchange rates will change favorably
and it would be better to convert the currency into U.S. dollars later.

For purposes of the percentage limitations in the Global Equity Fund's
investment in emerging market countries, the term "securities" does not include
foreign currencies. This means that the Fund's exposure to foreign currencies of
emerging market countries may be greater than its percentage limitations on
investments in foreign securities. Each Fund will have the costs of
conversions between various currencies, and gains in a particular securities
market may be affected (either positively or negatively) by changes in exchange
rates.

DO THE FUNDS HEDGE THEIR INVESTMENTS?

For hedging purposes, each Fund may purchase options on financial
indices and on securities it is authorized to purchase. If a Fund purchases a
"put" option on a security, the Fund acquires the right to sell the security at
a specified price at any time during the term of the option (for
"American-style" options) or on the option expiration date (for "European-style"
options). If a Fund purchases a "call" option on a security, it acquires the
right to purchase the security at a specified price at any time during the term
of the option (or on the option expiration date). An option on a financial index
gives a Fund the right to receive a cash payment equal to the difference between
the closing price of the index and the exercise price of the option. A Fund may
"close out" an option before it is exercised or expires by selling an option of
the same series as the option previously purchased.

Each Fund may employ certain management techniques to hedge against
currency exchange rate fluctuations, changes in interest rates and general
fluctuations in the value of its portfolio securities. These techniques
include forward currency exchange contracts, currency options, futures
contracts (and related options), and swaps. A forward currency exchange
contract is an obligation to purchase or sell a specific currency at a future
date at a price set at the time of the contract. Currency options are rights
to purchase or sell a specific currency at a future date at a specified
price. Futures contracts are agreements to take or make delivery

11
<PAGE>

of an amount of cash equal to the difference between the value of the currency
at the close of the last trading day of the contract and the contract price.
Swaps involve the exchange of rights to make or receive payments in
specified currencies.

Each Fund may cross-hedge currencies, which involves writing or
purchasing options or entering into foreign exchange contracts on one currency
to hedge against changes in exchange rates for a different currency, if the
Investment Manager believes changes between the two currencies are correlated.

DO THE FUNDS INVEST IN OTHER INVESTMENT COMPANIES?

The laws of some foreign countries may make it difficult or impossible
for a Fund to invest directly in issuers organized or headquartered in those
countries, or may limit such investments. The only practical means of investing
in such companies may be through investment in other investment companies that
in turn are authorized to invest in the securities of such issuers. In these
cases and in other appropriate circumstances, and subject to the restrictions
referred to above regarding investments in companies organized or headquartered
in foreign countries, each Fund may invest up to 10% of the value of its total
assets in other investment companies, but no more than 5% of its total assets in
any one investment company. However, no Fund may acquire more than 3% of the
outstanding voting securities of any other investment company.

If a Fund invests in other investment companies, it will bear its
proportionate share of any management or administration fees and other expenses
in addition to the Fund's own expenses.

WHAT ARE THE FUNDS' INVESTMENT POLICIES IN UNCERTAIN MARKETS?

When the Investment Manager believes a Fund should adopt a temporary
defensive posture, including periods of international, political or economic
uncertainty, the Fund may hold all or a substantial portion of its assets in
cash or cash equivalent investments, U.S. Government obligations,
non-convertible preferred stocks, and non-convertible corporate bonds with
remaining maturities of less than one year. During these periods, the Fund may
not achieve its investment objective.

WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT INVESTMENT PRACTICES?

The Statement of Additional Information ("SAI") has more detailed
information about the investment practices described in this Prospectus as well
as information about other investment practices used by the Investment Manager.

CHANGING THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES

Each Fund's investment objective is a fundamental policy that may not
be changed without stockholder approval. However, except as otherwise indicated
in this Prospectus or the SAI, each Fund's other investment policies and
restrictions are not fundamental and may be changed without stockholder
approval.

The various percentage limitations referred to in this Prospectus and
the SAI apply immediately after a purchase or initial investment. Except as
specifically indicated to the contrary, a Fund is not required to sell any
security in its portfolio as a result of a change in any applicable percentage
resulting from market fluctuations.

INVESTMENT RISKS

Your investment in the Funds is subject to a variety of risks,
including those described below. See the SAI for further information about these
and other risks.

EQUITY INVESTMENTS

Although equity securities have a history of long-term growth in value,
their prices fluctuate based on changes in the issuer's financial condition and
prospects and on overall market and economic conditions.

12
<PAGE>

DEBT SECURITIES

The yield and price of a debt security changes daily based on changes
in interest rates and market conditions, and in response to other economic,
political or financial events. The following are some of the more common risk
factors associated with investments in debt securities:

INTEREST RATE RISK. The change in the prices of debt
securities that accompany changes in the overall level of interest rates. Debt
securities have varying levels of sensitivity to changes in interest rates. In
general, bond prices risk when interest rates fall, and fall when interest rates
rise. Longer-term bonds, lower quality bonds and zero coupon bonds are generally
more sensitive to interest rate changes.

CREDIT RISK. The chance that any of a Fund's holdings will
have its credit rating downgraded or will default (fail to make scheduled
interest rate and principal payments), potentially reducing the Fund's income
level and share price. By definition, lower-rated securities carry a higher
credit risk.

GEOGRAPHIC RISK. The chance that price declines resulting
from developments in a single foreign country.

CALL RISK. Debt obligations may be issued with a call feature
(call features include a date on which the issuer has reserved the right to
redeem the obligation prior to maturity). An obligation may be called for
redemption before the Fund would otherwise choose to eliminate it from its
portfolio holdings. A call may also reduce an obligation's yield to maturity.

PREPAYMENT RISK. Mortgage-related and asset-backed securities
are subject to prepayment risk. Such securities may be prepaid prior to
maturity, and hence the actual life of the security cannot be accurately
predicted. During periods of falling interest rates, prepayments may accelerate,
which would require a Fund to reinvest the proceeds at a lower interest rate.
Securities subject to prepayment risk generally offer less potential for gains
during a declining interest rate environment, and similar or greater potential
for loss in a rising interest rate environment.

BELOW-INVESTMENT GRADE DEBT SECURITIES

Below investment grade debt securities, sometimes called high-yield
securities or "junk bonds", are considered to have speculative characteristics,
and involve greater risk of default or price changes due to changes in the
issuer's creditworthiness. The market prices of these securities may fluctuate
more than higher-quality securities and may decline significantly in periods of
general or regional economic difficulty. In addition, the secondary market may
be less liquid for debt securities rated below investment grade. This lack of
liquidity at certain times may make the valuation and sale of these securities
more difficult. If an issuer of such securities defaults, a Fund may incur
additional expenses to enforce its right or to participate in a restructuring of
the obligation.

SMALL COMPANIES

Investments in small companies may involve greater risks than
investments in larger companies, and may be speculative. The securities of small
companies, as a class, have had periods of more favorable results, and periods
of less favorable results, than securities of larger companies as a class. In
addition, small companies in which a Fund may invest may have limited or
unprofitable operating histories, limited financial resources and inexperienced
management. They often face competition from larger or more established firms
that have greater resources. Small companies may have less ability to raise
additional capital, and may have a less diversified product line (making them
susceptible to market pressure), than larger companies. Securities of small and
unseasoned companies are often less liquid than securities of larger companies
and are frequently traded in the over-the-counter market or on regional
exchanges where low trading volumes may result in erratic or abrupt price
movements. Selling these securities may take an extended period of time. As a
result, to the extent a Fund invests in small companies, its net asset value may
be more volatile than would otherwise be the case.

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<PAGE>

FOREIGN SECURITIES

Investing in foreign securities involves significant risks, some of
which are not typically associated with investing in securities of U.S. issuers.
For example, the value of investments in such securities may fluctuate based on
changes in the value of one or more foreign currencies relative to the U.S.
dollar. In addition, information about foreign issuers may be less readily
available than information about domestic issuers. Foreign issuers generally are
not subject to accounting, auditing and financial reporting standards, or to
other regulatory practices and requirements, comparable to U.S. issuers.
Furthermore, certain foreign countries may be politically unstable, expropriate
or nationalize assets, revalue currencies, impose confiscatory taxes, and limit
foreign investment and use or removal of funds or other assets of a Fund
(including the withholding of dividends and limitations on the repatriation of
currencies). A Fund may also face difficulties or delays in obtaining or
enforcing judgments.

Most foreign securities markets have substantially less volume than
U.S. markets, and the securities of many foreign issuers may be less liquid and
more volatile than securities of comparable U.S. issuers. There is generally
less government regulation of securities markets, securities exchanges,
securities dealers, and listed and unlisted companies in foreign countries than
in the United States. Foreign markets also have different clearance and
settlement procedures, and at times in certain markets settlements have not been
able to keep pace with the volume of securities transactions, making it
difficult to conduct and complete transactions. In addition, the costs
associated with transactions in securities of foreign companies and securities
traded on foreign markets, and the expense of maintaining custody of these
securities with foreign custodians, generally are higher than in the U.S.

EMERGING MARKETS

Investments in emerging markets involve additional risks. The
securities markets of emerging market countries are substantially smaller, less
developed, less liquid, and more volatile than U.S. and other developed foreign
markets. Disclosure and regulatory standards are less stringent. There also may
be a lower level of monitoring and regulation of securities markets in emerging
market countries and of the activities of investors in such markets, and
enforcement of existing regulations has been limited.

Economies in emerging market countries generally depend heavily on
international trade. They may be affected adversely by the economic conditions
of the countries with which they trade, as well as by trade barriers, exchange
controls, managed adjustments in relative currency values, and other
protectionist measures imposed or negotiated by these countries. In many cases,
governments of emerging market countries continue to exercise significant
control over the economies of these countries. In addition, some of these
countries have in the past failed to recognize private property rights and have
at times nationalized or expropriated the assets of private companies. There is
a greater possibility of confiscatory taxation, imposition of withholding taxes
on interest payments, or other similar developments that could affect
investments in those countries. Unanticipated political or social developments
may also affect the value of a Fund's investments in those countries.

OPTIONS, CURRENCY HEDGING AND CURRENCY MANAGEMENT

Stock options involve number of risks. Options may be more volatile
than the underlying instruments. Differences between the options and securities
markets could result in an imperfect correlation between these markets, causing
a given transaction not to achieve its objective. In addition, a liquid
secondary market for particular options may be absent for a variety of reasons.
When trading options on foreign exchanges, many of the protections afforded to
participants in the United States are not available. Although the purchaser of
an option cannot lose more than the amount of the premium plus transaction
costs, this entire amount could be lost.

A Fund's currency management techniques involve risks different from
investments in U.S. dollar-denominated securities. If a Fund invests in foreign
securities while also maintaining currency positions, it may be exposed to
greater combined risk than would otherwise be the case. Transactions in currency
futures contracts, options on currency futures contracts and index futures
contracts involve risks similar to those of options on securities; in addition,
the Fund's potential loss in such transactions is unlimited.

The use of hedging and currency management techniques is a highly
specialized activity, and the success of any such operations by a Fund is not
assured. Gains and losses in such transactions depend upon the Investment
Manager's ability to predict correctly the direction of stock prices, interest
rates, currency exchange rates, and other

14
<PAGE>

economic factors. Although such operations could reduce the risk of loss due to
a decline in the value of the hedged security or currency, they could also limit
the potential gain from an increase in the value of the security or currency.

15
<PAGE>

ORGANIZATION AND MANAGEMENT

THE FUNDS AND THE INVESTMENT MANAGER

The Funds are series of Dresdner RCM Global Funds, Inc. (the
"Company"). The Company is incorporated in Maryland as an open-end management
investment company.

Dresdner RCM Global Investors LLC, with principal offices at Four
Embarcadero Center, San Francisco, California 94111, is the investment manager
of the Funds. The Investment Manager manages each Fund's investments, provides
various administrative services, and supervises each Fund's business.

The Investment Manager provides investment supervisory services to
institutional and individual clients. It was established in December of 1998 and
is the successor to the business of its holding company, Dresdner RCM Global
Investors US Holdings LLC. The Investment Manager was originally formed as
Rosenberg Capital Management in 1970, and it and its successors have been
consistently in business since then. The Investment Manager is an indirect
wholly owned subsidiary of Dresdner Bank AG ("Dresdner"), an international
banking organization with principal executive offices in Frankfurt, Germany.

THE PORTFOLIO MANAGERS

GLOBAL EQUITY FUND

William S. Stack and Steven C. Laughton are primarily responsible for
the day-to-day management of the Global Equity Fund. Mr. Stack is a Senior
Managing Director of the Investment Manager, with which he has been associated
since 1994, and is a member of its Board of Managers. Mr. Laughton is a Director
of the Investment Manager, with which he has been associated since 1995.

STRATEGIC INCOME FUND

Eammon F. Dolan and Stephen Kim are primarily responsible for the
day-to-day management of the Strategic Income Fund. Mr. Dolan is a Managing
Director of the Investment Manager, with which he has been associated since
1989. Mr. Kim is a Managing Director of the Investment Manager, with which he
has been associated since 1989.

MANAGEMENT FEES AND OTHER EXPENSES

Each Fund pays the Investment Manager a fee pursuant to an investment
management agreement. The Global Equity Fund and the Strategic Income Fund each
pay a monthly fee to the Investment Manager at the annual rate of 0.75% of their
average daily net assets.

Each Fund is responsible for its own expenses. These include brokerage
commission expenses, taxes, interest charges on any borrowings (if any),
custodial charges and expenses, and investment management fees and other
operating expenses (e.g., legal and audit fees, securities registration
expenses, and compensation of directors who are not affiliated with the
Investment Manager). These expenses are allocated to each class of shares based
on the assets of each class. In addition, each class also bears certain
class-specific expenses, such as Rule 12b-1 expenses payable by each Fund's
Class N shares.

To limit the expenses of each Fund, the Investment Manager has
contractually agreed, until at least December 31, 2000, to pay each Fund on a
quarterly basis the amount, if any, by which the Fund's ordinary operating
expenses for the quarter (except interest, taxes and extraordinary expenses)
exceed 1.25% for Class I and 1.50% for Class N. A Fund may reimburse the
Investment Manager for such payments for a period of up to five years after
they are made, to the extent that the Fund's ordinary operating expenses are
less than the expense limit.

THE DISTRIBUTOR

Funds Distributor, Inc. ("FDI" or the "Distributor"), with principal
offices at 60 State Street, Suite 1300, Boston, Massachusetts 02109, acts as
distributor of shares of the Funds. The Distributor provides mutual fund
distribution

16
<PAGE>

services to registered investment companies, and is an indirect wholly owned
subsidiary of Boston Institutional Group, Inc., which is not affiliated with
the Investment Manager or Dresdner.

The Company has adopted a distribution and service plan (the "Plan")
for its Class N shares pursuant to Rule 12b-1 under the 1940 Act. Under the
Plan, each Fund pays the Distributor an annual fee of up to 0.25% of the average
daily net assets of its Class N shares as reimbursement for certain expenses
actually incurred by the Distributor in providing distribution and shareholder
support services. These expenses include advertising and marketing expenses,
payments to broker-dealers and other who have entered into agreements with the
Distributor, the expenses of preparing, printing and distributing the Prospectus
to persons who are not already stockholders, and indirect overhead costs
associated with the sale of Class N shares. If in any month the Distributor is
due more for such services than is immediately payable because of the expense
limitation under the Plan, the unpaid amount is carried forward from month to
month while the Plan is in effect until it can be paid. Because these fees are
paid out of the Funds' assets on an ongoing basis, over time these fees will
increase the cost of your investment and may cost you more than paying other
types of sales charges.

STOCKHOLDER INFORMATION

BUYING SHARES

For your convenience, we offer several ways to start and add to Fund
investments.

OPENING YOUR ACCOUNT BY INVESTING THROUGH A FINANCIAL PROFESSIONAL

If you work with a financial professional, he or she is prepared to
handle your planning and transaction needs. Your financial professional will be
able to assist you in establishing your Fund account, executing transactions,
and monitoring your investment. If you do not hold your Fund investment in the
name of your financial professional and you prefer to place a transaction order
yourself, please use the instructions below for investing directly.

You may also purchase shares through certain brokers which have entered
into selling group agreements with the Distributor. Brokers may charge a fee for
their services at the time of purchase or redemption.

OPENING YOUR ACCOUNT DIRECTLY

You may establish accounts without the help of an intermediary as follows:

- - Choose the Fund in which you wish to invest.

Determine the amount you are investing. The minimum amount for initial
investments is $5,000 for the Class N shares ($250 for additional
investments) and $250,000 for the Class I shares ($50,000 for
additional investments). The Funds reserve the right at any time to
waive, increase or decrease the minimum requirements applicable to
initial or subsequent investments.

Minimum subsequent investment requirements do not apply to investors
purchasing shares through the Funds' automatic dividend reinvestment
plan. In addition, minimum initial investments may vary for investors
purchasing shares through a broker-dealer or other intermediary having
a service agreement with the Investment Manager and maintaining an
omnibus account with the Fund.

- - Complete the account application accompanying this Prospectus.
Please apply at this time for any account privileges you may want
to use in the future, to avoid the delays associated with adding them
later on.

- - Mail your completed application to:

Dresdner RCM Global Funds
P.O. Box 8025
Boston, MA 02266-8025

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<PAGE>

For answers to any questions, please speak with a Fund Representative at
1-800-726-7240.

We reserve the right to reject any purchase of shares at our sole
discretion. We also reserve the right to cancel any purchase order for which
payment has not been received by the third business day following the order.

Confirmation statements showing transactions in your account and a summary
of the status of the account serve as evidence of ownership of shares of the
Fund. We will forward a confirmation statement to you on receipt of a proper
order.

INVESTING IN YOUR ACCOUNT

BY WIRE

- - Make sure you have established an account by mailing an application as
explained above.

- - Call 1-800-726-7240 to obtain your account number and to place a purchase
order. Money that is wired without a purchase order will be returned
uninvested.

- - After placing your purchase order, instruct your bank to wire the amount of
your investment to:
State Street Bank and Trust Company
Routing number: 011000028
Account number: 9905-268-0
FCC: your account number, name of registered owner(s) and Fund name

BY CHECK

- - Make out a check (bank or certified) or money order for the investment
amount payable to Dresdner RCM [insert the name of the Fund]. Please note:
No third party checks will be accepted.

- - Mail the check with your completed application to the Fund at:

Dresdner RCM Global Funds
P.O. Box 8025
Boston, MA 02266-8025

ADDING TO YOUR ACCOUNT

BY WIRE

- Call the Fund at 1-800-726-7240 to place a purchase order. Money that is
wired without a purchase order will be returned uninvested.

- Once you have placed your purchase order, instruct your bank to wire the
amount of your investment as described above.

BY CHECK

- Make out a check for the investment amount payable to Dresdner RCM
[insert the name of the Fund]. Please note: No third party checks will be
accepted.

- Mail the check with a completed investment slip to the Fund at:

Dresdner RCM Global Funds
P.O. Box 8025
Boston, MA 02266-8025

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<PAGE>

If you do not have an investment slip, attach a note indicating your
account number.

WITH SECURITIES

In its discretion, the Company may accept securities of equal value instead
of cash in payment of all or part of the subscription price for Fund shares.
Contact the Fund in advance to discuss the securities in question and the
documentation necessary to complete the transaction. Any such securities:

- - Will be valued at the close of regular trading on the New York Stock
Exchange on the day of acceptance of the subscription in accordance with
the Fund's method of valuing its securities;

- - Will have a tax basis to the Fund equal to such value;

- - Must not be restricted securities; and

- - Must be permitted to be purchased in accordance with the Fund's
investment objective and policies and must be securities that the Fund
would be willing to purchase at that time.

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<PAGE>

SELLING SHARES

BY PHONE - WIRE PAYMENT

- - Call the Fund at 1-800-726-7240 to verify that the wire redemption
privilege via telephone is in place on your account. If it is not, a
representative can help you add it.

- - Place your wire request.

BY PHONE - CHECK PAYMENT

- - Call the Fund at 1-800-726-7240 to verify that you have telephone
redemption privileges and place your request. Once your request has been
verified, a check for the cash amount (net of any redemption fee, if
applicable), payable to the registered owner(s), will be mailed to the
address of record. For checks payable to any other party or mailed to any
other address, please make your request in writing.

IN WRITING

- - Write a letter of instruction, signed by each registered owner or their
duly authorized agent, that includes the following information:

- The name of the registered owner(s) of the account
- The name of the Fund
- The account number
- The number of shares or the dollar amount you want to sell
- The recipient's name and address or wire information (if
different from those of the account registration)

- - Indicate whether you want any cash proceeds sent by check or by wire.

- - Make sure the letter is signed by all registered owners or their
authorized parties. The Fund may require additional information, such as a
signature guarantee.

- - Mail the letter to the Fund.

BY ELECTRONIC TRANSFER

- - Fill out the appropriate areas of the account application for this
feature. To request an electronic transfer (not less than $50 nor more
than $100,000), call 1-800-726-7240. The Fund will transfer your sales
proceeds electronically to your bank account. The bank must be a member of
the Automated Clearing House.

SIGNATURE GUARANTEES

Certain requests must include a signature guarantee, which is designed to
protect you and the Funds from fraudulent activities. Your request must be made
in writing and include a signature guarantee if any of the following situations
apply:

- - You wish to redeem more than $50,000 worth of shares.

- - The check is being mailed to an address different from the one on your
account (address of record).

- - The check is being made payable to someone other than the account owner.

- - You are instructing us to change your bank account information.

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<PAGE>

OTHER STOCKHOLDER SERVICES AND ACCOUNT POLICIES

TELEPHONE ORDERS

We accept telephone orders to buy or sell shares of the Funds. To order
call 1-800-726-7240. To guard against fraud, we may record telephone orders or
take other reasonable precautions. However, if we do not take such steps to
ensure the authenticity of an order, we may bear any loss if the order later
proves fraudulent. At times of peak activity, such as during periods of volatile
economic or market conditions, it may be difficult to place buy or sell orders
by phone. During these times, consider sending your request in writing.

BUSINESS HOURS AND NAV CALCULATIONS

Each Fund's regular business days and hours are the same as those of
the New York Stock Exchange (NYSE). The price of each Fund's shares is based on
its net asset value per share (NAV). Each Fund calculates its NAV every business
day as of the close of trading on the NYSE (normally 4:00 p.m. eastern time).
Shares of the Funds will not be priced on days on which the NYSE is closed for
trading. A Fund's securities are typically priced using market quotes or pricing
services. When these methods are not available or do not represent a security's
value at the time of pricing, the security is valued in accordance with the
Fund's fair valuation procedures.

TIMING OF ORDERS

Each Fund accepts orders until the close of trading on the NYSE every
business day (normally 4:00 pm eastern time). Orders received before the close
of trading on the NYSE are executed the same day at the respective Fund's NAV
for that day. Orders received after the close of trading on the NYSE are
executed the following day at that day's NAV. We have the right to suspend
redemption of shares of the Funds and to postpone payment of proceeds for up to
seven days or as permitted by law.

We may suspend the right of redemption or postpone the date of payment
for more than seven days after shares are tendered for redemption for any period
during which

- - The New York Stock Exchange is closed (other than a customary weekend or
holiday closing) or the SEC determines that trading thereon is restricted;

- - An emergency (as determined by the SEC) exists as a result of which
disposal by the Fund of securities it owns is not reasonably practicable,
or as a result of which it is not reasonably practical for the Fund fairly
to determine the value of its net assets; or

- - The SEC, by order, permits such suspension for the protection of
stockholders.

TIMING OF SETTLEMENTS

When you buy shares of a Fund, you will become the owner of record when
the Fund receives your payment, generally the day following execution. When you
sell shares, cash proceeds are generally available the day following execution
and will be forwarded according to your instructions.

When you sell shares that you recently purchased by check, your order
will be executed at the Fund's next NAV but the proceeds will not be available
until your check clears. This may take up to 15 days from the purchase date.
Upon execution of the redemption order, a confirmation statement will be
forwarded to you indicating the number of shares sold and the proceeds thereof.

ACCOUNTS WITH BELOW-MINIMUM BALANCES

If your account balance in a Fund falls below the minimum ($5,000 for
Class N shares and $250,000 for Class I shares) as a result of selling shares
(and not because of Fund performance), the Fund reserves the right to ask you
to buy more shares or close your account. If your account balance is still below
the minimum 90 days after notification, we reserve the right to close out your
account and send the proceeds to the address of record.

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<PAGE>

AUTOMATIC REINVESTMENT

We will reinvest each income dividend and capital gain distribution
declared on a class of shares of a Fund in full and fractional shares of the
Fund of the same class, unless you or your duly authorized agent elect to
receive all such payments, or only the dividend or distribution portions, in
cash. We will base such reinvestment on the Fund's NAV as determined on the
ex-dividend date. You or your authorized agent may request changes in the manner
in which dividend and distribution payments are made by written notice to the
Fund. This request will be effective as to any payment if it is received before
the record date used for determining your payment. Any dividend and distribution
election will remain in effect until you notify the Fund in writing to the
contrary.

EXCHANGE PRIVILEGE

You may exchange shares of either class of a Fund into shares of the
same class of any other Fund offered by Dresdner RCM, without a sales charge or
other fee (except redemption fees, if any), by contacting the Fund. You may also
exchange Class N shares of a Fund into Class I shares of the same Fund or any
other Fund offered by Dresdner RCM. Exchange purchases are subject to the
minimum investment requirements of the class purchased. To keep Fund expenses
low for all shareholders, the Funds will not allow frequent exchanges,
purchases, or sales of Fund shares. If a shareholder exhibits a pattern of
frequent trading, each Fund reserves the right to refuse to accept further
purchase or exchange orders from that shareholder. An exchange will be treated
as a redemption and purchase for tax purposes.

Shares will be exchanged at net asset value per share next determined
after receipt by the Fund of:

- - A written request for exchange, signed by each registered owner or his or
her duly authorized agent exactly as the shares are registered, which
clearly identifies the exact names in which the account is registered, the
account number and the number of shares or the dollar amount to be
exchanged.

Exchanges will not become effective until all documents in the form
required have been received by the Fund. If you have any questions, please
contact the Fund.

Please be sure to read carefully the prospectus of any other Fund in
which you wish to exchange shares.

ACCOUNT STATEMENTS

Stockholder accounts are opened in accordance with your registration
instructions. Transactions in the account, such as additional investments and
dividend reinvestments, will be reflected on regular confirmation statements.

REPORTS TO STOCKHOLDERS

Each Fund's fiscal year ends on December 31. Each Fund will issue to
its stockholders semi-annual and annual reports. Stockholders will also receive
quarterly statements of the status of their accounts reflecting all transactions
having taken place within that quarter. In order to reduce duplicate mailings
and printing costs, the Company will provide one annual and semi-annual report
and annual prospectus per household. Information regarding the tax status of
income dividends and capital gains distributions will be mailed to stockholders
on or before January 31st of each year. Account tax information will also be
sent to the IRS.

REDEMPTION

Redemption payments will be made wholly in cash unless the Funds' Board
of Directors believes that unusual conditions exist which would make such
payment detrimental to the best interests of a Fund. Under these circumstances,
payment of the redemption price could be made in whole or in part in portfolio
securities. You would incur brokerage costs to sell such securities.

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<PAGE>

DIVIDENDS, DISTRIBUTIONS AND TAXES

Each Fund's dividends and distributions consist of most or all of its
net investment income and net realized capital gains. They are typically paid
once a year in December. The amount depends on the Fund's investment results and
its tax compliance situation.

Dividends and distributions normally are reinvested in additional Fund
shares. You may instruct your financial professional or the Fund to have them
sent to you by check or credited to a separate account.

If you are an individual (or certain other non-corporate stockholders),
we have to withhold 31% of all dividends, capital gains distributions and
redemption proceeds we pay to you if you: (a) have not given us a certified
correct taxpayer identification number and (b) except with respect to redemption
proceeds, have not certified that backup withholding does not apply. Amounts we
withhold are applied to your federal tax liability, and you may obtain a refund
from the Internal Revenue Service if withholding results in an overpayment of
taxes. Distributions of our taxable income and net capital gain to non-resident
alien individuals, non-resident alien fiduciaries of trusts or estates, foreign
corporations, or foreign partnerships may also be subject to U.S. withholding
tax, although distributions of net capital gain to such stockholders generally
will not be subject to withholding.

A Fund may be required to pay income, withholding and other taxes
imposed by foreign countries, generally at rates from 10% to 40%, which would
reduce its investment income. Tax conventions between certain countries and the
U.S. may reduce or eliminate such taxes. A Fund may "pass through" to its
stockholders the amount of foreign income taxes it pays, if it is in the best
interests of stockholders. If a Fund does so, you will be required to include in
your gross income your pro-rata share of foreign taxes it paid, and you will be
able to treat such taxes as either an itemized deduction or a foreign credit
against U.S. income taxes on your tax returns. If the Fund does not do so, you
will not be able to deduct your share of such taxes in computing your taxable
income and will not be able to take your share of such taxes as a credit against
your U.S. income taxes.

In general, selling shares for cash, exchanging shares, and receiving
distributions (whether reinvested or taken in cash) are all taxable events.
These transactions typically create the following tax liabilities for taxable
accounts:

- -----------------------------------------------------------------
TRANSACTION TAX STATUS
- -----------------------------------------------------------------
Income dividends Ordinary income
- -----------------------------------------------------------------
Short-term capital gains Ordinary income
distributions
- -----------------------------------------------------------------
Long-term capital gain Capital gain
distributions
- -----------------------------------------------------------------
Sales or exchanges of shares Capital gain or loss
owned for more than one year
- -----------------------------------------------------------------
Sales or exchanges of shares Gains are treated as
owned for one year or less ordinary income; losses are
subject to special rules
- -----------------------------------------------------------------

Dividends and other distributions generally are taxable to you at the
time they are received. However, dividends declared in October, November and
December by a Fund and made payable to you in that month are treated as paid and
are thereby taxable as of December 31, provided that the Fund pays the dividend
no later than January 31 of the following year.

If you purchase a Fund's shares shortly before the record date for a
dividend or other distribution on those shares, you will pay full price for the
shares. This is known as "buying a distribution" because you will receive some
portion of your purchase price back as a distribution even though, because the
amount of the dividend or other distribution reduce the shares' net asset value,
it actually represents a return of invested capital. Depending on your taxpayer
status, that distribution may be taxable.

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<PAGE>

You will receive, after the end of each year, full information on
dividends, capital gain distributions and other reportable amounts with respect
to shares of a Fund for tax purposes. This includes information such as the
portion taxable as capital gains and the amount of dividends, if any, eligible
for the federal dividends-received deduction for corporate taxpayers.

Foreign stockholders may be subject to special withholding
requirements. A penalty is charged on certain pre-retirement distributions form
retirement accounts. Consult your tax adviser about the federal, state and local
tax consequences in your particular circumstances.

The tax considerations described in this section do not apply to
tax-deferred accounts or other non-taxable entities. Because each investor's tax
circumstances are unique, please consult you tax professional about your
investment in a Fund.

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<PAGE>

FINANCIAL HIGHLIGHTS

The following financial highlights tables show the Funds' financial
performance. This information has been audited by PricewaterhouseCoopers LLP,
whose report, along with the Funds' financial statements, are included in the
Funds' Annual Reports, which are available upon request and incorporated by
reference into the SAI.

Financial Highlights

FOR A SHARE OUTSTANDING THROUGHOUT
EACH FISCAL YEAR OR PERIOD ENDED DECEMBER 31
<TABLE>
<CAPTION>

GLOBAL EQUITY STRATEGIC INCOME
CLASS I 1999 1998(2) 1999 1998(2)
<S> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE: (1)

Net asset value, beginning of period $10.00 $10.00 $10.00 $10.00

Income from Investment operations:
Net investment income (loss) (0.03) - 0.53 -
Net realized and unrealized gain on 6.22 - (0.27) -
Investments

Total from investment operations 6.19 - 0.26 -

Less distributions:
In excess of net investment income (0.06) - (0.18) -
From net realized gain on investments (0.29) - (0.53) -

Total distributions (0.35) - (0.71) -

NET ASSET VALUE, END OF PERIOD $15.84 $10.00 $9.55 $10.00

TOTAL RETURN (3) 62.25% 0.00% 2.67% 0.00%

RATIOS AND SUPPLEMENTAL DATA:
Net assets, end of period (in 000's) $1,584 $1,000 $2,866 $3,000

Ratio of expenses to average net assets:
With waiver and reimbursement (5) 1.25% 0.00%(4) 1.25% 0.00%(4)

Without waiver and reimbursement (5) 14.59% - 5.31% -

Ratio of net investment income to average net assets:
With waiver and reimbursement (5) (0.27)% 0.00%(4) 5.38% 0.00%(4)

Without waiver and reimbursement (5) (13.61)% - 1.32% -

Portfolio turnover 149.96% 0.00% 346.34% 0.00%

</TABLE>

(1) Calculated using the average share method.
(2) Commencement of operations was December 31, 1998.
(3) Total return measures the change in value of an investment over the period
indicated. For periods less than one year, the total return is not
annualized.
(4) Not annualized. Fund was in operation for less than five days.
(5) Annualized for periods of less than one year.

25
<PAGE>

APPENDIX

The following is a description of credit ratings issued by two of the
major credit rating agencies. Credit ratings evaluate only the safety of
principal and interest payments, not market value risk. Credit rating agencies
may fail to change ratings to reflect subsequent events on a timely basis.
Although Dresdner RCM considers security ratings when making its investment
decisions, it also performs its own investment analysis and does not rely solely
on the ratings assigned by credit agencies.

STANDARD & POOR'S RATINGS SERVICES

Bond Rating Explanation
- -------------------------------------------------------------------------------

INVESTMENT GRADE

AAA Highest rating; extremely strong capacity to pay
principal and interest.

AA High quality; very strong capacity to pay principal and
interest.

A Strong capacity to pay principal and interest; somewhat
more susceptible to the adverse effects of changing
circumstances and economic conditions.

BBB Adequate capacity to pay principal and interest;
normally exhibit adequate protection parameters, but
adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to pay
principal and interest than for higher rated bonds.

NON-INVESTMENT GRADE

BB, B, Predominately speculative with respect to the issuer's
CCC, CC, C capacity to meet required interest and principal
payments.

BB - lowest degree of speculation; C - the highest
degree of speculation. Quality and protective
characteristics outweighed by large uncertainties or
major risk exposure to adverse conditions.

D In default

Standard & Poor's letter ratings may be modified by the addition of a
plus or minus sign, which is used to show relative standing within the major
rating categories, except in the AAA category.

26
<PAGE>

MOODY'S INVESTORS SERVICE, INC.

Bond Rating Explanation
- -------------------------------------------------------------------------------

INVESTMENT GRADE

Aaa Highest quality; smallest degree of investment risk.

Aa High quality; together with Aaa bonds, they compose the
high-grade bond group.

A Upper-medium grade obligations; many favorable
investment attributes.

Baa Medium-grade obligations; neither highly protected nor
poorly secured. Interest and principal appear adequate
for the present but certain protective elements may be
lacking or may be unreliable over any great length of
time.

NON-INVESTMENT GRADE

Ba More uncertain, with speculative elements. Protection of
interest and principal payments not well safeguarded
during good and bad times.

B Lack characteristics of desirable investment;
potentially low assurance of timely interest and
principal payments or maintenance of other contract
terms over time.

Caa Poor standing, may be in default; elements of danger
with respect to principal or interest payments.

Ca Speculative or high degree; could be in default or have
other marked shortcomings.

C Lowest-rated; extremely poor prospects of ever attaining
investment standing.

Moody's applies the numerical modifiers 1, 2 and 3 in each generic
rating classification from Aa through B. The modifier 1 indicates that the
security ranks in the higher end of its generic rating category; the modifier 2
indicates a mid-range ranking; and the number 3 indicates that the issuer ranks
in the lower end of its generic rating category.

Unrated securities will not be treated as investment grade securities
unless a portfolio manager determines that such securities are the equivalent of
investment grade securities. Securities that have received different ratings
from more than one agency are considered investment grade if at least one agency
has rated the securities investment grade.

27
<PAGE>

[Back Page]

For more information about Dresdner Rcm Global Funds, The following documents
are available free upon request:

ANNUAL/SEMI-ANNUAL REPORTS:

The Funds' annual and semiannual reports to shareholders contain
detailed information on each Fund's investments. The annual report includes a
discussion of the market conditions and investment strategies that significantly
affected the Funds' performance during their last fiscal year.

STATEMENT OF ADDITIONAL INFORMATION (SAI):

The SAI provides more detailed information about the Funds, including
operations and investment policies. It is incorporated by reference and is
legally considered as part of this Prospectus.

You can get free copies of the reports and the SAI, or request other
information and discuss your questions about the Funds, by contacting us at:

Dresdner RCM Global Funds
Four Embarcadero Center
San Francisco, CA 94111
Telephone 1-800-726-7240

You can review the Funds' Reports and SAI at the Public Reference Room
of the Securities and Exchange Commission. You can also get copies:

- For a fee, by writing the Public Reference Section of the
Commission, Washington, D.C. 20549-6009 or calling
1-800-SEC-0330.

- Free from the Commission's Website at http://www.sec.gov.

Investment Company Act file nos. 811-2913 and 811-9100.

28
<PAGE>

[LOGO]
Four Embarcadero Center
San Francisco, California 94111-4189
(800) 726-7240

DRESDNER RCM GLOBAL EQUITY FUND
DRESDNER RCM STRATEGIC INCOME FUND

STATEMENT OF ADDITIONAL INFORMATION

May __, 2000

Dresdner RCM Global Equity Fund (the "Global Equity Fund") and Dresdner RCM
Strategic Income Fund (the "Strategic Income Fund"), are series (each a "Fund"
and together the "Funds") of Dresdner RCM Global Funds, Inc. (the "Company"), an
open-end management investment company. The Funds' investment manager is
Dresdner RCM Global Investors LLC (the "Investment Manager"). Each Fund is
diversified.

This Statement of Additional Information ("SAI") is not a prospectus, and should
be read in conjunction with the Prospectus of the Funds dated May __, 2000. This
SAI relates to the Funds' Non-Institutional Class ("N Class") and Institutional
Class ("I Class") of shares. The Prospectus may be obtained without charge by
writing or calling the Company at the address and phone number above.

Table of Contents
PAGE

Investment Objectives and Policies.................................1
Investment and Risk Considerations................................15
Investment Restrictions...........................................21
Execution of Portfolio Transactions...............................22
Directors and Officers............................................24
Control Persons and Principal Holders of Securities...............26
The Investment Manager............................................27
The Distributor...................................................28
The Administrator.................................................29
Service Providers.................................................29
Net Asset Value...................................................30
Purchase and Redemption of Shares.................................31
Dividends, Distributions and Tax Status...........................31
Investment Results................................................34
General Information...............................................35
Description of Capital Shares.....................................35
Additional Information............................................36
Financial Statements..............................................36

<PAGE>

INVESTMENT OBJECTIVES AND POLICIES

INVESTMENT CRITERIA

In evaluating particular investment opportunities, the Investment
Manager may consider such other factors, in addition to those described in the
Prospectus, as the anticipated economic growth rate, the political outlook, the
anticipated inflation rate, the currency outlook, and the interest rate
environment for the country and the region in which a particular issuer is
located. When the Investment Manager believes it would be appropriate and
useful, the Investment Manager's personnel may visit the issuer's headquarters
and plant sites to assess an issuer's operations and to meet and evaluate its
key executives. The Investment Manager also will consider whether other risks
may be associated with particular securities.

INVESTMENT IN FOREIGN SECURITIES

The securities markets of many countries have at times in the past
moved relatively independently of one another due to different economic,
financial, political, and social factors. In seeking to achieve the investment
objectives of the Funds, the Investment Manager allocates the Funds' assets
among securities of countries and in currency denominations where it expects
opportunities for meeting the Funds' investment objectives to be the most
attractive, subject to the percentage limitations set forth in the Prospectus.
In addition, from time to time a Fund may strategically adjust its investments
among issuers based in various countries and among the various equity markets of
the world in order to take advantage of diverse global opportunities, based on
the Investment Manager's evaluation of prevailing trends and developments, as
well as on the Investment Manager's assessment of the potential for capital
appreciation (as compared to the risks) of particular companies, industries,
countries, and regions.

INVESTMENT IN DEVELOPED FOREIGN COUNTRIES. The Global Equity Fund will
invest in securities of foreign governments and companies that are organized or
headquartered in developed foreign countries. A Fund may not be invested in all
developed foreign countries at one time, and may not invest in particular
developed foreign countries at any time, depending on the Investment Manager's
view of the investment opportunities available.

Although these countries have developed economies, even developed
countries may be subject to periods of economic or political instability. For
example, efforts by the member countries of the European Union to eliminate
internal barriers to the free movement of goods, persons, services and capital
have encountered opposition arising from the conflicting economic, political and
cultural interests and traditions of the member countries and their citizens.
The reunification of the former German Democratic Republic (East Germany) with
the Federal Republic of Germany (West Germany) and other political and social
events in Europe have caused considerable economic and social dislocations. Such
events can materially affect securities markets and have also disrupted the
relationship of such currencies with each other and with the U.S. dollar.
Similarly, events in the Japanese economy and social developments may affect
Japanese securities and currency markets, as well as the relationship of the
Japanese yen to the U.S. dollar. Future political, economic and social
developments can be expected to produce continuing effects on securities and
currency markets in these and other developed foreign countries.

INVESTMENT IN EMERGING MARKETS. The Global Equity Fund may invest in
securities of developing countries with emerging markets and companies organized
or headquartered in such countries. As a general matter, countries that are not
considered to be developed foreign countries by the Investment Manager will be
deemed to be emerging market countries. Emerging market countries include any
country generally considered to be an emerging market or developing country by
the World Bank, the International Finance Corporation, the United Nations or its
authorities, or other recognized financial institutions. As of the date of this
SAI, emerging market countries are deemed to include for purposes of this SAI,
all foreign countries other than Australia, Austria, Belgium, Canada, Denmark,
Finland, France, Germany, Ireland, Italy, Japan, Luxembourg, The Netherlands,
New Zealand, Norway, Singapore, Spain, Sweden, Switzerland, and the United
Kingdom. (See INVESTMENT IN DEVELOPED FOREIGN COUNTRIES.) As their economies
grow and their markets grow and mature, some countries that currently may be
characterized by the Investment Manager as emerging market countries may be
deemed by the Investment Manager to be developed foreign countries. In the event
that the Investment Manager deems a particular country to be a developed foreign
country, any investment in securities issued by that country's government or by
an issuer located in that country would not be subject to a Fund's overall
limitations on investments in emerging market countries.

Securities of issuers organized or headquartered in emerging market
countries may, at times, offer excellent opportunities for current income and
capital appreciation. However, prospective investors should be aware that the
markets of emerging market

Page 1
<PAGE>

countries historically have been more volatile than the markets of the United
States and developed foreign countries, and thus the risks of investing in
securities of issuers organized or headquartered in emerging market countries
may be far greater than the risks of investing in developed foreign markets.
(See INVESTMENT AND RISK CONSIDERATIONS--EMERGING MARKET SECURITIES for a more
detailed discussion of the risk factors associated with investments in emerging
market securities.) In addition, movements of emerging market currencies
historically have had little correlation with movements of developed foreign
market currencies. Prospective investors should consider these risk factors
carefully before investing in a Fund. Some emerging market countries have
currencies whose value is closely linked to the U.S. dollar. Emerging market
countries also may issue debt denominated in U.S. dollars and other currencies.

It is unlikely that a Fund will be invested in securities in all
emerging market countries at any time. Moreover, investing in some emerging
markets currently may not be desirable or feasible, due to lack of adequate
custody arrangements for Fund assets, overly burdensome repatriation or similar
restrictions, the lack of organized and liquid securities markets, unacceptable
political risks, poor values of investments in those markets relative to
investments in other emerging markets, in developed foreign markets, or in the
United States, or for other reasons.

CURRENCY MANAGEMENT

Securities purchased by the Funds may be denominated in U.S. dollars,
foreign currencies, or multinational currencies such as the Euro, and the Funds
will incur costs in connection with conversions between various currencies.
Movements in the various securities markets may be offset by changes in foreign
currency exchange rates. Exchange rates frequently move independently of
securities markets in a particular country. As a result, gains in a particular
securities market may be affected, either positively or negatively, by changes
in exchange rates, and a Fund's net currency positions may expose it to risks
independent of its securities positions.

From time to time, the Funds may employ currency management techniques
to enhance their total returns, although there is no current intention to do so.
A Fund may not employ more than 30% of the value of its total assets in currency
management techniques for the purpose of enhancing returns. To the extent that
such techniques are used to enhance return, they are considered speculative.

A Fund's ability and decision to purchase or sell portfolio securities
may be affected by the laws or regulations in particular countries relating to
convertibility and repatriation of assets. Because the shares of the Funds are
redeemable in U.S. dollars each day the Funds determine their net asset value,
the Funds must have the ability at all times to obtain U.S. dollars to the
extent necessary to meet redemptions. Under present conditions, the Investment
Manager does not believe that these considerations will have any significant
adverse effect on its portfolio strategies, although there can be no assurances
in this regard.

GENERAL CURRENCY CONSIDERATIONS. Currency exchange rates may fluctuate
significantly over short periods of time causing, along with other factors, a
Fund's net asset value to fluctuate as well. Currency exchange rates generally
are determined by the forces of supply and demand in the foreign exchange
markets and the relative merits of investments in different countries, actual or
anticipated changes in interest rates and other complex factors, as seen from an
international perspective. Currency exchange rates also can be affected
unpredictably by intervention, or failure to do so, by U.S. or foreign
governments or central banks or by currency controls or political developments
in the United States or abroad. The markets in forward foreign currency exchange
contracts, currency swaps and other privately negotiated currency instruments
offer less protection against defaults by the other party to such instruments
than is available for currency instruments traded on an exchange. To the extent
that a substantial portion of a Fund's total assets, adjusted to reflect the
Fund's net position after giving effect to currency transactions, is denominated
or quoted in the currencies of foreign countries, the Fund will be more
susceptible to the risk of adverse economic and political developments within
those countries.

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS. Each Fund may purchase or
sell forward foreign currency exchange contracts ("forward contracts") for
hedging purposes or to seek to increase total return when the Investment Manager
anticipates that a foreign currency will appreciate or depreciate in value, but
securities denominated or quoted in that currency do not present attractive
investment opportunities and are not held in the Fund's portfolio. When
purchased or sold to increase total return, forward contracts are considered
speculative. In addition, a Fund may enter into forward contracts in order to
protect against anticipated changes in future foreign currency exchange rates.

Each Fund may engage in cross-hedging by using forward contracts in a
currency different from that in which the hedged security is denominated or
quoted if the Investment Manager determines that there is a pattern of
correlation between the two currencies. Each such Fund may also engage in proxy
hedging, by using forward contracts in a series of foreign currencies for
similar purposes.

Page 2
<PAGE>

Each Fund may enter into forward contracts to purchase foreign
currencies to protect against an anticipated rise in the U.S. dollar price of
securities it intends to purchase. Each such Fund may enter into forward
contracts to sell foreign currencies to protect against the decline in value of
its foreign currency denominated or quoted portfolio securities, or a decline in
the value of anticipated income or dividends from such securities, due to a
decline in the value of foreign currencies against the U.S. dollar. Forward
contracts to sell foreign currency could limit any potential gain which might be
realized by a Fund if the value of the hedged currency increased.

If a Fund enters into a forward contract to sell foreign currency to
increase total return or to buy foreign currency for any purpose, the Fund will
segregate cash, U.S. Government securities, or other liquid debt or equity
securities with the Fund's custodian in an amount equal to the value of the
Fund's total assets committed to the consummation of the forward contract. If
the value of the segregated securities declines, additional assets will be
segregated so that the value of the segregated assets will equal the amount of
the Fund's commitment with respect to the contract.

A forward contract is subject to the risk that the counterparty to such
contract will default on its obligations. Since a forward contract is not
guaranteed by an exchange or clearinghouse, a default on the contract would
deprive a Fund of unrealized profits, transaction costs or the benefits of a
currency hedge or force the Fund to cover its purchase or sale commitments, if
any, at the current market price.

OPTIONS ON FOREIGN CURRENCIES. Each Fund may purchase and sell (write)
put and call options on foreign currencies for the purpose of protecting against
declines in the U.S. dollar value of foreign portfolio securities and
anticipated income or dividends on such securities and against increases in the
U.S. dollar cost of foreign securities to be acquired. Each such Fund may also
use options on currency to cross-hedge, which involves writing or purchasing
options on one currency to hedge against changes in exchange rates for a
different currency, if the Investment Manager believes there is a pattern of
correlation between the two currencies. Options on foreign currencies to be
written or purchased by the Funds will be traded on U.S. and foreign exchanges.

The writer of a put or call option receives a premium and gives the
purchaser the right to sell (or buy) the currency underlying the option at the
exercise price. The writer has the obligation upon exercise of the option to
purchase (or deliver) the currency during the option period. A writer of an
option who wishes to terminate the obligation may effect a "closing transaction"
by buying an option of the same series as the option previously written. A
writer may not effect a closing purchase transaction after being notified of the
exercise of an option. The writing of an option on foreign currency will
constitute only a partial hedge, up to the amount of the premium received; a
Fund could be required to purchase or sell additional foreign currencies at
disadvantageous exchange rates, thereby incurring losses. The purchase of an
option on foreign currency may constitute an effective hedge against exchange
rate fluctuations; however, in the event of exchange rate movements adverse to a
Fund's position, the Fund may forfeit the entire amount of the premium plus
related transaction costs.

Each Fund may purchase call or put options on a currency to seek to
increase total return when the Investment Manager anticipates that the currency
will appreciate or depreciate in value, but the securities quoted or denominated
in that currency do not present attractive investment opportunities and are not
held in the Fund's portfolio.

When a Fund writes a put or call option on a foreign currency, an
amount of cash, U.S. Government securities, or other liquid debt or equity
securities equal to the market value of its obligations under the option will be
segregated by the Fund's custodian to collateralize the position.

CURRENCY FUTURES CONTRACTS. Each Fund may enter into currency futures
contracts, as described under "Futures Transactions" below.

CURRENCY SWAPS. Each Fund may enter into currency swaps for both
hedging and to seek to increase total return. Currency swaps involve the
exchange of rights to make or receive payments in specified currencies. Since
currency swaps are individually negotiated, the Funds expect to achieve an
acceptable degree of correlation between their portfolio investments and their
currency swap positions entered into for hedging purposes. Currency swaps may
involve the delivery of the entire principal value of one designated currency in
exchange for the other designated currency, or the delivery of the net amount of
a party's obligations over its entitlements. Therefore, the entire principal
value of a currency swap may be subject to the risk that the other party to the
swap will default on its contractual delivery obligations. Each Fund will
maintain in a segregated account with the Fund's custodian cash, U.S. Government
securities, or other liquid debt or equity securities equal to the amount of the
Fund's obligations, or the net amount (if any) of the excess of the Fund's
obligations over its entitlements, with respect to swap transactions. To the
extent that such amount of a swap is segregated, the Company and the Investment
Manager believe that swaps do not constitute senior securities under the
Investment Company Act of 1940 (the "1940 Act") and, accordingly, will not treat
them as being subject to a Fund's borrowing restriction.

Page 3
<PAGE>

The use of currency swaps is a highly specialized activity which
involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. If the Investment Manager is
incorrect in its forecasts of market values and currency exchange rates, the
investment performance of a Fund entering into a currency swap would be less
favorable than it would have been if this investment technique were not used.

INTEREST RATE SWAPS

Each Fund may enter into interest rate swaps, caps and floors on either
an asset-based or liability-based basis, depending upon whether it is hedging
its assets, and will usually enter into interest rate swaps on a net basis (i.e.
the two payment streams are netted out, with the Fund receiving or paying, as
the case may be, only the net amount of the two payments). The net amount of the
excess, if any, of a Fund's obligation over its entitlement with respect to each
interest rate swap will be calculated on a daily basis and an amount of cash or
other liquid assets having an aggregate net asset value at least equal to the
accrued excess will be maintained in a segregated account by the Funds'
custodian. If a Fund enters into an interest rate swap on other than a net basis
it will maintain a segregated account in the full amount accrued on a daily
basis of its obligations with respect to the swap. A Fund will not enter into
any interest rate swap, cap or floor transaction unless the unsecured senior
debt or the claims-paying ability of the other party thereto is rated in one of
the three highest rating categories of at least one NRSRO at the time of
entering into such transaction. The Investment Manager will monitor the
creditworthiness of all counterparties on an ongoing basis. If there is a
default by the other party to such a transaction, a Fund will have contractual
remedies pursuant to the agreements related to the transaction.

The swap market has grown substantially in recent years with a large
number of banks and investment banking firms acting as principals and as agents
using standardized swap documentation. The Investment Manager has determined
that, as a result, the swap market has become relatively liquid. Caps and floors
are more recent innovations for which standardized documentation has not been
developed and, accordingly, they are less liquid than swaps. To the extent a
Fund sells (i.e. writes) caps and floors, it will segregate cash or other liquid
assets having an aggregate net asset value at least equal to the full amount,
accrued on a daily basis, of its obligations with respect to any caps or floors.

There is no limit on the amount of interest rate swap transactions that
may be entered into by a Fund. These transactions may in some instances involve
the delivery of securities or other underlying assets by a Fund or its
counterparty to collateralize obligations under the swap. Under the
documentation currently used in those markets, the risk of loss with respect to
interest rate swaps is limited to the net amount of the payments that a Fund is
contractually obligated to make. If the other party to an interest rate swap
that is not collateralized defaults, a Fund would risk the loss of the net
amount of the payments that it contractually is entitled to receive. A Fund may
buy and sell (i.e., write) caps and floors without limitation, subject to the
segregation requirement described above.

OPTIONS TRANSACTIONS

Each Fund may purchase listed put and call options on any securities
which it is eligible to purchase as a hedge against changes in market conditions
that may result in changes in the value of the Fund's portfolio securities. The
aggregate premiums on put options and call options purchased by a Fund may not
in each case exceed 5% of the value of the net assets of the Fund as of the date
of purchase. In addition, a Fund will not purchase options if more than 25% of
the value of its net assets would be hedged.

A put gives the holder the right, in return for the premium paid, to
require the writer of the put to purchase from the holder a security at a
specified price. A call gives the holder the right, in return for the premium
paid, to require the writer of the call to sell a security to the holder at a
specified price. Put and call options on various stocks and financial indices
are traded on U.S. and foreign exchanges. A put option is covered if the writer
segregates cash, U.S. Government securities or other liquid debt or equity
securities equal to the exercise price. A call option is covered if the writer
owns the security underlying the call or has an absolute and immediate right to
acquire the security without additional cash consideration upon conversion or
exchange of other securities held by it.

A Fund may effectively terminate its right or obligation under an
option by entering into a closing transaction. For example, a Fund may terminate
its obligation under a put or call option that it had written by purchasing an
identical put or call option; this is known as a closing purchase transaction.
Conversely, a Fund may terminate a position in a put or call option that it had
purchased by writing an identical put or call option; this is known as a closing
sale transaction. A Fund realizes a gain from a closing transaction if the cost
of the closing transaction is less than the premium received from writing the
option or if the proceeds from the closing transaction are more than the premium
paid to purchase the option.

Page 4
<PAGE>

PURCHASING PUT AND CALL OPTION

PUT OPTIONS. If a Fund purchases a put option, the Fund acquires the
right to sell the underlying security at a specified price at any time during
the term of the option (for "American-style" options) or on the option
expiration date (for "European-style" options). Purchasing put options may be
used as a portfolio investment strategy when the Investment Manager perceives
significant short-term risk but substantial long-term appreciation for the
underlying security. The put option acts as an "insurance policy", as it
protects against significant downward price movement while it allows full
participation in any upward movement. If a Fund is holding a security which the
Investment Manager feels has strong fundamentals, but for some reason may be
weak in the near term, the Fund may purchase a put option on such security,
thereby giving itself the right to sell such security at a certain strike price
throughout the term of the option. Consequently, the Fund will exercise the put
only if the price of such security falls below the strike price of the put. The
difference between the strike price of the put and the market price of the
underlying security on the date the Fund exercises the put, less transaction
costs, will be the amount by which the Fund will be able to hedge against a
decline in the underlying security. If during the period of the option the
market price for the underlying security remains at or above the put's strike
price, the put will expire worthless, representing a loss of the price the Fund
paid for the put, plus transaction costs. If the price of the underlying
security increases, the profit the Fund realizes on the sale of the security
will be reduced by the premium paid for the put option less any amount for which
the put may be sold.

CALL OPTIONS. If a Fund purchases a call option, it acquires the right
to purchase the underlying security at a specified price at any time during the
term of the option. The purchase of a call option is a type of "insurance
policy" to hedge against losses that could incur if a Fund intends to purchase
the underlying security and the security thereafter increases in price. The Fund
will exercise a call option only if the price of the underlying security is
above the strike price at the time of exercise. If during the option period the
market price for the underlying security remains at or below the strike price of
the call option, the option will expire worthless, representing a loss of the
price paid for the option, plus transaction costs. If the price of the
underlying security increases, the price the Fund pays for the security will in
effect be increased by the premium paid for the call.

WRITING PUT AND CALL OPTIONS. Writing covered put or call options can
enable a Fund to enhance income by reason of the premiums paid by the purchasers
of such options. When a Fund writes a put option, the purchaser acquires the
right to sell to the Fund the underlying security at a specified price at any
time during the term of the option or on the option expiration date. When a Fund
writes a call option, the purchaser acquires the right to purchase from the Fund
the underlying security at a specified price at any time during the term of the
option. In return for the premium received for a call option, a Fund foregoes
the opportunity for profit from a price increase in the underlying security
above the exercise price so long as the option remains open, but retains the
risk of loss should the price of the security decline. In return for the premium
received for a put option, a Fund assumes the risk that the price of the
underlying security will decline below the exercise price, in which case the put
would be exercised and the Fund would suffer a loss.

STOCK INDEX OPTIONS. Each Fund may purchase put and call options with
respect to stock indices such as the S&P Composite 500 Stock Price Index and
other stock indices. Such options may be purchased as a hedge against changes
resulting from market conditions in the values of securities which are held in a
Fund's portfolio or which it intends to purchase or sell, or when they are
economically appropriate for the reduction of risks inherent in the ongoing
management of the Fund.

The distinctive characteristics of options on stock indices create
certain risks that are not present with stock options generally. Because the
value of an index option depends upon movements in the level of the index rather
than the price of a particular stock, whether a Fund will realize a gain or loss
on the purchase or sale of an index option depends upon movements in the level
of stock prices in the stock market generally rather than movements in the price
of a particular stock. Accordingly, successful use by a Fund of options on a
stock index will be subject to the Investment Manager's ability to predict
correctly movements in the direction of the stock market generally. This
requires different skills and techniques than predicting changes in the prices
of individual stocks.

Index prices may be distorted if trading of certain stocks included in
an index is interrupted. Trading of index options also may be interrupted in
certain circumstances, such as if trading were halted in a substantial number of
stocks included in the index. If this were to occur, a Fund would not be able to
close out options which it had purchased, and if restrictions on exercise were
imposed, the Fund might be unable to exercise an option it holds, which could
result in substantial losses to the Fund. It is the policy of the Funds to
purchase put or call options only with respect to an index which the Investment
Manager believes includes a sufficient number of stocks to minimize the
likelihood of a trading halt in the index.

DEALER OPTIONS. Each Fund may engage in transactions involving dealer
options as well as exchange-traded options. Options not traded on an exchange
generally lack the liquidity of an exchange-traded option, and may be subject to
a Fund's restriction on investment in illiquid securities. In addition, dealer
options may involve the risk that the securities dealers participating in such
transactions will fail to meet their obligations under the terms of the options.

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SHORT SALES

Each Fund may engage in short sales transactions. A short sale that is
not made "against the box" is a transaction in which a Fund sells a security it
does not own in anticipation of a decline in market price. When a Fund makes a
short sale, the proceeds it receives are retained by the broker until the Fund
replaces the borrowed security. In order to deliver the security to the buyer,
the Fund must arrange through a broker to borrow the security and, in so doing,
the Fund becomes obligated to replace the security borrowed at its market price
at the time of replacement, whatever that price may be.

Short sales by a Fund that are not made "against the box" create
opportunities to increase the Fund's return but, at the same time, involve
special risk considerations and may be considered a speculative technique. Since
a Fund in effect profits from a decline in the price of the securities sold
short without the need to invest the full purchase price of the securities on
the date of the short sale, the Fund's net asset value per share will tend to
increase more when the securities it has sold short decrease in value, and to
decrease more when the securities it has sold short increase in value, than
would otherwise be the case if it had not engaged in such short sales. Short
sales theoretically involve unlimited loss potential, as the market price of
securities sold short may continuously increase, although a Fund may mitigate
such losses by replacing the securities sold short before the market price has
increased significantly. Under adverse market conditions, a Fund might have
difficulty purchasing securities to meet its short sale delivery obligations,
and might have to sell portfolio securities to raise the capital necessary to
meet its short sale obligations at a time when fundamental investment
considerations would not favor such sales.

If a Fund makes a short sale "against the box," the Fund would not
immediately deliver the securities sold and would not receive the proceeds from
the sale. The seller is said to have a short position in the securities sold
until it delivers the securities sold, at which time it receives the proceeds of
the sale. A Fund's decision to make a short sale "against the box" may be a
technique to hedge against market risks when the Investment Manager believes
that the price of a security may decline, causing a decline in the value of a
security owned by the Fund or a security convertible into or exchangeable for
such security. In such case, any future losses in the Fund's long position would
be reduced by a gain in the short position.

In the view of the Securities and Exchange Commission ("SEC"), a short
sale involves the creation of a "senior security" as such term is defined in the
1940 Act, unless the sale is "against the box" and the securities sold are
placed in a segregated account (not with the broker), or unless the Fund's
obligation to deliver the securities sold short is "covered" by segregating (not
with the broker) cash, U.S. Government securities or other liquid debt or equity
securities in an amount equal to the difference between the market value of the
securities sold short at the time of the short sale and any cash or securities
required to be deposited as collateral with a broker in connection with the sale
(not including the proceeds from the short sale), which difference is adjusted
daily for changes in the value of the securities sold short. The total value of
the cash and securities deposited with the broker and otherwise segregated may
not at any time be less than the market value of the securities sold short at
the time of the short sale.

To avoid limitations under the 1940 Act on borrowing by investment
companies, short sales by each Fund will be "against the box", or the Fund's
obligation to deliver the securities sold short will be "covered" by segregating
cash, U.S. Government securities or other liquid debt or equity securities in an
amount equal to the market value of its delivery obligation. A Fund will not
make short sales of securities or maintain a short position if doing so could
create liabilities or require collateral deposits and segregation of assets
aggregating more than 25% of the value of the Fund's total assets.

DELAYED DELIVERY TRANSACTIONS

Each Fund may purchase securities on a delayed or "when issued" basis
and may enter into firm commitment agreements (transactions in which the payment
obligation and interest rate are fixed at the time of the transaction but the
settlement is delayed). Delivery and payment for these securities typically
occur 15 to 45 days after the commitment to purchase, but delivery and payment
can be scheduled for shorter or longer periods, based upon the agreement of the
buyer and the seller. No interest accrues to the purchaser during the period
before delivery. The Funds generally do not intend to enter into these
transactions for the purpose of leverage, but may sell the right to receive
delivery of the securities before the settlement date. The value of the
securities may be more or less than the agreed upon price.

The Funds will segregate cash, U.S. Government securities or other
liquid debt or equity securities in an amount sufficient to meet its payment
obligations with respect to any such transactions. The extent that assets are
segregated for this purpose, a Fund's liquidity and the ability of the
Investment Manager to manage its portfolio may be adversely affected.

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FUTURES TRANSACTIONS

The Funds may enter into futures contracts for the purchase or sale of
fixed-income securities, foreign currencies or contracts based on financial
indices, including indices of U.S. government securities, foreign government
securities, equity securities or fixed-income securities. For example, if a Fund
owns Treasury bonds and the portfolio manager expects interest rates to
increase, that Fund may take a short position in interest rate futures
contracts. Taking such a position would have much the same effect as that Fund
selling Treasury bonds in its portfolio. If interest rates increase as
anticipated, the value of the Treasury bonds would decline, but the value of
that Fund's interest rate futures contract will increase, thereby keeping the
net asset value of that Fund from declining as much as it may have otherwise.
If, on the other hand, a portfolio manager expects interest rates to decline,
the Fund may take a long position in interest rate futures contracts in
anticipation of later closing out the futures position and purchasing the bonds.
Although a Fund can accomplish similar results by buying securities with long
maturities and selling securities with short maturities, given the greater
liquidity of the futures market than the cash market, it may be possible to
accomplish the same result more easily and more quickly by using futures
contracts as an investment tool to reduce risk.

FUTURES CHARACTERISTICS. A futures contract is an agreement between two
parties (buyer and seller) to take or make delivery of an amount of cash equal
to the difference between the value of the currency, security or index at the
close of the last trading day of the contract and the price at which the
currency, security or index contract was originally written. In the case of
futures contracts traded on U.S. exchanges, the exchange itself or an affiliated
clearing corporation assumes the opposite side of each transaction (i.e., as
buyer or seller). A futures contract may be satisfied or closed out by payment
of the change in the cash value of the currency, security or index. No physical
delivery of the underlying currency, securities, or securities in the index is
made.

Unlike when a Fund purchases or sells a security, no price is paid or
received by a Fund upon the purchase or sale of a futures contract. Initially,
the Fund will be required to deposit with the Fund's custodian or such other
parties as may be authorized by the SEC (in the name of the futures commission
merchant (the "FCM")) an amount of cash or U.S. Treasury bills which is referred
to as an "initial margin" payment. The nature of initial margin in futures
transactions is different from that of margin in security transactions in that a
futures contract margin does not involve the borrowing of funds by a Fund to
finance the transactions. Rather, the initial margin is in the nature of a
performance bond or good faith deposit on the contract which is returned to the
Fund upon termination of the futures contract, assuming all contractual
obligations have been satisfied. Futures contracts customarily are purchased and
sold with initial margins that may range upwards from less than 5% of the value
of the futures contract being traded. Subsequent payments, called "variation
margin", to and from the FCM, will be made on a daily basis as the price of the
underlying currency or stock index varies, making the long and short positions
in the futures contract more or less valuable. This process is known as "marking
to the market." For example, when a Fund has purchased a currency futures
contract and the price of the underlying currency has risen, the Fund's position
will have increased in value and the Fund will receive from the FCM a variation
margin payment equal to that increased value. Conversely, when a Fund has
purchased a currency futures contract and the price of the underlying currency
has declined, the position would be less valuable and the Fund would be required
to make a variation margin payment to the FCM. At any time prior to expiration
of a futures contract, a Fund may elect to close the position by taking an
identical opposite position which will operate to terminate the Fund's position
in the futures contract. A final determination of variation margin is then made,
additional cash is required to be paid by or released to the Fund, and the Fund
realizes a loss or a gain.

CHARACTERISTICS OF FUTURES OPTIONS. Each Fund may also purchase call
options and put options on securities or index futures contracts ("futures
options"), and each Fund may purchase futures options on currencies. A futures
option gives the holder the right, in return for the premium paid, to assume a
long position (in the case of a call) or short position (in the case of a put)
in a futures contract at a specified exercise price prior to the expiration of
the option. Upon exercise of a call option, the holder acquires a long position
in the futures contract and the writer is assigned the opposite short position.
In the case of a put option, the opposite is true. A futures option may be
closed out (before exercise or expiration) by an offsetting purchase or sale of
a futures option of the same series.

PURCHASE OF FUTURES. Each Fund may purchase a currency futures contract
when it anticipates the subsequent purchase of particular securities and has the
necessary cash, but expects the currency exchange rates then available in the
applicable market to be less favorable than rates that are currently available,
or to attempt to enhance return when it anticipates that future currency
exchange rates will be more favorable than current rates. Similarly, when the
Investment Manager anticipates a significant stock market or stock market sector
advance, a Fund may purchase a stock index futures contract which affords a
hedge against not participating in such advance at a time when the Fund is not
fully invested in equity securities. Such purchase of a futures contract would
serve as a temporary substitute for the purchase of individual stocks which may
later be purchased (with attendant costs) in an orderly fashion. As such
purchase of individual stocks are made, an approximately equivalent amount of
stock index futures would be terminated by offsetting sales.

SALE OF FUTURES. Each Fund may sell a currency futures contract to
hedge against an anticipated decline in foreign currency rates that would
adversely affect the dollar value of a Fund's portfolio securities denominated
in such currency, or may sell a

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currency futures contract in one currency to hedge against fluctuations in the
value of securities denominated in a different currency if there is an
established historical pattern or correlation between the two currencies.
Similarly, a Fund may sell stock index futures contracts in anticipation of or
during a general stock market or market sector decline that may adversely affect
the market values of the Fund's portfolio of equity securities. To the extent
that the Fund's portfolio of equity securities changes in value in correlation
with a given stock index, the sale of futures contracts on that index would
reduce the risk to the portfolio of a market decline and, by doing so, would
provide an alternative to the liquidation of securities positions in the
portfolio with resultant transaction costs.

PURCHASE OF PUT OPTIONS ON FUTURES. The purchase of a put option on a
currency, financial or index futures contract is analogous to the purchase of a
put on individual stocks, where an absolute level of protection from price
fluctuation is sought below which no additional economic loss would be incurred
by a Fund. For example, put options on futures may be purchased to hedge a
portfolio of stocks or a position in the futures contract upon which the put
option is based against a possible decline in market value. The purchase of a
put option on a currency futures contract can be used to hedge against
unfavorable movements in currency exchange rates, or to attempt to enhance
returns in contemplation of movements in such rates.

PURCHASE OF CALL OPTIONS ON FUTURES. The purchase of a call option on a
currency, financial or index futures contract represents a means of obtaining
temporary exposure to favorable currency exchange rate or interest rate
movements or temporary exposure to market appreciation with risk limited to the
premium paid for the call option. It is analogous to the purchase of a call
option on an individual security or index, which can be used as a substitute for
a position in the security or index itself. Depending on the pricing of the
option compared to either the futures contract upon which it is based, or to the
price of the underlying currency, security or index itself, the call option may
be less risky, because losses are limited to the premium paid for the call
option, when compared to the ownership of the underlying currency, security or
index futures contract. Like the purchase of a currency, financial or index
futures contract, a Fund would purchase a call option on a currency, financial
or index futures contract to hedge against an unfavorable movement in exchange
rates, interest rates or securities prices.

LIMITATIONS ON PURCHASE AND SALE OF FUTURES AND FUTURES OPTIONS. A Fund
may not purchase or sell futures contracts or purchase futures options if,
immediately thereafter, more than 30% of the value of its net assets would be
hedged. In addition, a Fund may not purchase or sell futures or purchase futures
options if, immediately thereafter, the sum of the amount of margin deposits on
the Fund's existing futures positions and premiums paid for futures options
would exceed 5% of the market value of the Fund's total assets. In Fund
transactions involving futures contracts, to the extent required by applicable
SEC guidelines, an amount of cash, U.S. Government securities, or other liquid
debt or equity securities equal to the market value of the futures contracts
will be segregated with the Fund's Custodian, or in other segregated accounts as
regulations may allow, to collateralize the position and thereby to insure that
the use of such futures is unleveraged.

REGULATORY MATTERS. The Company has filed a claim of exemption from
registration of the Funds as commodity pools with the Commodity Futures Trading
Commission (the "CFTC"). Each Fund intends to conduct its futures trading
activity in a manner consistent with that exemption. The Investment Manager is
registered with the CFTC as both a commodity pool operator and as a commodity
trading advisor.

DEBT SECURITIES

The Global Equity Fund may, and the Strategic Income Fund will,
purchase debt obligations. The timing of purchase and sale transactions in debt
obligations may result in capital appreciation or depreciation because the value
of a debt obligation generally varies inversely with prevailing interest rates.

RATINGS. Credit ratings evaluate the safety of principal and interest
payments of securities, not their market value. The rating of an issuer is also
heavily weighted by past developments and does not necessarily reflect probable
future conditions. There is frequently a lag between the time a rating is
assigned and the time it is updated. As credit rating agencies may fail to
timely change credit ratings of securities to reflect subsequent events, the
Investment Manager will also monitor issuers of such securities to determine if
such issuers will have sufficient cash flow and profits to meet required
principal and interest payments and to assure their liquidity. In general, debt
securities held by a Fund will be treated as investment grade if they are rated
by at least one major rating agency in one of its top four rating categories at
the time of purchase or, if unrated, are determined by the Investment Manager to
be of comparable quality. Investment grade means the issuer of the security is
believed to have adequate capacity to pay interest and repay principal, although
certain of such securities in the lower grades have speculative characteristics,
and changes in economic conditions or other circumstances may be more likely to
lead to a weakened capacity to pay interest and principal than would be the case
with higher rated securities. If the rating of an investment grade security held
by a Fund is downgraded, the Investment Manager will determine whether it is in
the best interests of the Fund to continue to hold the security in its
investment portfolio. The Global Equity Fund and Strategic Income Fund may
invest in debt securities rated, at the time of purchase, below

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investment grade. Refer to the section entitled "Investment and Risk
Considerations" for the risks associated with below investment grade debt
securities.

GOVERNMENT OBLIGATIONS. U.S. Government obligations include obligations
issued or guaranteed as to principal and interest by the U.S. Government and its
agencies and instrumentalities, by the right of the issuer to borrow from the
U.S. Treasury, by the discretionary authority of the U.S. Government to purchase
certain obligations of the agency or instrumentality, or only by the credit of
the agency or instrumentality. No assurance can be given that the U.S.
Government will provide financial support to U.S. Government-sponsored
instrumentalities if it is not obligated to do so by law.

Each Fund may invest in sovereign debt obligations of foreign
countries. A number of factors affect a sovereign debtor's willingness or
ability to repay principal and interest in a timely manner, including its cash
flow situation, the extent of its foreign reserves, the availability of
sufficient foreign exchange on the date a payment is due, the relative size of
the debt service burden to the economy as a whole, the sovereign debtor's policy
toward principal international lenders and the political constraints to which it
may be subject. Emerging market governments could default on their sovereign
debt. Such sovereign debtors also may be dependent on expected disbursements
from foreign governments, multilateral agencies and other entities abroad to
reduce principal and interest arrearages on their debt. The commitments on the
part of these governments, agencies and others to make such disbursements may be
conditioned on a sovereign debtor's implementation of economic reforms and/or
economic performance and the timely service of such debtor's obligations.
Failure to meet such conditions could result in the cancellation of such third
parties' commitments to lend funds to the sovereign debtor, which may further
impair such debtor's ability or willingness to service its debt in a timely
manner.

ZERO COUPON, PAY-IN-KIND AND STEP COUPON SECURITIES. Each Fund may
invest in zero coupon, pay-in-kind and step coupon securities. Zero coupon bonds
are issued and traded at a discount from their face value. They do not entitle
the holder to any periodic payment of interest prior to maturity. Step coupon
bonds trade at a discount from their face value and pay coupon interest. The
coupon rate is low for an initial period and then increases to a higher coupon
rate. The discount from the face amount or par value depends on the time
remaining until cash payments begin, prevailing interest rates, liquidity of the
security and the perceived credit quality of the issuer. Pay-in-kind bonds
normally give the issuer an option to pay cash at a coupon payment date or with
a face value equal to the amount of the coupon payment that would have been
made.

Current federal income tax law requires holders of zero coupon
securities and step coupon securities to report the portion of the original
issue discount on such securities that accrues during a given year as interest
income, even though the holders receive no cash payments of interest during the
year. In order to qualify as a "regulated investment company" under the Internal
Revenue Code of 1986 and the regulations thereunder (the "Code"), a Fund must
distribute its investment company taxable income, including the original issue
discount accrued on zero coupon bonds or step coupon bonds. Because a Fund will
not receive cash payments on a current basis in respect of accrued
original-issue discount on zero coupon bonds or step coupon bonds during the
period before interest payments begin, in some years a Fund may have to
distribute cash obtained from other sources in order to satisfy the distribution
requirements under the Code. A Fund might obtain such cash from selling other
portfolio holdings, which might cause the Fund to incur capital gains or losses
on the sale. Additionally, these actions are likely to reduce the assets to
which Fund expenses could be allocated and to reduce the rate of return for the
Fund. In some circumstances, such sales might be necessary in order to satisfy
cash distribution requirements even though investment considerations might
otherwise make it undesirable for a Fund to sell the securities at the time.

Generally, the market prices of zero coupon, step coupon and
pay-in-kind securities are more volatile than the prices of securities that pay
interest periodically and in cash and are likely to respond to changes in
interest rates to a greater degree than other types of debt securities having
similar maturities and credit quality.

PASS THROUGH SECURITIES. Each Fund may invest in various types of
pass-through securities, such as mortgage-backed securities, asset-backed
securities and participation interests. A pass-through security is a share or
certificate of interest in a pool of debt obligations that have been repackaged
by an intermediary, such as a bank or broker-dealer. The purchaser of a
pass-through security receives an undivided interest in the underlying pool of
securities. The issuers of the underlying securities make interest and principal
payments to the intermediary which are passed through to purchasers, such as the
Funds. The most common type of pass-through securities are mortgage-backed
securities, including those issued by the Government National Mortgage
Association ("GNMA"), the Federal Home Loan Mortgage Corporation ("FHLMC"), and
the Federal National Mortgage Association ("FNMA").

GNMA Certificates are mortgage-related securities that evidence an
undivided interest in a pool of mortgage loans. GNMA Certificates differ from
bonds in that principal is paid back monthly by the borrowers over the term of
the loan rather than returned in a lump sum at maturity. A Fund will generally
purchase "modified pass-through" GNMA Certificates, which entitle the holder to
receive a share of all interest and principal payments paid on the mortgage
pool, net of fees paid to the intermediary and GNMA,

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regardless of whether or not the mortgagor actually makes the payment. GNMA
Certificates are backed as to the timely payment of principal and interest by
the full faith and credit of the U.S. Government.

FHLMC issues two types of mortgage pass-through securities: mortgage
participation securities ("PCs") and guaranteed mortgage securities ("GMCs").
PCs resemble GNMA Certificates in that each PC represents a pro rata share of
all interest and principal payments made on the underlying pool. FHLMC
guarantees timely payments of interest on PCs and the full return of principal.
GMCs also represent a pro rata interest in a pool of mortgages. However, these
instruments pay interest semiannually and return principal once a year in
guaranteed minimum payments. This type of security is guaranteed by FHLMC as to
timely payment principal and interest but it is not guaranteed by the full faith
and credit of the U.S. Government.

FNMA issues guaranteed mortgage pass-through certificates ("FNMA
Certificates"). FNMA Certificates resemble GNMA Certificates in that each
FNMA Certificate represents a pro rata share of all interest and principal
payments made and owned on the underlying pool. This type of security is
guaranteed by FNMA as to timely payment of principal and interest, but it is
not guaranteed by the full faith and credit of the U.S. Government.

Except for GMCs, each of the mortgage-backed securities described above
is characterized by monthly payments to the holder, reflecting the monthly
payments made by the borrowers who received the underlying mortgage loans. The
payments to the security holders (such as the Funds), like the payments on the
underlying loans, represent both principal and interest. Pass-through securities
are subject to prepayment risk. Although the underlying mortgage loans are for
specified periods of time, such as 20 or 30 years, the borrowers can, and
typically do, pay them off sooner. Thus, the security holders frequently receive
prepayments of principal in addition to the principal that is part of the
regular monthly payments. A portfolio manager will consider estimated prepayment
rates in calculating the average weighted maturity of a Fund. A borrower is more
likely to prepay a mortgage that bears a relatively high rate of interest. This
means that in times of declining interest rates, higher yielding mortgage-backed
securities held by a Fund might be converted to cash and that Fund will be
forced to accept lower interest rates when that cash is used to purchase
additional securities in the mortgage-backed securities sector or in other
investment sectors. Additionally, prepayments during such periods will limit a
Fund's ability to participate in as large a market gain as may be experienced
with a comparable security not subject to prepayment.

Asset-backed securities represent interests in pools of consumer loans
and are backed by paper or accounts receivables originated by banks, credit card
companies or other providers of credit. Generally, the originating bank or
credit provider is neither the obligor nor guarantor of the security and
interest and principal payments ultimately depend upon payment of the underlying
loans by individuals. Tax-exempt asset-backed securities include units of
beneficial interest in pools of purchase contracts, financing leases, and sales
agreements that may be created when a municipality enters into an installment
purchase contract or lease with a vendor. Such securities may be secured by the
assets purchased or leased by the municipality; however, if the municipality
stops making payments, there generally will be no recourse against the vendor.
The market for tax-exempt asset-backed securities is still relatively new. These
obligations are likely to involve unscheduled prepayments of principal.

MUNICIPAL SECURITIES. Each Fund may invest in municipal securities
issued by states, territories and possessions of the United States and the
District of Columbia. The value of municipal obligations can be affected by
changes in their actual or perceived credit quality. The credit quality of
municipal obligations can be affected by among other things, the financial
condition of the issuer or guarantor, the issuer's future borrowing plans and
sources of revenue, the economic feasibility of the revenue bond project or
general borrowing purpose, political or economic developments in the region,
where the security is issued, and the liquidity of the security. Because
municipal securities are generally traded over-the-counter, the liquidity of a
particular issue often depends on the willingness of dealers to make a market in
the security. The liquidity of some municipal obligations may be enhanced by
demand features, which would enable a Fund to demand payment on short notice
from the issuer or a financial intermediary. Such securities must be rated at
least "A" or higher by Standard & Poor's or Moody's.

Each Fund may purchase insured municipal debt in which scheduled
payments of interest and principal are guaranteed by a private, non-governmental
or governmental insurance company. The insurance does not guarantee the market
value of the municipal debt or the value of the shares of a Fund.

Securities of issuers of municipal obligations are subject to the
provisions of bankruptcy, insolvency and other laws affecting the rights and
remedies of creditors, such as the Bankruptcy Reform Act of 1978. In addition,
the obligations of such issuers may become subject to laws enacted in the future
by Congress, state legislatures or referenda extending the time for payment of
principal or interest, or imposing other constraints upon enforcement of such
obligations or upon the ability of municipalities to levy taxes. Furthermore, as
a result of legislation or other conditions, the power or ability of any issuer
to pay, when due, the principal of and interest on its municipal obligations may
be materially affected.

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MORAL OBLIGATION SECURITIES. Municipal securities may include "moral
obligation" securities which are usually issued by special purpose public
authorities. If the issuer of moral obligation bonds cannot fulfill its
financial responsibilities from current revenues, it may draw upon a reserve
fund, the restoration of which is a moral commitment but not a legal obligation
of the state or municipality which created the issuer.

INDUSTRIAL DEVELOPMENT AND POLLUTION CONTROL BONDS. Each Fund may
invest in tax exempt industrial development bonds and pollution control bonds
which, in most cases, are revenue bonds and generally are not payable from the
unrestricted revenues of an issuer. They are issued by or on behalf of public
authorities to raise money to finance to finance privately operated facilities
for business, manufacturing, housing, sport complexes, and pollution control.
Consequently, the credit quality of these securities is dependent upon the
ability of the user of the facilities financed by the bonds and any guarantor to
meet its financial obligations.

MUNICIPAL LEASE OBLIGATIONS. Each Fund may invest in lease obligations
or installment purchase contract obligations of municipal authorities or
entities ("municipal lease obligations"). Although lease obligations do not
constitute general obligations of the municipality for which its taxing power is
pledged, a lease obligation is ordinarily backed by the municipality's covenant
to budget for, appropriate and make the payment due under the lease obligation.
A Fund may also purchase "certificates of participation," which are securities
issued by a particular municipality or municipal authority to evidence a
proportionate interest in base rental or lease payments relating to a specific
project to be made by the municipality, agency or authority. However, certain
lease obligations contain "non-appropriation" clauses which provide that the
municipality has no obligation to make lease or installment purchase payments in
any year unless money is appropriated for such purpose for such year. Although
"non-appropriation" lease obligations are secured by the leased property,
disposition of the property in the event of default and foreclosure might prove
difficult. In addition, these securities represent a relatively new type of
financing and certain lease obligations may therefore be considered to be
illiquid securities.

SHORT-TERM OBLIGATIONS. Each Fund may invest in short-term municipal
obligations. These securities include the following:

Tax Anticipation Notes are used to finance working capital needs of
municipalities and are issued in anticipation of various seasonal tax revenues,
to be payable from these specific future taxes. They are usually general
obligations of the issuer, secured by the taxing power of the municipality for
the payment of principal and interest when due.

Revenue Anticipation Notes are issued in expectation of receipt of
other kinds of revenue, such as federal revenues available under the Federal
Revenue Sharing Program. They also are usually general obligations of the
issuer.

Bond Anticipation Notes normally are issued to provide interim
financing until long-term financing can be arranged. The long-term bonds then
provide the money for the repayment of the notes.

Construction Loan Notes are sold to provide construction financing for
specific projects. After successful completion and acceptance, many projects
receive permanent financing through FNMA or GNMA.

Short-Term Discount Notes (tax-exempt commercial paper) are short-term
(365 days or less) promissory notes issued by municipalities to supplement their
cash flow.

MORTGAGE-BACKED SECURITIES. The Funds may purchase mortgage-backed
securities issued by government and non-government entities such as banks,
mortgage lenders, or other financial institutions. A mortgage-backed security
may be an obligation of the issuer backed by a mortgage or pool of mortgages or
a direct interest in an underlying pool of mortgages. Some mortgage-backed
securities, such as collateralized mortgage obligations or CMOs, make payments
of both principal and interest at a variety of intervals; others make semiannual
interest payments at a predetermined rate and repay principal at maturity (like
a typical bond). Mortgage-backed securities are based on various types of
mortgages, including those on commercial real estate or residential properties.
Other types of mortgage-backed securities will likely be developed in the
future, and the Funds may invest in them if the Investment Manager determines
they are consistent with the Funds' investment objectives and policies.

The value of a mortgage-backed security may change due to shifts in the
market's perceptions of the issuer. In addition, regulatory or tax changes may
adversely affect the mortgage securities market as a whole. Mortgage-backed
securities are subject to prepayment risk as described above under "Pass Through
Securities." Prepayment, which occurs when unscheduled or early payments are
made on the underlying mortgages, may shorten the effective maturities of these
securities and may lower their total returns. The Funds will invest in CMOs and
mortgage-backed securities only if the Investment Manager determines that they
are marketable.

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FOREIGN MORTGAGE-RELATED SECURITIES. Foreign mortgage-related
securities are interests in pools of mortgage loans made to residential home
buyers domiciled in a foreign country. These include mortgage loans made by
trust and mortgage loan companies, credit unions, chartered banks, and others.
Pools of mortgage loans are assembled as securities for sale to investors by
various governmental, government-related and private organizations (e.g. Canada
Mortgage and Housing Corporation and First Australian National Mortgage
Acceptance Corporation Limited). The mechanics of these mortgage-related
securities are generally the same as those issued in the United States. However,
foreign mortgage markets may differ materially from the U.S. mortgage market
with respect to matters such as the sizes of loan pools, pre-payment experience,
and maturites of loans.

ASSET-BACKED SECURITIES. The Funds may purchase asset-backed
securities, which include undivided fractional interests in pools of consumer
loans (unrelated to mortgage loans) held in a trust. Payments of principal and
interest are passed through to certificate holders and are typically supported
by some form of credit enhancement, such as a letter of credit, surety bonds or
limited guarantees. The degree of credit enhancement varies, but generally
amounts to only a fraction of the asset-backed security's par value until
exhausted. If the credit enhancement is exhausted, certificate holders may
experience losses or delays in payment if the required payments of principal and
interest are not made to the trust with respect to the underlying loans. The
value of these securities also may change because of changes in the market's
perception of the creditworthiness of the servicing agent for the loan pool, the
originator of the loans, or the financial institution providing the credit
enhancement. Asset-backed securities ultimately depend upon payment of consumer
loans by individuals, and the certificate holder generally has no recourse to
the entity that originated the loans. The underlying loans are subject to
prepayments which shorten the securities' weighted average life and may lower
their returns. (As prepayments flow through at par, total returns would be
affected by the prepayments; if a security were trading at a premium, its total
return would be lowered by prepayments, and if a security were trading at a
discount, its total return would be increased by prepayments.) The Funds will
invest in asset backed securities only if the Investment Manager determines that
they are marketable.

OTHER INCOME-PRODUCING SECURITIES

Other types of income producing securities that the Funds may purchase
include, but are not limited to, the following types of securities.

VARIABLE OR FLOATING RATE OBLIGATIONS. These types of securities bear
variable or floating interest rates and carry rights that permit holders to
demand payment of the unpaid principal balance plus accrued interest from the
issuers of certain financial intermediaries. Floating rate instruments have
interest rates that change whenever there is a change in a designated base rate
while variable rate instruments provide for a specified periodic adjustment in
the interest rate. These formulas are designed to result in a market value for
the instrument that approximates its par value.

STANDBY COMMITMENTS. These instruments, which are similar to a put,
give a Fund the option to obligate a broker, dealer or bank to repurchase a
security held by that Fund at a specified price.

TENDER OPTION BONDS. Tender option bonds are relatively long-term bonds
that are coupled with the agreement of a third party (such as a broker, dealer,
or bank) to grant the holders of such securities the option to tender the
securities to the institution at periodic intervals.

INVERSE FLOATERS. Inverse floaters are debt instruments whose interest
bears an inverse relationship to the interest rate on another security or an
index.

The Funds will purchase standby commitments, tender option bonds,
inverse floaters and instruments with demand features primarily for the purpose
of increasing the liquidity of their portfolios.

INDEX AND CURRENCY-LINKED SECURITIES. Each Fund may invest in
"index-linked" or "commodity-linked" notes, which are debt securities of
companies that call for interest payments and/or payment at maturity in
different terms than the typical note where the borrower agrees to make fixed
interest payments and to pay a fixed sum at maturity. Principal and/or interest
payments on an index-linked note depend on the performance of one or more market
indices, such as the S&P 500 Index or a weighted index of commodity futures such
as crude oil, gasoline and natural gas. The Funds may also invest in
"equity-linked" and "currency-linked" debt securities. At maturity, the
principal amount of an equity-linked debt security is exchanged for common stock
of the issuer or is payable in an amount based on the issuer's common stock
price at the time of maturity. Currency-linked debt securities are short-term or
intermediate term instruments having a value at maturity, and/or an interest
rate, determined by reference to one or more foreign currencies. Payment of
principal or periodic interest may be calculated as a multiple of the movement
of one currency against another currency, or against an index.

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Index and currency-linked securities are derivative instruments which
may entail substantial risks. Such instruments may be subject to significant
price volatility. The company issuing the instrument may fail to pay the amount
due on maturity. The underlying investment or security may not perform as
expected by the Investment Manager. Markets, underlying securities, and indexes
may move in a direction that was not anticipated by the Investment Manager.
Performance of the derivatives may be influenced by interest rate and other
market changes in the U.S and abroad. Certain derivative instruments may be
illiquid.

CONVERTIBLE SECURITIES AND WARRANTS

Each Fund may invest in convertible securities and warrants. The value
of a convertible security is a function of its "investment value" (determined by
its yield in comparison with the yields of other securities of comparable
maturity and quality that do not have conversion privilege) and its "conversion
value" (the security's worth, at market value, if converted into the underlying
common stock). The credit standing of the issuer and other factors may also
affect the investment value of a convertible security. The conversion value of a
convertible security is determined by the market price of the underlying common
stock. If the conversion value is low relative to the investment value, the
price of the convertible security is governed principally by its investment
value. To the extent the market price of the underlying common stock approaches
or exceeds the conversion price, the price of the convertible security will be
increasingly influenced by its conversion value.

As a matter of operating policy, no Fund will invest more than 5% of
its net assets in warrants. A warrant gives the holder a right to purchase at
any time during a specified period a predetermined number of shares of common
stock at a fixed price. Unlike convertible debt, securities or preferred stock,
warrants do not pay a fixed dividend. Investments in warrants involve certain
risks, including the possible lack of a liquid market for resale of the
warrants, potential price fluctuations as a result of speculation or other
factors, and failure of the price of the underlying security to reach or have
reasonable prospects of reaching a level at which the warrant can be prudently
exercised (in which event the warrant may expire without being exercised)
resulting in a loss of the Fund's entire investment therein.

SYNTHETIC CONVERTIBLE SECURITIES

Each Fund may invest in "synthetic" convertible securities, which are
derivative positions composed of two or more different securities whose
investment characteristics, taken together, resemble those of convertible
securities. For example, a Fund may purchase a non-convertible debt security and
a warrant or option, which enables a Fund to have a convertible-like position
with respect to a company, group of companies or stock index. Synthetic
convertible securities are typically offered by financial institutions and
investment banks in private placement transactions. Upon conversion, the Fund
generally receives an amount in cash equal to the difference between the
conversion price and the then current value of the underlying security. Unlike a
true convertible security, a synthetic convertible comprises two or more
separate securities, each with its own market value. Therefore, the market value
of a synthetic convertible is the sum of the values of its fixed-income
component and its convertible component. For this reason, the values of a
synthetic convertible and a true convertible security may respond differently to
market fluctuations. A Fund only invests in synthetic convertibles with respect
to companies whose corporate debt securities are rated "A" or higher by Moody's
or Standard & Poor's and will not invest more than 15% of its net assets in such
synthetic securities and other illiquid securities.

PREFERRED STOCK

Each Fund may purchase preferred stock. Preferred stock, unlike common
stock, offers a stated dividend rate payable from a corporation's earnings. Such
preferred stock dividends may be cumulative or non-cumulative, participating, or
auction rate. If interest rates rise, the fixed dividend on preferred stocks may
be less attractive, causing the price of preferred stocks to decline. Preferred
stock may have mandatory sinking fund provisions, as well as call/redemption
provisions prior to maturity, a negative feature when interest rates decline.
Dividends on some preferred stock may be "cumulative," requiring all or a
portion of prior unpaid dividends to be paid prior to payment of dividends on
the issuer's common stock. Preferred stock also generally has a preference over
common stock on the distribution of a corporation's assets in the event of
liquidation of the corporation, and may be "participating," which means that it
may be entitled to a dividend exceeding the stated dividend in certain cases.
The rights of the holders of preferred stock on the distribution of a
corporation's assets in the event of a liquidation are generally subordinate to
the rights associated with a corporation's debt securities.

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BORROWING MONEY

From time to time, it may be advantageous for a Fund to borrow money
rather than sell portfolio securities to raise the cash to meet redemption
requests. In order to meet such redemption requests, each Fund may borrow from
banks or enter into reverse repurchase agreements. Each Fund may also borrow up
to 5% of the value of its total assets for temporary or emergency purposes other
than to meet redemptions. However, the Fund will not borrow money for leveraging
purposes. A Fund may continue to purchase securities while borrowings are
outstanding. The 1940 Act permits a Fund to borrow only from banks and only to
the extent that the value of its total assets, less it liabilities other than
borrowings, is equal to at least 300% of all borrowings (including the proposed
borrowing), and requires the Fund to take prompt action to reduce its borrowings
if this limit is exceeded. For the purpose of the 300% borrowing limitation,
reverse repurchase transactions are considered to be borrowings.

A reverse repurchase agreement involves a transaction by which a
borrower (such as a Fund) sells a security to a purchaser (a member bank of the
Federal Reserve System or a broker-dealer deemed creditworthy pursuant to
standards adopted by the Board of Directors), and simultaneously agrees to
repurchase the security at an agreed-upon price on an agreed-upon date within a
number od days (usually not more than seven) from the date of purchase.

LENDING PORTFOLIO SECURITIES

Each Fund is authorized to make loans of portfolio securities, for the
purpose of realizing additional income, to broker-dealers or other institutional
investors deemed creditworthy pursuant to standards adopted by the Board of
Directors. The borrower must maintain with the Fund's custodian collateral
consisting of cash, U.S. Government securities or other liquid debt or equity
securities equal to at least 100% of the value of the borrowed securities, plus
any accrued interest. The Fund will receive any interest paid on the loaned
securities, and a fee and/or portion of the interest earned on the collateral,
less any fees and administrative expenses associated with the loan.

"ROLL" TRANSACTIONS

Each Fund may enter into "roll" transactions, which are the sale of
GNMA certificates and other securities together with a commitment to purchase
similar, but not identical, securities at a later date from the same party.
During the roll period, a Fund forgoes principal and interest paid on the
securities. The Fund is compensated by the difference between the current sales
price and the forward price for the future purchase, as well as by the interest
earned on the cash proceeds of the initial sale. Like when-issued securities or
firm commitments, roll transactions involve the risk that the market value of
the securities sold by the Fund may decline below the price at which the Fund is
committed to purchase similar securities. Additionally, in the event the buyer
of securities under a roll transaction files for bankruptcy or becomes
insolvent, the Fund's use of the proceeds of the transactions may be restricted
pending a determination by the other party, or its trustee or receiver, whether
to enforce the Fund's obligation to repurchase the securities.

A Fund will engage in roll transactions for the purpose of acquiring
securities for its portfolio consistent with its investment objective and
policies and not for investment leverage. Nonetheless, roll transactions are
speculative techniques and are considered to be the economic equivalent of
borrowings by the Fund. To avoid leverage, the Fund will establish a segregated
account with its Custodian in which it will maintain liquid assets in an amount
sufficient to meet its payment obligations with respect to these transactions. A
Fund will not enter into roll transactions if, as a result, more than 15% of the
Fund's net assets would be segregated to cover such contracts.

INVESTMENT IN ILLIQUID SECURITIES

Each Fund may invest up to 15% of the value of its net assets in
illiquid securities. Securities may be considered illiquid if the Fund cannot
reasonably expect to receive approximately the amount at which the Fund values
such securities within seven days. The Investment Manager has the authority to
determine whether certain securities held by a Fund are liquid and illiquid
pursuant to standards adopted by the Board of Directors.

The Investment Manager takes into account a number of factors in
reaching liquidity decisions, including, but not limited to: the listing of the
security on an exchange or national market system; the frequency of tracking in
the security; the number of dealers who publish quotes for the security; the
number of dealers who serve as market makers for the security; the apparent
number of other potential purchasers; and the nature of the security and how
trading is effected (e.g., the time needed to sell the security, how offers are
solicited, and the mechanics of transfer).

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The Funds' investments in illiquid securities may include securities
that are not registered for resale under the Securities Act of 1933 (the
"Securities Act"), and therefore are subject to restrictions on resale. When a
Fund purchases unregistered securities, it may, in appropriate circumstances,
obtain the right to register such securities at the expense of the issuer. In
such cases there may be a lapse of time between the Fund's decision to sell any
such security and the registration of the security permitting sale. During any
such period, the price of the security will be subject to market fluctuations.

The fact that there are contractual or legal restrictions on resale of
certain securities to the general public or to certain institutions may not be
indicative of the liquidity of such investments. If such securities are subject
to purchase by institutional buyers in accordance with Rule 144A under the
Securities Act, the Investment Manager may determine in particular cases,
pursuant to standards adopted by the Board of Directors, that such securities
are not illiquid securities notwithstanding the legal or contractual
restrictions on their resale. Investing in Rule 144A securities could have the
effect of increasing a Fund's illiquidity to the extent that qualified
institutional buyers become, for a time, uninterested in purchasing such
securities.

CASH-EQUIVALENT INSTRUMENTS

Other than as described under INVESTMENT RESTRICTIONS below, the Funds
are not restricted with regard to the types of cash-equivalent investments they
may make. When the Investment Manager believes that such investments are an
appropriate part of a Fund's overall investment strategy, the Fund may hold or
invest, for investment purposes, a portion of its assets in any of the
following, denominated in U.S. dollars, foreign currencies, or multinational
currencies: cash; short-term U.S. or foreign government securities; commercial
paper rated at least A-2 by Standard & Poor's or P-2 by Moody's certificates of
deposit or other deposits of banks deemed creditworthy by the Investment Manager
pursuant to standards adopted by the Company's Board of Directors (herein after
collectively referred to as the "Board of Directors"); time deposits; bankers'
acceptances; and repurchase agreements related to any of the foregoing. In
addition, for temporary defensive purposes under abnormal market or economic
conditions, a Fund may invest up to 100% of its assets in such cash-equivalent
investments.

A certificate of deposit is a short-term obligation of a commercial
bank. A bankers' acceptance is a time draft drawn on a commercial bank by a
borrower, usually in connection with international commercial transactions. A
repurchase agreement involves a transaction by which an investor (such as a
Fund) purchases a security and simultaneously obtains the commitment of the
seller (a member bank of the Federal Reserve System or a securities dealer
deemed creditworthy by the Investment Manager pursuant to standards adopted by
the Board of Directors) to repurchase the security at an agreed-upon price on an
agreed-upon date within a number of days (usually not more than seven) from the
date of purchase.

PORTFOLIO TURNOVER

Securities in a Fund's portfolio will be sold whenever the Investment
Manager believes it is appropriate to do so, regardless of the length of time
that securities have been held, and securities may be purchased or sold for
short-term profits whenever the Investment Manager believes it is appropriate or
desirable to do so. Turnover will be influenced by sound investment practices, a
Fund's investment objective, and the need for funds for the redemption of a
Fund's shares.

For example, a 150% portfolio turnover rate would occur if the value of
purchases or sales of portfolio securities (whichever is less) by a Fund for a
year (excluding purchases of U.S. Treasury issues and securities with a maturity
of one year or less) were equal to 150% of the average monthly value of the
securities held by the Fund during such year. As a result of the manner in which
turnover is measured, a high turnover rate could also occur during the first
year of a Fund's operations, and during periods when a Fund's assets are growing
or shrinking.

INVESTMENT AND RISK CONSIDERATIONS

INVESTMENTS IN FOREIGN SECURITIES GENERALLY

Investments in foreign securities may offer investment opportunities
and potential benefits not available from investments solely in securities of
U.S. issuers. Such benefits may include higher rates of interest on debt
securities than are available from domestic issuers, the opportunity to invest
in foreign issuers that appear, in the opinion of the Investment Manager, to
offer better opportunity for long-term capital appreciation than investments in
securities of U.S. issuers, the opportunity to invest in foreign

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countries with economic policies or business cycles different from those of the
United States and the opportunity to reduce fluctuations in portfolio value by
taking advantage of foreign markets that do not necessarily move in a manner
parallel to U.S. stock markets.

At the same time, however, investing in foreign securities involves
significant risks, some of which are not typically associated with investing in
securities of U.S. issuers. For example, the value of investments in such
securities may fluctuate based on changes in the value of one or more foreign
currencies relative to the U.S. dollar, and a change in the exchange rate of one
or more foreign currencies could reduce the value of certain portfolio
securities. Currency exchange rates may fluctuate significantly over short
periods of time, and are generally determined by the forces of supply and demand
and other factors beyond a Fund's control. Changes in currency exchange rates
may, in some circumstances, have a greater effect on the market value of a
security than changes in the market price of the security. To the extent that a
substantial portion of a Fund's total assets is denominated or quoted in the
currency of a foreign country, the Fund will be more susceptible to the risk of
adverse economic and political developments within that country. As discussed
above, each Fund may employ certain investment techniques to hedge its foreign
currency exposure; however, such techniques also entail certain risks.

In addition, information about foreign issuers may be less readily
available than information about domestic issuers. Foreign issuers generally are
not subject to accounting, auditing, and financial reporting standards or to
other regulatory practices and requirements comparable to those applicable to
U.S. issuers. Furthermore, with respect to certain foreign countries, the
possibility exists of expropriation, nationalization, revaluation of currencies,
confiscatory taxation, and limitations on foreign investment and the use or
removal of funds or other assets of a Fund, including the withholding of tax on
interest, dividends and other distributions and limitations on the repatriation
of currencies. In addition, a Fund may experience difficulties or delays in
obtaining or enforcing judgments. Foreign securities may be subject to foreign
government taxes that could reduce the yield and total return on such
securities.

Foreign equity securities may be traded on an exchange in the issuer's
country, an exchange in another country, or over-the-counter in one or more
countries. Most foreign securities markets, including over-the-counter markets,
have substantially less volume than U.S. securities markets, and the securities
of many foreign issuers may be less liquid and more volatile than securities of
comparable U.S. issuers. In addition, there is generally less government
regulation of securities markets, securities exchanges, securities dealers, and
listed and unlisted companies in foreign countries than in the United States.

Foreign markets also have different clearance and settlement
procedures, and in certain markets there have been times when settlements have
been unable to keep pace with the volume of securities transactions, making it
difficult to conduct and complete such transactions. Inability to dispose of a
portfolio security caused by settlement problems could result either in losses
to a Fund due to subsequent declines in the value of the portfolio security or,
if a Fund has entered into a contract to sell that security, could result in
possible liability of the Fund to the purchaser. Delays in settlement could
adversely affect a Fund's ability to implement its investment strategies and to
achieve its investment objectives.

In addition, the costs associated with transactions in securities
traded on foreign markets or of foreign issuers, and the expense of maintaining
custody of such securities with foreign custodians, generally are higher than
the costs associated with transactions in U.S. securities on U.S. markets.
Investments in foreign securities may result in higher expenses due to the cost
of converting foreign currency to U.S. dollars, the payment of fixed brokerage
commissions on foreign exchanges, the expense of maintaining securities with
foreign custodians and the imposition of transfer taxes or transaction charges
associated with foreign exchanges.

Investment in debt securities of supranational organizations involves
additional risks. Such organizations' debt securities generally are not
guaranteed by their member governments, and payment depends on their financial
solvency and/or the willingness and ability of their member governments to
support their obligations. Continued support of a supranational organization by
its government members is subject to a variety of political, economic and other
factors, as well as the financial performance of the organization.

DEPOSITARY RECEIPTS

In many respects, the risks associated with investing in depositary
receipts are similar to the risks associated with investing in foreign equity
securities directly. In addition, to the extent that a Fund acquires depositary
receipts through banks that do not have a contractual relationship with the
foreign issuer of the security underlying the depositary receipts to issue and
service depositary receipts, there may be an increased possibility that the Fund
would not become aware of and be able to respond to corporate actions, such as
stock splits or rights offerings, involving the foreign issuer in a timely
manner.

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The information available for American Depositary Receipts ("ADRs")
sponsored by the issuers of the underlying securities is subject to the
accounting, auditing, and financial reporting standards of the domestic market
or exchange on which they are traded, which standards generally are more uniform
and more exacting than those to which many non-domestic issuers may be subject.
However, some ADRs are sponsored by persons other than the issuers of the
underlying securities. Issuers of the stock on which such ADRs are based are not
obligated to disclose material information in the United States. The information
that is available concerning the issuers of the securities underlying European
Depositary Receipts ("EDRs") and Global Depositary Receipts ("GDRs") may be less
than the information that is available about domestic issuers, and EDRs and GDRs
may be traded in markets or on exchanges that have lesser standards than those
applicable to the markets for ADRs.

A depositary receipt will be treated as an illiquid security for
purposes of a Fund's restriction on the purchases of such securities unless the
depositary receipt is convertible into cash by the Fund within seven days.

EMERGING MARKET SECURITIES

There are special risks associated with investments in securities of
companies organized or headquartered in developing countries with emerging
markets that are in addition to the usual risks of investing in securities of
issuers located in developed foreign markets around the world, and investors in
the Funds are strongly advised to consider those risks carefully. The securities
markets of emerging market countries are substantially smaller, less developed,
less liquid, and more volatile than the securities markets of the United States
and developed foreign markets. As a result, the prices of emerging market
securities may increase or decrease much more rapidly and much more dramatically
than the prices of securities of issuers located in developed foreign markets.
Disclosure and regulatory standards in many respects are less stringent than in
the United States and developed foreign markets. There also may be a lower level
of monitoring and regulation of securities markets in emerging market countries
and the activities of investors in such markets, and enforcement of existing
regulations has been extremely limited.

Many emerging market countries have experienced substantial, and in
some periods extremely high, rates of inflation for many years. Inflation and
rapid fluctuations in inflation rates have had and may continue to have very
negative effects on the economies and securities markets of certain emerging
market countries. Economies in emerging markets generally are heavily dependent
upon international trade and, accordingly, have been and may continue to be
affected adversely by trade barriers, exchange controls, managed adjustments in
relative currency values, and other protectionist measures imposed or negotiated
by the countries with which they trade. These economies also have been and may
continue to be adversely affected by economic conditions in the countries with
which they trade. In addition, custodial services and other costs related to
investment in foreign markets may be more expensive in emerging markets than in
many developed foreign markets, which could reduce the Funds' investment returns
from such securities.

In many cases, governments of emerging market countries continue to
exercise a significant degree of control over the economies of such countries,
and government actions relative to the economy, as well as economic developments
generally, also may have a major effect on an issuer's prospects. In addition,
certain of such governments have in the past failed to recognize private
property rights and have at times naturalized or expropriated the assets of
private companies. There is also a heightened possibility of confiscatory
taxation, imposition of withholding taxes on dividend and interest payments, or
other similar developments that could affect investments in those countries. As
a result, there can be no assurance that adverse political changes will not
cause a Fund to suffer a loss with respect to any of its holdings. In addition,
political and economic structures in many of such countries may be undergoing
significant evolution and rapid development, and such countries may lack the
social, political and economic stability characteristics of more developed
countries. Unanticipated political or social developments may affect the values
of a Fund's investments in those countries and the availability of additional
investments in those countries.

INVESTMENTS IN SMALLER COMPANIES

Investment in the securities of companies with market capitalizations
below $1 billion involves greater risk and the possibility of greater portfolio
price volatility than investing in larger capitalization companies. The
securities of small-sized concerns, as a class, have shown market behavior which
has had periods of more favorable results, and periods of less favorable
results, relative to securities of larger companies as a class. For example,
smaller capitalization companies may have less certain growth prospects, and may
be more sensitive to changing economic conditions, than large, more established
companies. Moreover, smaller capitalization companies often face competition
from larger or more established companies that have greater resources. In
addition, the smaller capitalization companies in which a Fund may invest may
have limited or unprofitable operating histories, limited financial resources,
and inexperienced management. Furthermore, securities of such companies are
often less liquid than securities of larger companies, and may be subject to
erratic or abrupt price movements. To dispose of these securities, a Fund may
have to sell them over an extended period of time below the original purchase
price. Investments in smaller capitalization companies may be regarded as
speculative.

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Securities issued by companies (including predecessors) that have
operated for less than three years may have limited liquidity, which can result
in their prices being lower than might otherwise be the case. In addition,
investments in such companies are more speculative and entail greater risk than
do investments in companies with established operating records.

CONVERTIBLE SECURITIES

Investment in convertible securities involves certain risks. The value
of a convertible security is a function of its "investment value" (determined by
its yield in comparison with the yields of other securities of comparable
maturity and quality that do not have a conversion privilege) and its
"conversion value" (the security's worth, at market value, if converted into the
underlying stock). If the conversion value is low relative to the investment
value, the price of the convertible security will be governed principally by its
yield, and thus may not decline in price to the same extent as the underlying
stock; to the extent the market price of the underlying common stock approaches
or exceeds the conversion price, the price of the convertible security will be
influenced increasingly by its conversion value. A convertible security held by
a Fund may be subject to redemption at the option of the issuer at a price
established in the instrument governing the convertible security, in which event
the Fund will be required to permit the issuer to redeem the security, convert
it into the underlying common stock, or sell it to a third party.

BELOW INVESTMENT GRADE DEBT SECURITIES

The Global Equity Fund and Strategic Income Fund may invest in debt
securities rated below investment grade. Lower quality debt securities held by
the Global Equity Fund and the Strategic Income Fund will be rated at least B by
Standard & Poor's, an equivalent rating by another recognized rating agency or,
if unrated, judged by the Investment Manager to be of comparable quality, if the
Investment Manager believes that the financial condition of the issuer or the
protection afforded to the particular securities is stronger than would
otherwise be indicated by such low ratings or the lack thereof. Debt securities
rated below investment grade or equivalent ratings, commonly referred to as
"junk bonds," are subject to greater risk of loss of income and principal than
higher-rated bonds and are considered to be predominantly speculative with
respect to the issuer's capacity to pay interest and repay principal, which may
in any case decline during sustained periods of deteriorating economic
conditions or rising interest rates. Junk bonds are generally considered to be
subject to greater market risk in times of deteriorating economic conditions,
and to wider market and yield fluctuations, than higher-rated securities. Junk
bonds may also be more susceptible to real or perceived adverse economic and
competitive industry conditions than investment grade securities. The market for
such securities may be thinner and less active than that for higher-rated
securities, which can adversely affect the prices at which these securities can
be sold. To the extent that there is no established secondary market for
lower-rated securities, a Fund may experience difficulty in valuing such
securities and, in turn, its assets. In addition, adverse publicity and investor
perceptions about junk bonds, whether or not based on fundamental analysis, may
tend to decrease the market value and liquidity of such securities. The
Investment Manager will try to reduce the risk inherent in the Funds'
investments in such securities through credit analysis, diversification and
attention to current developments and trends in interest rates and economic
conditions. However, there can be no assurance that losses will not occur. Since
the risk of default is higher for lower-rated bonds, the Investment Manager's
research and credit analysis are a correspondingly more important aspect of its
program for managing the Strategic Income Fund's investments in such debt
securities. The Investment Manager will attempt to identify those issuers of
high-yielding securities whose financial conditions are adequate to meet future
obligations, or have improved or are expected to improve in the future.

Credit ratings evaluate the safety of principal and interest payments
of securities, not their market value. The rating of an issuer is also heavily
weighted by past developments and does not necessarily reflect probable future
conditions. There is frequently a lag between the time a rating is assigned and
the time it is updated. As credit rating agencies may fail to timely change
credit ratings of securities to reflect subsequent events, the Investment
Manager will also monitor issuers of such securities to determine if such
issuers will have sufficient cash flow and profits to meet required principal
and interest payments and to assure their liquidity.

DELAYED-DELIVERY TRANSACTIONS

Each of the Funds may buy and sell securities on a delayed-delivery or
when-issued basis. These transactions involve a commitment by a Fund to purchase
or sell specific securities at a predetermined price and/or yield, with payment
and delivery taking place after the customary settlement period for that type of
security (and more than seven days in the future). Typically, no interest
accrues to the purchaser until the security is delivered. A Fund may receive
fees for entering into delayed-delivery transactions. When purchasing securities
on a delayed-delivery basis, a Fund assumes the rights and risks of ownership,
including the risk of price and yield fluctuations. Because a Fund is not
required to pay for securities until the delivery date, these risks are in
addition to the risks associated with the Fund's other investments. If a Fund
remains substantially fully invested at a time when delayed-delivery purchases
are outstanding, the delayed-delivery purchases may result in a form of
leverage. When delayed-delivery purchases are outstanding, a Fund will set aside
appropriate liquid assets in a segregated custodial account to cover its
purchase obligations.

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When a Fund has sold a security on a delayed-delivery basis, the Fund does not
participate in further gains or losses with respect to the security. If the
other party to a delayed-delivery transaction fails to deliver or pay for the
securities, the Fund could miss a favorable price or yield opportunity, or could
suffer a loss. A Fund may dispose of or renegotiate delayed-delivery
transactions after they are entered into, and may sell underlying securities
before they are delivered, which may result in capital gains or losses.

OPTIONS

There are several risks associated with transactions in options on
securities, currencies and financial indices. Options may be more volatile than
the underlying instruments, and therefore, on a percentage basis, an investment
in options may be subject to greater fluctuation than an investment in the
underlying instruments themselves. There are also significant differences
between the securities and options markets that could result in an imperfect
correlation between these markets, causing a given transaction not to achieve
its objective. In addition, a liquid secondary market for particular options may
be absent for reasons which include the following: there may be insufficient
trading interest in certain options; restrictions may be imposed by an exchange
on opening transactions or closing transactions or both; trading halts,
suspensions or other restrictions may be imposed with respect to particular
classes or series of options or underlying instruments; unusual or unforeseen
circumstances may interrupt normal operations on an exchange; the facilities of
an exchange or clearing corporation may not at all times be adequate to handle
current trading volume; or one or more exchanges could, for economic or other
reasons, decide, or be compelled at some future date, to discontinue the trading
of options (or a particular class or series of options), in which event the
secondary market on that exchange (or in that class or series of options) would
cease to exist, although outstanding options that had been issued by a clearing
corporation as a result of trades on that exchange would continue to be
exercisable in accordance with their terms.

A decision as to whether, when and how to use options involves the
exercise of skill and judgment, and even a well-conceived transaction may be
unsuccessful to some degree because of market behavior or unexpected events.

In addition, when trading options on foreign exchanges, many of the
protections afforded to participants in U.S. option exchanges will not be
available. For example, there may be no daily price fluctuation limits in such
exchanges or markets, and adverse market movements could therefore continue to
an unlimited extent over a period of time. Although the purchaser of an option
cannot lose more than the amount of the premium plus related transaction costs,
this entire amount could be lost.

Potential losses to the writer of an option are not limited to the loss
of the option premium received by the writer, and thus may be greater than the
losses incurred in connection with the purchasing of an option.

FUTURES TRANSACTIONS

There are several risks in connection with the use of futures contracts
in the Funds. One risk arises because the correlation between movements in the
price of a futures contract and movements in the price of the security or
currency which is the subject of the hedge is not always perfect. The price of
the futures contract acquired by a Fund may move more than, or less than, the
price of the security or currency being hedged. If the price of the future moves
less than the price of the security or currency which is the subject of the
hedge, the hedge will not be fully effective but, if the price of the security
or currency being hedged has moved in an unfavorable direction, the Fund would
be in a better position than if it had not hedged at all. If the price of the
security or currency being hedged has moved in a favorable direction, this
advantage will be partially offset by movement in the value of the future. If
the price of the futures contract moves more than the price of the security or
currency, the Fund will experience either a loss or a gain on the futures
contract which will not be completely offset by movements in the price of the
security or currency which is the subject of the hedge.

To compensate for the imperfect correlation of movements in the price
of a security or currency being hedged and movements in the price of the
futures, a Fund may buy or sell futures contracts in a greater dollar amount
than the dollar amount of the security or currency being hedged, if the
historical volatility of the price of such security or currency has been greater
than the historical volatility of the security or currency. Conversely, a Fund
may buy or sell fewer futures contracts if the historical volatility of the
price of the security or currency being hedged is less than the historical
volatility of the security or currency.

Because of the low margins required, futures trading involves a high
degree of leverage. As a result, a relatively small investment in a futures
contract by a Fund may result in immediate and substantial loss, or gain, to the
Fund. A purchase or sale of a futures contract may result in losses in excess of
the initial margin for the futures contract. However, the Fund would have
sustained comparable losses if, instead of the futures contract, it had invested
in the underlying financial instrument and sold the instrument after the
decline.

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When futures are purchased by a Fund to hedge against a possible
unfavorable movement in a currency exchange rate before the Fund is able to
invest its cash (or cash equivalents) in stock or debt instruments in an orderly
fashion, it is possible that the currency exchange rate may move in a favorable
manner instead. If the Fund then decides not to invest in stock or debt
instruments at that time because of concern as to possible further market
decline or for other reasons, the Fund will realize a loss on the futures
contract that is not offset by a reduction in the price of securities purchased.

In addition to the possibility that there may be an imperfect
correlation, or no correlation at all, between movements in the futures and the
security or currency which is the subject of a hedge, the price of futures
contracts may not correlate perfectly with movements in the index or currency
due to certain market distortions. First, all participants in the futures market
are subject to margin deposit and maintenance requirements. Rather than meeting
additional margin deposit requirements, investors may close futures contracts
through offsetting transactions. This practice could distort the normal
relationship between the index or currency and futures markets. Second, from the
point of view of speculators, the deposit requirements in the futures market may
be less onerous than margin requirements in the security or currency market.
Therefore, increased participation by speculators in the futures market also may
cause temporary price distortions. Due to the possibility of price distortion in
the futures market and because of the imperfect correlation between movements in
the index or currency and movements in the price of index or currency futures, a
correct forecast of general market or currency trends by the Investment Manager
still may not result in a successful hedging transaction over a short time
frame.

Futures exchanges may limit the amount of fluctuation permitted in
certain futures contract prices during a single trading day. Once the daily
limit has been reached, no more trades may be made on that day at a price beyond
the limit. The daily limit governs only price movements during a particular
trading day and therefore does not limit potential losses, because the limit may
prevent the liquidation of unfavorable positions.

Compared to the use of a futures contract, the purchase of an option on
a futures contract involves less potential risk to a Fund because the maximum
amount at risk is the premium paid for the option (plus transaction costs).
However, there may be circumstances when the use of an option on a futures
contract would result in loss to a Fund when the use of a futures contract would
not, such as when there is no movement in the level of an index. In addition,
daily changes in the value of the option due to changes in the value of the
underlying futures contract are reflected in the net asset value of the Fund.

A Fund will only enter into futures contracts or purchase futures
options that are standardized and traded on a U.S. or foreign exchange or board
of trade, or similar entity, or quoted on an automated quotation system.
However, there is no assurance that a liquid secondary market on an exchange or
board of trade will exist for any particular futures contract or futures option
or at any particular time. In such event, it may not be possible to close a
futures position, and, in the event of adverse price movements, the Fund would
continue to be required to make daily cash payments of variation margin. In the
event futures contracts have been used to hedge a portfolio security or
currency, an increase in the price of the security or currency, if any, may
partially or completely offset losses on the futures contract. However, as
described above, there is no guarantee that the price of the security or
currency will, in fact, correlate with the movements in the futures contract and
thus provide an offset to losses on a futures contract.

Successful use of futures by the Funds is subject to the Investment
Manager's ability to predict correctly movements in the direction of the
security and currency markets. For example, if a Fund hedged against the
possibility of a decline in the market adversely affecting stocks held in its
portfolio and stock prices increased instead, the Fund would lose part or all of
the benefit of the increased value of its stocks which it hedged because it
would have offsetting losses in its futures positions. In addition, in such
situations, if a Fund had insufficient cash, it might have to sell securities to
meet daily variation margin requirements. Such sales of securities might, but
would not necessarily be at increased prices which would reflect the rising
market. Similarly, if a Fund purchased currency futures contracts with the
intention of profiting from a favorable change in currency exchange rates, and
the change was unfavorable, the Fund would incur a loss, and might have to sell
securities to meet daily variation margin requirements at a time when it might
be disadvantageous to do so. The Investment Manager and its predecessor have
been actively engaged in the provision of investment supervisory services for
institutional and individual accounts since 1970, but the skills required for
the successful use of futures and options on futures are different from those
needed to select portfolio securities, and the Investment Manager has limited
prior experience in the use of futures or options techniques in the management
of assets under its supervision.

OTHER RISK CONSIDERATIONS

Investment in illiquid securities involves potential delays on resale
as well as uncertainty in valuation. Limitations on resale may have an adverse
effect on the marketability of portfolio securities, and a Fund might not be
able to dispose of such securities promptly or at reasonable prices.

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A number of transactions in which the Funds may engage are subject to
the risks of default by the other party to the transaction. If the seller of
securities pursuant to a repurchase agreement entered into by a Fund defaults
and the value of the collateral securing the repurchase agreement declines, the
Fund may incur a loss. If bankruptcy proceedings are commenced with respect to
the seller, realization of the collateral by the Fund may be delayed or limited.
Similarly, when a Fund engages in when-issued, reverse repurchase, forward
commitment and related settlement transactions, it relies on the other party to
consummate the trade; failure of the other party to do so may result in the Fund
incurring a loss or missing an opportunity to obtain a price the Investment
Manager believed to be advantageous. The risks in lending portfolio securities,
as with other extensions of secured credit, consist of a possible delay in
receiving additional collateral or in recovery of the securities or possible
loss of rights in the collateral should the borrower fail financially.

Borrowing also involves special risk considerations. Interest costs on
borrowings may fluctuate with changing market rates of interest and may
partially offset or exceed the return earned on the borrowed funds (or on the
assets that were retained rather than sold to meet the needs for which funds
were borrowed). Under adverse market conditions, a Fund might have to sell
portfolio securities to meet interest or principal payments at a time when
fundamental investment considerations would not favor such sales. To the extent
a Fund enters into reverse repurchase agreements, the Fund is subject to risks
that are similar to those of borrowing.

INVESTMENT RESTRICTIONS

FUNDAMENTAL POLICIES

Each Fund has adopted certain investment restrictions that are
fundamental policies and that may not be changed without approval by the vote of
a majority of the Fund's outstanding voting securities, as defined in the 1940
Act. The "vote of a majority of the outstanding voting securities" of the Fund,
as defined in Section 2(a)(42) of the 1940 Act, means the vote of (i) 67% or
more of the voting securities of the Fund present at any meeting, if the holders
of more than 50% of the outstanding voting securities of the Fund are present or
represented by proxy, or (ii) more than 50% of the outstanding voting securities
of the Fund, whichever is less. These restrictions provide that a Fund may not:

1. Invest more than 25% of the value of its total assets in the securities
of companies primarily engaged in any one industry (other than the
United States of America, its agencies and instrumentalities).

2. Acquire more than 10% of the outstanding voting securities of any one
issuer.

3. Invest in companies for the purpose of exercising control or
management.

4. Borrow money, except from banks to meet redemption requests or for
temporary or emergency purposes; provided that borrowings for temporary
or emergency purposes other than to meet redemption requests shall not
exceed 5% of the value of its total assets; and provided further that
total borrowings shall be made only to the extent that the value of the
Fund's total assets, less its liabilities other than borrowings, is
equal to at least 300% of all borrowings (including the proposed
borrowing). For purposes of the foregoing limitations, reverse
repurchase agreements and other borrowing transactions covered by
segregated assets are considered to be borrowings. A Fund will not
mortgage, pledge, hypothecate, or in any other manner transfer as
security for an indebtedness any of its assets. This investment
restriction shall not prohibit a Fund from engaging in futures
contracts, options on futures contracts, forward foreign currency
exchange transactions, and currency options.

5. Purchase securities on margin, but it may obtain such short-term credit
from banks as may be necessary for the clearance of purchases and sales
of securities.

6. Make loans of its funds or assets to any other person, which shall not
be considered as including: (i) the purchase of a portion of an issue
of publicly distributed debt securities, (ii) the purchase of bank
obligations such as certificates of deposit, bankers' acceptances and
other short-term debt obligations, (iii) entering into repurchase
agreements with respect to commercial paper, certificates of deposit
and obligations issued or guaranteed by the U.S. Government, its
agencies or instrumentalities, and (iv) the loan of portfolio
securities to brokers, dealers and other financial institutions where
such loan is callable by the Fund at any time on reasonable notice and
is fully secured by collateral in the form of cash or cash equivalents.
A Fund will not enter into repurchase agreements with maturities in
excess of seven days if immediately after

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and as a result of such transaction the value of the Fund's holdings of
such repurchase agreements exceeds 15% of the value of the Fund's total
assets.

7. Act as an underwriter of securities issued by other persons, except
insofar as it may be deemed an underwriter under the Securities Act of
1933 in selling portfolio securities.

8. Purchase the securities of any other investment company or investment
trust, except by purchase in the open market where, to the best
information of the Company, no commission or profit to a sponsor or
dealer (other than the customary broker's commission) results from such
purchase and such purchase does not result in such securities exceeding
10% of the value of the Fund's total assets, or except when such
purchase is part of a merger, consolidation, acquisition of assets, or
other reorganization approved by the Fund's stockholders.

9. Purchase portfolio securities from or sell portfolio securities to the
officers, directors, or other "interested persons" (as defined in the
1940 Act) of the Company, other than unaffiliated broker-dealers.

10. Purchase commodities or commodity contracts, except that the Fund may
purchase securities of an issuer which invests or deals in commodities
or commodity contracts, and except that the Fund may enter into futures
and options contracts in accordance with the applicable rules of the
CFTC.

11. Issue senior securities, except that the Fund may borrow money as
permitted by restriction 4 above. This restriction shall not prohibit
the Fund from engaging in short sales, options, futures and foreign
currency transactions.

12. Purchase or sell real estate; provided that the Fund may invest in
readily marketable securities secured by real estate or interests
therein or issued by companies which invest in real estate or interests
therein.

13. Invest more than 15% of the value of its net assets in securities that
are illiquid.

OPERATING POLICIES

Each Fund has adopted certain investment restrictions that are not
fundamental policies and may be changed by the Board of Directors without
approval of the Fund's outstanding voting securities. These restrictions provide
that a Fund may not:

1. Invest in interests in oil, gas, or other mineral exploration or
development programs.

2. Participate on a joint or a joint-and-several basis in any trading
account in securities (the aggregation of orders for the sale or
purchase of marketable portfolio securities with other accounts under
the management of the Investment Manager to save brokerage costs, or to
average prices among them, is not deemed to result in a securities
trading account).

3. Purchase or sell futures or purchase related options if, immediately
thereafter, the sum of the amount of "margin" deposits on the Fund's
existing futures positions and premiums paid for related options
entered into for the purpose of seeking to increase total return would
exceed 5% of the value of the Fund's net assets.

The Funds are also subject to other restrictions under the 1940 Act;
however, the registration of the Company under the 1940 Act does not involve any
supervision by any federal or other agency of the Company's management or
investment practices or policies, other than incident to occasional or periodic
compliance examinations conducted by the SEC staff.

EXECUTION OF PORTFOLIO TRANSACTIONS

The Investment Manager, subject to the overall supervision of the Board
of Directors, makes each Fund's investment decisions and selects the broker or
dealer to be used in each specific transaction using its best judgment to choose
the broker or dealer most capable of providing the services necessary to obtain
the best execution of that transaction. In seeking the best execution of a
transaction, the Investment Manager evaluates a wide range of criteria,
including any or all of the following: the broker's commission rate, promptness,
reliability and quality of executions, trading expertise, positioning and
distribution capabilities, back-office efficiency, ability to handle difficult
trades, knowledge of other buyers and sellers, confidentiality, capital strength
and

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financial stability, prior performance in serving the Investment Manager and
its clients, and other factors affecting the overall benefit to be received in
the transaction. When circumstances relating to a proposed transaction indicate
to the Investment Manager that a particular broker is in a position to obtain
the best execution, the order is placed with that broker. This may or may not be
a broker that has provided investment information and research services to the
Investment Manager.

Such investment information may include, among other things: a wide
variety of written reports or other data on individual companies and industries;
data and reports on general market or economic conditions; information
concerning pertinent federal and state legislative and regulatory developments
and other developments that could affect the value of actual or potential
investments; information about companies in which the Investment Manager has
invested or may consider investing; attendance at meetings with corporate
management personnel, industry experts, economists, government personnel, and
other financial analysts; comparative issuer performance and evaluation and
technical measurement services; subscription to publications that provide
investment-related information; accounting and tax law interpretations;
availability of economic advice; quotation equipment and services; execution
measurement services; market-related and survey data concerning the products and
services of an issuer and its competitors or concerning a particular industry
that are used in reports prepared by the Investment Manager to enhance its
ability to analyze an issuer's financial condition and prospects; and other
services provided by recognized experts on investment matters of particular
interest to the Investment Manager. In addition, the foregoing services may
include the use of, or be delivered by, computer systems whose hardware and/or
software components may be provided to the Investment Manager as part of the
services. In any case in which information and other services can be used for
both research and non-research purposes, the Investment Manager makes an
appropriate allocation of those uses and pays directly for that portion of the
services to be used for non-research purposes.

Subject to the requirement of seeking the best execution, the
Investment Manager may, in circumstances in which two or more brokers are in a
position to offer comparable execution, give preference to a broker or dealer
that has provided investment information to the Investment Manager. In so doing,
the Investment Manager may effect securities transactions which cause a Fund to
pay an amount of commission in excess of the amount of commission another broker
would have charged. In electing such broker or dealer, the Investment Manager
will make a good faith determination that the amount of commission is reasonable
in relation to the value of the brokerage services and research and investment
information received, viewed in terms of either the specific transaction or the
Investment Manager's overall responsibility to the accounts for which the
Investment Manager exercises investment discretion. The Investment Manager
evaluates all commissions paid in order to ensure that the commissions represent
reasonable compensation for the brokerage and research services provided by such
brokers. Such investment information as is received from brokers or dealers may
be used by the Investment Manager in servicing all of its clients (including the
Funds), and a Fund's commissions may be paid to a broker or dealer who supplied
research services not used by the Fund. However, the Investment Manager expects
that each Fund will benefit overall by such practice because it is receiving the
benefit of research services and the execution of such transactions not
otherwise available to it without the allocation of transactions based on the
recognition of such research services.

Subject to the requirement of seeking the best execution, the
Investment Manager may also place orders with brokerage firms that have sold
shares of the Funds. The Investment Manager has made and will make no
commitments to place orders with any particular broker or group of brokers. The
Company anticipates that a substantial portion of all brokerage commissions will
be paid to brokers who supply investment information to the Investment Manager.

The Investment Manager has no obligation to purchase or sell for a Fund
any security that it, or its officers or employees, may purchase or sell for the
Investment Manager's or their own accounts or the account of any other client,
if in the opinion of the Investment Manager such transaction appears unsuitable,
impractical or undesirable for the Fund. Additionally, the Investment Manager
does not prohibit any of its officers or employees from purchasing or selling
for their own accounts securities that may be recommended to or held by the
Investment Manager's clients, subject to the Investment Manager's and the Funds'
Code of Ethics.

The Funds also invest in foreign and/or U.S. securities that are not
listed on a national securities exchange but are traded in the over-the-counter
market. The Funds may also purchase listed securities through the third market
or fourth market. When transactions are executed in the over-the-counter market
or the third or fourth market, the Investment Manager will seek to deal with the
counterparty that the Investment Manager believes can provide the best
execution, whether or not that counterparty is the primary market maker for that
security.

For the fiscal year ended December 31, 1999, the Global Equity Fund and
the Strategic Income Fund paid total brokerage commissions of $________________
and $____________________, respectively.

Of the total commissions paid during the fiscal year ended December 31,
1999, $___________________ (___%) were paid to firms which provided research,
statistical or other services to the Investment Manager. The Investment Manager
has not separately identified a portion of such commissions as applicable to the
provision of such research, statistical or otherwise.

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As noted below, the Investment Manager is a wholly owned subsidiary of
Dresdner Bank AG ("Dresdner"). Dresdner Kleinwort Benson North America LLC
("Dresdner Kleinwort Benson") and other Dresdner subsidiaries may be
broker-dealers (collectively, the "Dresdner Affiliates"). The Investment Manager
believes that it is in the best interests of the Funds to have the ability to
execute brokerage transactions, when appropriate, through the Dresdner
Affiliates. Accordingly, the Investment Manager intends to execute brokerage
transactions on behalf of the Funds through the Dresdner Affiliates, when
appropriate and to the extent consistent with applicable laws and regulations,
including federal banking laws.

In all such cases, the Dresdner Affiliates will act as agent for the
Funds, and the Investment Manager will not enter into any transaction on behalf
of the Funds in which a Dresdner Affiliate is acting as principal for its own
account. In connection with such agency transactions, the Dresdner Affiliates
will receive compensation in the form of brokerage commissions separate from the
Investment Manager's management fee. The Investment Manager's policy is that
such commissions must be reasonable and fair when compared to the commissions
received by other brokers in connection with comparable transactions involving
similar securities and that the commissions paid to a Dresdner Affiliate must be
no higher than the commissions paid to that broker by any other similar customer
of that broker who receives brokerage and research services that are similar in
scope and quality to those received by the Funds.

During fiscal 1999, the Global Equity Fund and the Strategic Income
Fund paid its affiliated broker, Dresdner RCM Kleinwort Benson North America
LLC, total brokerage commissions or $_______________.

The Investment Manager performs investment management and advisory
services for various clients, including other registered investment companies,
and pension, profit-sharing and other employee benefit plans, as well as
individuals. In many cases, portfolio transactions for a Fund may be executed in
an aggregated transaction as part of concurrent authorizations to purchase or
sell the same security for numerous accounts served by the Investment Manager,
some of which accounts may have investment objectives similar to those of the
Fund. The objective of aggregated transactions is to obtain favorable execution
and/or lower brokerage commissions, although there is no certainty that such
objective will be achieved. Although executing portfolio transactions in an
aggregated transaction potentially could be either advantageous or
disadvantageous to any one or more particular accounts, aggregated transactions
in which a Fund participates will be effected only when the Investment Manager
believes that to do so will be in the best interest of the Fund, and the
Investment Manager is not obligated to aggregate orders into larger
transactions. These orders generally will be averaged as to price. When such
aggregated transactions occur, the objective will be to allocate the executions
in a manner which is deemed fair and equitable to each of the accounts involved
over time. In making such allocation decisions, the Investment Manager will use
its business judgment and will consider, among other things, any or all of the
following: each client's investment objectives, guidelines, and restrictions,
the size of each client's order, the amount of investment funds available in
each client's account, the amount already committed by each client to that or
similar investments, and the structure of each client's portfolio.

DIRECTORS AND OFFICERS

The names and addresses of the Directors and officers of the Company
and their principal occupations and certain other affiliations during the past
five years are given below. Unless otherwise specified, the address of each of
the following persons is Four Embarcadero Center, San Francisco, California
94111.

DEWITT F. BOWMAN, (68), Chairman and Director. Mr. Bowman is a
Principal of Pension Investment Consulting, with which he has been associated
since February 1994. From February 1989 to January 1994, he was Chief Investment
Officer for California Public Employees Retirement System, a public pension
fund. He serves as a director of RREEF America REIT, Inc. and the Wilshire
Target Funds Inc.; and as a trustee of Brandes Institutional International
Investment Trust, the Pacific Gas and Electric Nuclear Decommissioning Trust,
and the PCG Private Equity Fund.

PAMELA A. FARR, (53), Director. Ms. Farr is a partner in Best & Co.
LLC, a manufacturer and retailer of children's clothing and accessories. From
1991 to 1994, she was President of Banyan Homes, Inc., a real estate development
and construction firm; and for eight years she was a management consultant for
McKinsey & Company, where she served a variety of Fortune 500 companies in all
aspects of strategic management and organizational structure.

GEORGE B. JAMES, (61), Director. Mr. James is a Senior Vice President
and Chief Financial Officer of Levi Strauss & Co., with which he has been
associated since 1985. Mr. James serves as a director of Basic Vegetable
Products, California Sun Dry Foods, Clayton Group, Inc., and Crown Vantage, Inc.
Mr. James also serves as a trustee of the Committee for Economic

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Development and the California Pacific Medical Center Foundation. Previously,
Mr. James was Chair of the Advisory Committee to the California Public Employees
Retirement System.

GEORGE G.C. PARKER, (59), Director. Mr. Parker is Associate Dean for
Academic Affairs, and Director of the MBA Program and Dean Witter Professor of
Finance at the Graduate School of Business at Stanford University, with which he
has been associated since 1973. Mr. Parker has served on the Board of Directors
of: the California Casualty Group of Insurance Companies since 1977; BB&K
Holdings, Inc., a holding company for financial services companies, since 1980;
H. Warshow & Sons, Inc., a manufacturer of specialty textiles, since 1982;
Zurich Reinsurance Centre, Inc., a large reinsurance underwriter, since 1994;
and Continental Airlines, since 1996. Mr. Parker served on the Board of
Directors of the University National Bank & Trust Company from 1986 to 1995.

ANTHONY AIN, (39), President. Mr. Ain is a Managing Director and
General Counsel of Dresdner RCM, with which he has been associated since 1992.
From 1988 to 1992, he worked for the United States Securities and Exchange
Commission, first as Counsel to Commissioner Joseph A. Grundfest, then as a
Senior Special Counsel in the SEC's Division of Market Regulation. From 1984 to
1988, he was an associate in the Washington, D.C. office of Fried, Frank,
Harris, Shriver & Jacobson, where he practiced securities and banking law.

JUDITH W. O'CONNELL, (35), Vice President. Ms. O'Connell is a Director
of Dresdner RCM, with which she has been associated since 1994. She is the
Director of Mutual Fund Services and is primarily responsible for overseeing
distribution and marketing efforts for investment companies managed by Dresdner
RCM. From 1993 to 1994, Ms. O'Connell was with G.T. Capital Management, where
she was employed as Director of Mutual Fund Operations. From 1988 to 1993, she
worked at the Boston Company Advisors Inc., where she was a Vice President in
the Mutual Funds Division responsible for accounting and administration for over
fifty international mutual funds.

ROBERT J. GOLDSTEIN, (36), Vice President and Secretary. Mr. Goldstein
is a Director and Associate General Counsel of Dresdner RCM, with which he has
been associated since 1997. From 1990 to 1996, Mr. Goldstein was an associate in
the New York, London and Prague offices of Weil, Gotshal & Manges where his
practice primarily focused on private investment and hedge funds, and
international transactional and general corporate matters.

KARIN L. BROTMAN, (32), Assistant Secretary. Ms. Brotman is Assistant
Fund Counsel of Dresdner RCM, with which she has been associated since 1997.
From 1995 to 1997, Ms. Brotman was a Product Manager at Fidelity Investments in
their Legal Department, where she was involved in providing legal and compliance
for 1940 Act registered management investment companies. From 1993 to 1995, she
was employed as an Account Officer with Fleet Financial Group where she was
responsible for negotiating the legal recovery of a distressed asset portfolio.

JENNIE W. KLEIN, (34), Vice President and Treasurer. Ms. Klein is
Director of Commingled Fund Services and an Assistant Director of Dresdner RCM,
with which she has been associated since 1994. She is responsible for fund
administration and shareholder record keeping for the Dresdner RCM products.
From 1991 to 1994, Ms. Klein was employed at G.T. Capital Management as the
Manager of Financial Reporting and Compliance for their mutual funds. From 1988
to 1991, she was an auditor at KPMG Peat Marwick.

STEVEN L. WONG, (33), Assistant Treasurer. Mr. Wong joined Dresdner RCM
in 1994 and is the Manager of Commingled Fund Services. He is responsible for
overseeing Dresdner RCM's mutual fund administration which includes financial
reporting, compliance, tax reporting, fund accounting, budgeting and shareholder
servicing. From 1992 to 1994, Mr. Wong was a senior auditor at KPMG Peat Marwick
specializing in the audit of investment companies. From 1991 to 1992, he was a
fund accountant with Franklin Funds.

Regular meetings of the Company's Board of Directors are held on a
quarterly basis. The Company's Audit Committee, whose sole present member is
DeWitt F. Bowman and George B. James, meets with its independent accountants to
exchange views and information and to assist the full Board in fulfilling its
responsibilities relating to corporate accounting and reporting practices. Each
Director of the Company receive a fee of $1,000 per year plus $500 for each
Board meeting attended and $250 for each Audit Committee meeting attended. Each
Director is reimbursed for travel and other expenses incurred in connection with
attending Board meetings.

The following table sets forth the aggregate compensation paid by the
Company for the fiscal year ended December 31, 1999, to the Directors and the
aggregate compensation paid to the Directors for service on the Board of
Directors and that of all other funds in the "Company complex" (as defined in
Schedule 14A under the Securities Exchange Act of 1934):

Page 25
<PAGE>

Pension or
Retirement
Aggregate Benefits Accrued Estimate Compensation
Compensation as Part of Annual from the Company
from the the Company's Benefits Upon and Company Complex
Name Company Expenses Retirement Paid to Director (1)
- ------------------------- ------------ ---------------- --------------- --------------------
<S> <C> <C> <C> <C>
DeWitt F. Bowman $21,250 $10,625 N/A $48,250

Pamela A. Farr $19,000 $19,000 N/A $46,000

George B. James $21,250 - N/A $48,250

George G.C. Parker $19,000 $19,000 N/A $47,500
</TABLE>

- ---------------------
(1) During the fiscal year ended December 31, 1999, there were twelve funds in
the complex.

Each Director of the Company who is not an "interested person" as that
term is defined in the 1940 Act , of the Investment Manager may elect to defer
receipt of all or a portion of his or her fees for service as a Director in
accordance with the terms of a Deferred Compensation Plan for Non-Interested
Directors ("Directors' Plan"). Under the Directors' Plan, an eligible Director
may elect to have his or her deferred fees deemed invested in either 90-day U.S.
Treasury bills or in shares of the Common Stock of the Company, or a combination
of these options, and the amount of deferred fees payable to such director under
the Directors' Plan will be determined by reference to the return on such deemed
investments. Generally, the deferred fees (reflecting any earnings, gains or
losses thereon) become payable upon the Director's retirement or disability. The
obligation to makes these payments to the Directors of the Company pursuant to
the Directors' Plan is a general obligation of the Company. Each Fund may, to
the extent permitted by the 1940 Act, invest in 90-day U.S. Treasury bills or
the Common Stock of the Company to match its share of the deferred compensation
obligation under the Directors' Plan.

As of December 31, 1999, no Director or officer of the Company was a
beneficial owner of any shares of the outstanding Common Stock of any series of
the Company.

CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES

As of December 31, 1999, there were 100,000 shares of the Global Equity
Fund and 300,000 shares of the Strategic Income Fund outstanding. On that date,
the following were known to the Company to own of record more than 5% of the
Funds' outstanding capital stock:

<S> <C> <C>
Name and Address of % of Shares
Beneficial Owner Shares Held Outstanding

GLOBAL EQUITY FUND

Clients of Dresdner Bank AG 100,000 100%
Investment Management Institutional
Asset Management Division
Jurgen-Ponto-Platz
60301 Frankfurt
Germany

STRATEGIC INCOME FUND

Clients of Dresdner Bank AG 300,000 100%
Investment Management Institutional
Asset Management Division
Jurgen-Ponto-Platz
60301 Frankfurt
</TABLE>

Page 26
<PAGE>

Germany

THE INVESTMENT MANAGER

The Board of Directors of the Company has overall responsibility for
the operation of the Funds. Pursuant to such responsibility, the Board of
Directors has approved various contracts for designated financial organizations
to provide, among other things, day to day management services required by the
Funds. The Company has retained as the Funds' Investment Manager, Dresdner RCM
Global Investors LLC, a Delaware limited liability company with principal
offices at Four Embarcadero Center, San Francisco, California 94111. The
Investment Manager is actively engaged in providing investment supervisory
services to institutional and individual clients, and is registered under the
Investment Advisers Act of 1940. The Investment Manager was established in April
1996, as the successor to the business and operations of RCM Capital Management,
a California Limited Partnership, which, with its predecessors, has been in
operation since 1970.

The Investment Manager is an indirect wholly owned subsidiary of
Dresdner Bank, an international banking organization with principal executive
offices located at Gallunsanlage 7, 60041 Frankfurt, Germany. With total
consolidated assets as of December 31, 1999, of DM ___ billion ($___ billion),
and approximately 1,600 offices and 45,000 employees in over 60 countries around
the world, Dresdner is one of Germany's largest banks. Dresdner provides a full
range of banking services including, traditional lending activities, mortgages,
securities, project finance and leasing, to private customers and financial and
institutional clients. In the United States, Dresdner maintains branches in New
York and Chicago and an agency in Los Angeles. As of the date of this SAI, the
eight members of the Board of Managers of the Investment Manager are William L.
Price (Chairman), Gerhard Eberstadt, George N. Fugelsang, Joachim Madler, Luke
D. Knecht, William S. Stack, and Kenneth B. Weeman, Jr.

Banking laws and regulations, including the Glass-Steagall Act as
presently interpreted by the Board of Governors of the Federal Reserve System,
prohibit certain banking entities, such as Dresdner, from sponsoring,
organizing, controlling or distributing the shares of a registered investment
company continuously engaged in the issuance of its shares, and prohibit banks
generally from underwriting securities. However, banks and their affiliates
generally can act as advisers to investment companies and can purchase shares of
investment companies as agent for and upon the order of customers. The
Investment Manager believes that it may perform the services contemplated by its
investment management agreements with the Company without violating these
banking laws or regulations. However, future changes in legal requirements
relating to the permissible activities of banks and their affiliates, as well as
future interpretations of current requirements, could prevent the Investment
Manager from continuing to perform investment management services for the
Company.

The Investment Manager provides the Funds with investment supervisory
services pursuant to Investment Management Agreements, Powers of Attorney and
Service Agreements (the "Management Agreements") dated as of December 30, 1998.
The Investment Manager manages the Funds' investments, provides various
administrative services, and supervises the Funds' daily business affairs,
subject to the authority of the Board of Directors. The Investment Manager is
also the investment manager for Dresdner RCM Large Cap Growth Fund, Dresdner RCM
Global Small Cap Fund, Dresdner RCM Global Technology Fund, Dresdner RCM Global
Health Care Fund, Dresdner RCM Biotechnology Fund, Dresdner RCM Emerging Markets
Fund and Dresdner RCM Tax Managed Growth Fund, each a series of Dresdner RCM
Global Funds, Inc.; Dresdner RCM International Growth Equity Fund, Dresdner RCM
Growth Equity Fund and Dresdner RCM Small Cap Fund, each a series of Dresdner
RCM Capital Funds, Inc.; Dresdner RCM Europe Fund, a series of Dresdner RCM
Investment Funds Inc.; and RCM Strategic Global Government Fund, Inc. and
Bergstrom Capital Corporation, each closed-end management investment companies.
A Fund's Management Agreement may be renewed from year-to-year after its initial
term, provided that any such renewals have been specifically approved at least
annually by (i) the vote of a majority of the Company's Board of Directors,
including a majority of the Directors who are not parties to the Management
Agreement or interested persons (as defined in the 1940 Act) of any such person,
cast in person at a meeting called for the purpose of voting on such approval,
or (ii) the vote of a majority (as defined in the 1940 Act) of the outstanding
voting securities of the Fund and the vote of a majority of the Directors who
are not parties to the contract or interested persons of any such party.

Each Fund has, under its respective Management Agreement, assumed the
obligation for payment of all of its ordinary operating expenses, including: (a)
brokerage and commission expenses, (b) federal, state, or local taxes incurred
by, or levied on, the Fund, (c) interest charges on borrowings, (d) charges and
expenses of the Fund's custodian, (e) investment advisory fees (including fees
payable to the Investment Manager under the Management Agreement), (f) fees
pursuant to the Fund's Rule 12b-1 plan, (g) legal and audit fees, (h) SEC and
"Blue Sky" registration expenses, and (i) compensation, if any, paid to officers
and employees of the Company who are not employees of the Investment Manager
(see DIRECTORS AND OFFICERS). The Investment Manager is responsible for all of
its own expenses in providing services to the Funds. Expenses attributable to a
Fund are charged against the assets of the Fund.

Page 27
<PAGE>

For the services rendered by the Investment Manager under each Fund's
Investment Management Agreement, each Fund pays management fees at an annualized
rate of its average daily net assets, as described in the Prospectus. For the
fiscal year ended December 31, 1999, the Global Equity Fund incurred fees of
$8,450 and the Strategic Income Fund incurred fees of $22,098.

The Investment Manager has voluntarily agreed to limit each Fund's
expenses as described in the Prospectus. Each Fund has agreed to reimburse the
Investment Manager, for a period of up to five years, for any such payments to
the extent that the Fund's operating expenses are otherwise below this expense
cap. This obligation will not be recorded on the books of a Fund to the extent
that the total operating expenses of the Fund are at or above the expense cap.
However, if the total operating expenses of a Fund fall below the expense cap,
the reimbursement to the Investment Manager will be accrued by the Fund as a
liability.

Each Fund's Management Agreement provides that the Investment Manager
will not be liable for any error of judgment or for any loss suffered by a Fund
in connection with the matters to which the Management Agreement relates, except
for liability resulting from willful misfeasance, bad faith or gross negligence
in the performance of its duties or by reason of the Investment Manager's
reckless disregard of its duties and obligations under the Management Agreement.
The Company has agreed to indemnify the Investment Manager out of the assets of
each Fund, against liabilities, costs and expenses that the Investment Manager
may incur in connection with any action, suit, investigation or other proceeding
arising out of or otherwise based on any action actually or allegedly taken or
omitted to be taken by the Investment Manager in connection with the performance
of its duties or obligations under the Management Agreement with respect to the
Fund or otherwise as investment manager of the Fund. The Investment Manager is
not entitled to indemnification with respect to any liability to a Fund or its
stockholders by reason of willful misfeasance, bad faith or gross negligence in
the performance of its duties, or of its reckless disregard of its duties and
obligations under the Management Agreement.

Each Management Agreement is terminable without penalty on 60 days'
written notice by a vote of the majority of the outstanding voting securities of
the Fund which is the subject of the Management Agreement, by a vote of the
majority the Board of Directors, or by the Investment Manager on 60 days'
written notice and will automatically terminate in the event of its assignment
(as defined in the 1940 Act).

THE DISTRIBUTOR

Funds Distributor, Inc., 60 State Street, Suite 1300, Boston,
Massachusetts 02109 (the "Distributor") serves as Distributor to each Fund. The
Distributor has provided mutual fund distribution services since 1976, and is a
subsidiary of Boston Institutional Group, Inc., which provides distribution and
other related services with respect to investment products.

DISTRIBUTION AGREEMENT

Pursuant to Distribution Agreements with the Company, the Distributor
has agreed to use its best efforts to effect sales of shares of the Funds, but
is not obligated to sell any specified number of shares. Each Distribution
Agreement contains provisions with respect to renewal and termination similar to
those in each Fund's Management Agreement discussed above. Pursuant to the
Distribution Agreements, the Company has agreed to indemnify the Distributor out
of the assets of each Fund to the extent permitted by applicable law against
certain liabilities under the Securities Act of 1933 arising in connection with
the Distributor's activities on behalf of Fund.

The Company also has an Agreement with the Investment Manager and the
Distributor pursuant to which the Distributor has agreed to provide: regulatory,
compliance and related technical services to the Company; services with regard
to advertising, marketing and promotional activities; and officers to the
Company. The Investment Manager is required to reimburse the Company for any
fees and expenses of the Distributor pursuant to the Agreements.

DISTRIBUTION AND SERVICE PLAN

Under a plan of distribution for the Company with respect to the N
Class of shares of each Fund (the "Distribution Plan") pursuant to Rule 12b-1
under the 1940 Act, the Distributor incurs the expense of distributing such
shares. The Distribution Plan provides for reimbursement to the Distributor for
the services it provides, and the costs and expenses it incurs, related to
marketing the N Class of shares of each Fund. The Distributor is reimbursed for:
(a) expenses incurred in connection with advertising and marketing the N Class
of shares of the Fund, including but not limited to any advertising by radio,
television, newspapers, magazines,

Page 28
<PAGE>

brochures, sales literature, telemarketing or direct mail solicitations; (b)
periodic payments of fees or commissions for distribution assistance made to one
or more securities brokers, dealers or other industry professionals such as
investment advisers, accountants, estate planning firms and the Distributor
itself in respect of the average daily value of shares owned by clients of such
service organizations, and (c) expenses incurred in preparing, printing and
distributing the Fund's prospectus and statement of additional information.

The Distribution Plan continues in effect from year to year with
respect to each Fund, provided that each such continuance is approved at least
annually by a vote of the Board of Directors of the Company, including a
majority vote of the Directors who are not "interested persons" of the Company
within the meaning of the 1940 Act and have no direct or indirect financial
interest in the Plan or in any agreement related to the Plan, cast in person at
a meeting called for the purpose of voting on such continuance. The Distribution
Plan may be terminated with respect to a Fund at any time, without penalty, by
the vote of a majority of the outstanding shares of the Fund. The Distribution
Plan may not be amended to increase materially the amounts to be paid by a Fund
for the services described therein without approval by the shareholders of the
Fund, and all material amendments are required to be approved by the Board of
Directors of the Company in the manner described above. The Distribution Plan
will automatically terminate in the event of its assignment.

If in any year Funds Distributor is due more from the Fund for such
services than is immediately payable because of the expense limitation under the
Plan, the unpaid amount is carried forward while the Plan is in effect until
such later year as it may be paid. There is not limit on the periods during
which unreimbursed expenses may be carried forward, although the Funds are not
obligated to repay any outstanding unreimbursed expenses that may exist if the
Plan is terminated or not continued. No interest, carrying, or finance charge
will be imposed on any amounts carried forward.

During fiscal 1999, the Global Equity Fund and the Strategic Income
Fund reimbursed the Distributor $_________ and $______, respectively, for
certain expenses actually incurred by the Distributor. These fees reimbursed the
Distributor for expenses incurred in connection with the Funds' participation in
fund supermarket platforms. Unreimbursed expenses for fiscal 1999 amounted to
$___________ and $__________________, respectively, of each Fund's net assets.

The Distributor may pay broker-dealers and others, out of the fees it
receives under the Distribution Plan, quarterly trail commissions of up to
0.25%, on an annual basis, of the average daily net assets attributable to the N
class of shares of each Fund held in the accounts of their customers.

Pursuant to the Distribution Plan, the Board of Directors of the
Company will review at least quarterly a written report of the distribution
expenses incurred on behalf of shares of the N Class of shares of the Funds by
the Distributor. The report will include an itemization of the distribution
expenses and the purposes of such expenditures. In addition, as long as the Plan
remains in effect, the selection and nomination of Directors of the Company who
are not "interested persons" of the Company within the meaning of the 1940 Act
will be committed to the Directors who are not interested persons of the
Company.

THE ADMINISTRATOR

Effective January 1, 1999, the administrator of the Company is State
Street Bank and Trust Company ("State Street"), 1776 Heritage Drive, North
Quincy, Massachusetts 02109.

Pursuant to an Administration Agreement with the Company, State Street
is responsible for performing all administrative services required for the daily
operation of the Company, subject to the control, supervisons and direction of
the Company and the review and comment by the Company's auditors and legal
counsel. State Street has no supervisory responsibility over the investment
operations of the Funds. Administrative services performed by State Street
include, but are not limited to, the following: overseeing the determination and
publication of the Company's net asset value; overseeing the maintenance by the
Company's custodian of certain books and records of the Company; preparing the
Company's federal,state and local tax returns; arrange for payment of the
Company's expenses; and preparing the financial information for the Company's
semi-annual and annual reports, proxy statements and other communications.

For its services, State Street receives annual fees pursuant to the
following schedule:

<TABLE>
<CAPTION>
ANNUAL FEE
Average Assets Expressed in Basis Points: 1/100 of 1%
<S> <C>

Page 29
<PAGE>

First $250 Million/Fund 2.50
Next $250 Million/Fund 1.75
Thereafter 1.00
Minimum/Fund $57,500
</TABLE>

Fees are calculated by multiplying each Average Asset Break Point in
the above schedule by the number of Funds in the Dresdner RCM complex to
determine the breakpoints used in the schedule. Total net assets of a Fund will
be used to calculate the fee by multiplying the net assets of the Fund by the
basis point fees in the above schedule. The minimum fee will be calculated by
multiplying the minimum fee by the number of Funds in the complex to arrive at
the total minimum fee. The greater of the basis point fee or the minimum fee
will be allocated equally to each Fund in the complex.

SERVICE PROVIDERS

State Street acts as the transfer agent, redemption agent and dividend
paying agent for the Funds. State Street also acts as custodian for the Fund.
The custodian is responsible for the safekeeping of the Funds' assets and the
appointment of any subcustodian banks and clearing agencies. State Street's
principal business address is 1776 Heritage Drive, North Quincy, Massachusetts
02171.

PricewaterhouseCoopers LLP ("PwC") acts as the independent public
accountants for the Fund. The accountant examines financial statements for the
Fund and provides other audit, tax, and related services. PwC's principal
business address is One Post Office Square, Boston, Massachusetts 02109.

NET ASSET VALUE

For purposes of the computation of the net asset value of each share of
each Fund, equity securities traded on stock exchanges are valued at the last
sale price on the exchange or in the principal over-the-counter market in which
such securities are traded as of the close of regular trading on the day the
securities are being valued, unless the Board of Directors or a duly constituted
committee of the Board determines that such price does not reflect the fair
value of the security. In cases where securities are traded on more than one
exchange, the securities are valued on the exchange determined by the Investment
Manager to be the primary market for the securities. If there has been no sale
on such day, the security will be valued at the closing bid price on such day.
If no bid price is quoted on such day, then the security will be valued by such
method as a duly constituted committee of the Board of Directors determines in
good faith to reflect its fair value. Readily marketable securities traded only
in the over-the-counter market that are not listed on the NASDAQ Stock Market or
a similar foreign reporting service will be valued at the mean bid price, or
such other comparable sources as the Board of Directors deems appropriate to
reflect their fair value. Other portfolio securities held by the Funds will be
valued at current market value, if current market quotations are readily
available for such securities. To the extent that market quotations are not
readily available such securities will be valued by whatever means a duly
constituted committee of the Board of Directors deems appropriate to reflect
their fair value.

Futures contracts and related options are valued at their last sale or
settlement price as of the close of the exchange on which they are traded or, if
no sales are reported, at the mean between the last reported bid and asked
prices. All other assets of the Funds will be valued in such manner as a duly
constituted committee of the Board of Directors in good faith deems appropriate
to reflect their fair value.

Trading in securities on foreign exchanges and over-the-counter markets
is normally completed at times other than the close of regular trading on the
New York Stock Exchange. In addition, foreign securities and commodities trading
may not take place on all business days in New York, and may occur in various
foreign markets on days which are not business days in New York and on which net
asset value is not calculated. The calculation of net asset value may not take
place contemporaneously with the determination of the prices of portfolio
securities used in such calculation. Events affecting the values of portfolio
securities that occur between the time their prices are determined and the close
of the New York Stock Exchange will not be reflected in the calculation of net
asset value unless the Board of Directors determines that a particular event
would materially affect net asset value, in which case an adjustment will be
made.

Page 30
<PAGE>

Assets or liabilities initially expressed in terms of foreign
currencies are translated prior to the next determination of net asset value
into U.S. dollars at the spot exchange rates at 12:00 p.m. Eastern time or at
such other rates as the Investment Manager may determine to be appropriate in
computing net asset value.

Debt obligations with maturities of 60 days or less are valued at
amortized cost. The Company may use a pricing service approved by the Board of
Directors to value other debt obligations. Prices provided by such a service
represent evaluations of the mean between current bid and asked market prices,
may be determined without exclusive reliance on quoted prices, and may reflect
appropriate factors such as institution-size trading in similar groups of
securities, yield, quality, coupon rate, maturity, type of issue, individual
rating characteristics, indications of value from dealers, and other market
data. Such services may use electronic data processing techniques and/or a
matrix system to determine valuations. The procedures of such services are
reviewed periodically by the officers of the Investment Manager under the
general supervision of the Board of Directors. Short-term investments are
amortized to maturity based on their cost, adjusted for foreign exchange
translation, provided such valuations equal fair market value.

The Board of Directors of the Company has adopted guidelines and
procedures for valuing portfolio securities for which market quotations are not
readily available and has delegated to a Pricing Committee the responsibility
for determining the basis for pricing such securities. Such pricing may be used
only when no reliable external price is available from a pricing service, from a
dealer quotation, or from a recent sale.

PURCHASE AND REDEMPTION OF SHARES

The price paid for purchase and redemption of shares of the Funds is
based on the net asset value per share, which is normally calculated once daily
at the close of regular trading (normally 4:00 P.M. Eastern time) on the New
York Stock Exchange on each day that the New York Stock Exchange is open. The
New York Stock Exchange is currently closed on weekends and on the following
holidays: New Year's Day,President's Day, Martin Luther King Jr. Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas
Day. The offering price is effective for orders received by Boston Financial
Data Services ("BFDS") prior to the time of determination of net asset value.
Dealers are responsible for promptly transmitting purchase orders to BFDS. The
Company reserves the right in its sole discretion to suspend the continued
offering of one or more of its Funds' shares and to reject purchase orders in
whole or in part when such rejection is in the best interests of the Fund and
its respective shareholders.

REDEMPTION OF SHARES

Payments will be made wholly in cash unless the Board of Directors
believes that economic conditions exist which would make such a practice
detrimental to the best interests of a Fund. Under such circumstances, payment
of the redemption price could be made either in cash or in portfolio securities
taken at their value used in determining the redemption price (and, to the
extent practicable, representing a pro rata portion of each of the portfolio
securities held by the Fund), or partly in cash and partly in portfolio
securities. Payment for shares redeemed also may be made wholly or partly in the
form of a pro rata portion of each of the portfolio securities held by a Fund at
the request of the redeeming stockholder, if the Company believes that honoring
such request is in the best interests of such series. If payment for shares
redeemed were to be made wholly or partly in portfolio securities, brokerage
costs would be incurred by the stockholder in converting the securities to cash.

DIVIDENDS, DISTRIBUTIONS AND TAX STATUS

Each income dividend and capital gain distribution, if any, declared by
a Fund will be paid in full and fractional shares based on the net asset value
as determined on the ex-dividend date for such distribution, unless the
stockholder or his or her duly authorized agent has elected to receive all such
payments or the dividend or other distribution portion thereof in cash. Changes
in the manner in which dividend and other distribution payments are paid may be
requested by the stockholder or his or her duly authorized agent at any time
through written notice to the Company and will be effective as to any subsequent
payment if such notice is received by the Company prior to the record date used
for determining the stockholders entitled to such payment. Any distribution
election will remain in effect until the Company is notified by the stockholder
in writing to the contrary.

Page 31
<PAGE>

REGULATED INVESTMENT COMPANY

The Company intends to qualify each Fund for treatment as a "regulated
investment company" under Subchapter M of the Code. Each Fund is treated as a
separate corporation for tax purposes and thus the provisions of the Code
generally applicable to regulated investment companies are applied separately to
the Funds. In addition, net capital gains (the excess of net long-term capital
gain over net short-term capital loss), net investment income, and operating
expenses are determined separately for each Fund. By complying with the
applicable provisions of the Code, a Fund will not be subject to federal income
tax with respect to net investment income and net realized capital gains
distributed to its stockholders.

To qualify as a regulated investment company under Subchapter M,
generally a Fund must: (i) derive at least 90% of its gross income each taxable
year from dividends, interest, payments with respect to securities loans, and
gains from the sale or other disposition of stock, securities or foreign
currencies and certain other income (including gains from certain options,
futures and forward contracts), ("Income Requirement"); and (ii) diversify its
holdings so that, at the end of each fiscal quarter, (a) at least 50% of the
value of the Fund's total assets is represented by cash, cash items, U.S.
Government securities, securities of other regulated investment companies and
other securities, limited, in respect of any one issuer, to an amount not
greater than 5% of the Fund's total assets and 10% of the outstanding voting
securities of such issuer, and (b) not more than 25% of the value of its total
assets is invested in the securities of any one issuer (other than U.S.
Government securities or the securities of other regulated investment
companies), or in two or more issuers which the Fund controls and which are
engaged in the same or similar trades or businesses.

In any taxable year in which a Fund so qualifies and distributes at
least 90% of the sum of its investment company taxable income (consisting of net
investment income, the excess of net short-term capital gains over net long-term
capital losses and net gains from certain foreign currency transactions) and its
net tax-exempt interest income (if any) ("Distribution Requirement"), it will be
taxed only on that portion, if any, of such investment company taxable income
and any net capital gain that it retains. The Funds expect to so distribute all
of such income and gains on an annual basis and thus will generally avoid any
such taxation.

Even if a Fund qualifies as a "regulated investment company," it may be
subject to a federal excise tax unless it meets certain additional distribution
requirements. Under the Code, a nondeductible excise tax of 4% ("Excise Tax") is
imposed on the excess of a regulated investment company's "required
distribution" for a calendar year ending within the regulated investment
company's taxable year over the "distributed amount" for that calendar year. The
term "required distribution" means the sum of (i) 98% of ordinary income
(generally net investment income and net gains from certain foreign currency
transactions) for the calendar year, (ii) 98% of capital gain net income
(generally both long-term and short-term capital gain) for the one-year period
ending on October 31 (as though that period were the regulated investment
company's taxable year), and (iii) the sum of any untaxed, undistributed net
investment income and net capital gains of the regulated investment company for
prior periods. The term "distributed amount" generally means the sum of (i)
amounts actually distributed by a Fund from its current year's ordinary income
and capital gain net income and (ii) any amount on which a Fund pays income tax
for the year. The Funds intend to meet these distribution requirements to avoid
Excise Tax liability.

Stockholders who are subject to federal or state income or franchise
taxes will be required to pay taxes on dividend and capital gain distributions
they receive from a Fund whether paid in additional shares of the Fund or in
cash. To the extent that dividends received by a Fund would qualify for the 70%
dividends-received deduction available to corporations, the Fund must designate
in a written notice to stockholders, within 60 days after the close of the
Fund's taxable year, the amount of the Fund's dividends that would be eligible
for this treatment. In order to qualify for the dividends-received deduction
with respect to a dividend paid on Fund shares, a corporate stockholder must
hold the Fund shares for at least 45 days during the 90 day period that begins
45 days before the shares become ex-dividend with respect to the dividend.
Stockholders, such as qualified employee benefit plans, which are exempt from
federal and state taxation generally would not have to pay income tax on
dividend or capital gain distributions. Prospective tax-exempt investors should
consult their own tax advisers with respect to the tax consequences of an
investment in the Funds under federal, state, and local tax laws.

WITHHOLDING

Dividends paid by a Fund to a stockholder who, as to the U.S., is a
nonresident alien individual, nonresident alien fiduciary of a trust or estate,
foreign corporation, or foreign partnership (a "foreign stockholder") generally
will be subject to U.S. withholding tax (at a rate of 30% or a lower treaty
rate, if applicable). Withholding will not apply, however, if a dividend paid by
a Fund to a foreign stockholder is "effectively connected" with the conduct of a
U.S. trade or business, in which case the reporting and withholding requirements
applicable to U.S. citizens or domestic corporations will apply. Distributions
of net capital gain to foreign stockholders who are neither U.S. resident aliens
nor engaged in a U.S. trade or business generally are not subject to withholding
or U.S. federal income tax.

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FOREIGN CURRENCY, OPTIONS, FUTURES AND FORWARD CONTRACTS

Gains from the sale or other disposition of foreign currencies (except
certain gains therefrom that may be excluded by future regulations), and gains
from options, futures, and forward contracts derived by a Fund with respect to
its business of investing in securities of foreign currencies, will qualify as
permissible income under the Income Requirement.

SECTION 1256 CONTRACTS

Many of the options, futures contracts and forward contracts entered
into by the Funds are "Section 1256 contracts." Any gains or losses realized on
Section 1256 contracts are generally considered 60% long-term and 40% short-term
capital gains or losses, although certain foreign currency gains and losses from
such contracts may be treated as ordinary income in character. Section 1256
contracts held by a Fund at the end of each taxable year (and, for purposes of
the Excise Tax, on October 31 or such other dates as prescribed under the Code),
other than Section 1256 contracts that are part of a "mixed straddle" with
respect to which a Fund has made an election not to have the following rules
apply, must be "marked-to-market" (that is, treated as sold for their fair
market value) for federal income tax purposes, with the result that unrealized
gains or losses are treated as though they were realized. The 60% portion of
gains on Section 1256 contracts that is treated as long-term capital gain will
qualify for the reduced maximum tax rates on net capital gain -- 20% (10% for
taxpayers in the 15% marginal tax bracket) for gain recognized on capital assets
held for more than 12 months.

STRADDLE RULES

Generally, the hedging transactions and other transactions in options,
futures and forward contracts undertaken by the Funds may result in "straddles"
for U.S. federal income tax purposes. The straddle rules may affect the amount,
character and timing of recognition of gains or losses realized by a Fund. In
addition, losses realized by a Fund on positions that are part of a straddle
position may be deferred under the straddle rules, rather than being taken into
account for the taxable year in which these losses are realized. Because limited
regulations implementing the straddle rules have been promulgated, the tax
consequences of hedging transactions and options, futures and forward contracts
to the Funds are not entirely clear.

Hedging transactions may increase the amount of short-term capital gain
realized by a Fund, which is taxed as ordinary income when distributed to
stockholders. A Fund may make one or more elections available under the Code
which are applicable to straddle positions. If a Fund makes any of the
elections, the amount, character and timing of the recognition of gains or
losses from the affected straddle positions will be determined under rules that
vary according to elections made. The rules applicable under certain elections
operate to accelerate the recognition of gains or losses from the affected
straddle positions. Because the application of the straddle rules may affect the
character of gains or losses, defer losses and/or accelerate the recognition of
gains or losses from the affected straddle positions, the amount which must be
distributed to stockholders, and which will be taxed to stockholders as ordinary
income or long-term capital gain, may be increased or decreased substantially as
compared to a fund that did not engage in such hedging transactions.

SECTION 988 GAINS AND LOSSES

Under the Code, gains or losses attributable to fluctuations in
exchange rates which occur between the time a Fund accrues interest or other
receivables, or accrues expenses or other liabilities, denominated in a foreign
currency and the time the Fund actually collects such receivables or pays such
liabilities, generally are treated as ordinary income or loss. Similarly, on the
disposition of debt securities denominated in foreign currency and on the
disposition of certain futures contracts, forward contracts and options, gains
or losses attributable to fluctuation in the value of foreign currency between
the date of acquisition of the debt security, contract or option and the date of
disposition thereof are also treated as ordinary gain or loss. These gains or
losses, referred to under the Code as "Section 988" gains or losses, may
increase or decrease the amount of a Fund's investment company taxable income to
be distributed to stockholders as ordinary income.

FOREIGN TAXES

A Fund may be required to pay withholding and other taxes imposed by
foreign countries which would reduce the Fund's investment income, generally at
rates from 10% to 40%. Tax conventions between certain countries and the United
States may reduce or eliminate such taxes. If more than 50% of the value of a
Fund's total assets at the close of its taxable year consists of securities of
foreign corporations, the Fund will be eligible to elect to "pass-through" to
the Fund's stockholders the amount of foreign income and similar taxes paid by
the Fund. If this election is made, stockholders generally subject to tax will
be required to

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include in gross income (in addition to taxable dividends actually received)
their pro rata shares of the foreign income taxes paid by the Fund, and may be
entitled either to deduct (as an itemized deduction) their pro rata shares of
foreign taxes in computing their taxable income or to use such amount (subject
to limitations) as a foreign tax credit against their U.S. federal income tax
liability. No deduction for foreign taxes may be claimed by a stockholder who
does not itemize deductions. Each stockholder will be notified within 60 days
after the close of a Fund's taxable year whether the foreign taxes paid by the
Fund will be "passed-through" for that year.

The foregoing is a general abbreviated summary of present U.S. federal
income tax laws applicable to the Funds, their stockholders and dividend and
capital gain distributions by the Funds. Stockholders are urged to consult their
own tax advisers for more detailed information and for information regarding any
foreign, state, and local tax laws and regulations applicable to dividends and
other distributions received from the Funds.

INVESTMENT RESULTS

Average annual total return ("T") of a Fund is calculated as follows:
an initial hypothetical investment of $1,000 ("P") is divided by the net asset
value of shares of the Fund as of the first day of the period in order to
determine the initial number of shares purchased. Subsequent dividend and
capital gain distributions by a Fund are paid at net asset value on the payment
date determined by the Board of Directors. The sum of the initial shares
purchased and shares acquired through distributions is multiplied by the net
asset value per share of the Fund as of the end of the period ("n") to determine
ending redeemable value ("ERV"). The ending value divided by the initial
investment converted to a percentage equals total return. The formula thus used,
as required by the SEC, is:

P(1+T)TO THE POWER OF n = ERV

The resulting percentage indicates the positive or negative investment
results that an investor would have experienced from reinvested dividend and
capital gain distributions and changes in share price during the period.

This formula reflects the following assumptions: (i) all share sales at
net asset value, without a sales load reduction from the $1,000 initial
investment; (ii) reinvestment of dividends and distributions at net asset value
on the reinvestment date determined by the Board of Directors; and (iii)
complete redemption at the end of any period illustrated. Total return may be
calculated for one year, five years, ten years, and for other periods, and will
typically be updated on a quarterly basis. The average annual compound rate of
return over various periods may also be computed by using ending values as
determined above.

Quotations of a Fund's yield are based on the investment income per
share earned during a particular 30-day period (including dividends, if any, and
interest), less expenses accrued during the period ("net investment income"),
and are computed by dividing net investment income by the net asset value per
share on the last day of the period, according to the following SEC formula:

YIELD = 2[(a - b + 1)TO THE POWER OF 6 - 1]
cd

Where a = dividend and interest income during the period
b = expenses accrued during the period (net of
reimbursements)
c = average daily number of shares outstanding during the
period that were entitled to receive dividends
d = maximum net offering price per share on the last day of
the period

In addition, in order to more completely represent a Fund's performance
or more accurately compare such performance to other measures of investment
return, a Fund also may include in advertisements and stockholder reports other
total return performance data based on time-weighted, monthly-linked total
returns computed on the percentage change of the month end net asset value of
the Fund after allowing for the effect of any cash additions and withdrawals
recorded during the month. Returns may be quoted for the same or different
periods as those for which average total return is quoted. A Fund's investment
results will vary from time to time depending upon market conditions, the
composition of the Fund's portfolio, and operating expenses, so that any
investment results reported should not be considered representative of what an
investment in the Fund may earn in any future period. These factors and possible
differences in calculation methods should be considered when comparing a Fund's
investment results with those published for other investment companies, other
investment vehicles and unmanaged indices. Results also should be considered
relative to the risks associated with a Fund's investment objective and
policies.

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<PAGE>

Each of the Funds may from time to time compare its investment results
with data and mutual fund rankings published or prepared by Lipper Analytical
Services, Inc. and Morningstar, Inc., which rank mutual funds by overall
performance, investment objectives, and assets.

The Global Equity Fund may from time to time compare its investment
results with the following:

1. The S&P 500 Composite Stock Price Index.

2. The MSCI All-Country World Free Index.

The Strategic Income Fund may from time to time compare its investment
results with the following:

1. The Lehman Brothers Aggregate Index

GENERAL INFORMATION

The Global Company was incorporated as an open-end management
investment company in September 1995.

The authorized capital stock of the Global Company is 1,000,000,000
shares of capital stock (par value $.0001 per share), of which 50,000,000 shares
have been designated as shares of the Strategic Income Fund and the Global
Equity Fund. The Board of Directors of the Company may, in the future, authorize
the issuance of other classes of shares of the Fund, or of other series of
capital stock representing shares of additional investment portfolios or funds.

DESCRIPTION OF CAPITAL SHARES

All shares of the Company have equal voting rights and will be voted in
the aggregate, and not by series, except where voting by series is required by
law or where the matter involved affects only one series. There are not
conversion or preemptive rights in connection with any shares. All shares of the
Funds when duly issued will be fully paid and non-assessable. The rights of the
holders of shares of each Fund may not be modified except by vote of the
majority of the outstanding shares of such Fund. Certificates are not issued
unless requested and are never issued for fractional shares. Fractional shares
are liquidated when an account is closed.

Shares of the Company have non-cumulative voting rights, which means
that the holders of more than 50% of all series of the Company's shares voting
for the election of the directors can elect 100% of the directors of the Company
if they wish to do so. In such event, the holders of the remaining less than 50%
of the shares of the Company voting for the election of directors will not be
able to elect any person to the Board of Directors of the Company.

The Company is not required to hold a meeting of stockholders in any
year in which the 1940 Act does not require a stockholder vote on a particular
matter, such as election of directors. The Company will hold a meeting of its
stockholders for the purpose of voting on the question of removal of one or more
directors if requested in writing by the holders of at least 10% of the
Company's outstanding voting securities, and will assist in communicating with
its stockholders as required by Section 16(c) of the 1940 Act.

Stockholders are entitled to one vote for each full share held and
fractional votes for fractional shares held. Unless otherwise provided by law or
its Articles of Incorporation or Bylaws, the Company generally may take or
authorize any extraordinary action upon the favorable vote of the holders of
more than 50% of the outstanding shares of the Company or may take or authorize
any routine action upon approval of a majority of the votes cast.

Rule 18f-2 under the 1940 Act provides that any matter required to be
submitted to the holders of the outstanding voting securities of an investment
company such as the Company shall not be deemed to have been effectively acted
upon unless approved by a majority of the outstanding voting securities, as
defined in the 1940 Act, of the series or class of the Company

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<PAGE>

affected by the matter. Under Rule 18f-2, a series or class is presumed to be
affected by a matter, unless the interests of each series or class in the matter
are identical or the matter does not affect any interest of such series or
class. Under Rule 18f-2 the approval of an investment advisory agreement or any
change in a fundamental investment policy would be effectively acted upon with
respect to a Fund only if approved by a majority of its outstanding voting
securities, as defined in the 1940 Act. However, the rule also provides that the
ratification of independent public accountants, the approval of principal
underwriting contracts and the election of directors may be effectively acted
upon by the stockholders of the Company voting without regard to Fund.

Each share of each Class of a Fund represents an equal proportional
interest in the Fund with each other share of the same Class and is entitled to
such dividends and distributions out of the income earned on the assets
allocable to the Class as are declared in the discretion of the Board of
Directors. In the event of the liquidation or dissolution of the Company,
stockholders of a Fund are entitled to receive the assets attributable to the
Fund that are available for distribution, and a distribution of any general
assets not attributable to a particular Fund that are available for
distribution, in such manner and on such general basis as the Board of Directors
may determine.

ADDITIONAL INFORMATION

COUNSEL

Certain legal matters in connection with the capital shares offered by
the Prospectus have been passed upon for the Fund by Paul, Hastings, Janofsky &
Walker LLP, 555 South Flower Street, Los Angeles, California 90071. The validity
of the capital stock offered by the Funds has been passed upon by Venable,
Baetjer and Howard, LLP, 1800 Mercantile Bank & Trust Building, 2 Hopkins Plaza,
Baltimore, Maryland 21201. Paul, Hastings, Janofsky & Walker LLP has acted and
will continue to act as counsel to the Investment Manager in various matters.

LICENSE AGREEMENT

Under License Agreements dated as of December 11, 1997, the Investment
Manager has granted the Company the right to use the "Dresdner RCM" name and has
reserved the right to withdraw its consent to the use of such name by the
Company at any time, or to grant the use of such name to any other company. In
addition, the Company has granted the Investment Manager, under certain
conditions, the right to use any other name it might assume in the future, with
respect to any other investment company sponsored by the Investment Manager.

FINANCIAL STATEMENTS

Incorporated by reference herein are the financial statements of the
Funds contained in the Funds' Annual Report to Stockholders for the year ended
December 31, 1999, including the Report of Independent Accountants, dated
February __, 1999, the Statement of Assets and Liabilities, including the
Portfolio of Investments and related Statement of Operations, Change in Net
Assets, and the Financial Highlights. Copies of the Funds' Annual and
Semi-Annual Reports to Stockholders will be available, upon request, by calling
(800) 726-7240, or by writing to P.O. Box 8025, Boston, MA 02266-8025.

REGISTRATION STATEMENT

The Funds' Prospectus and this SAI do not contain all of the
information set forth in the Company's registration statement and related forms
as filed with the SEC, certain portions of which are omitted in accordance with
rules and regulations of the SEC. The registration statement and related forms
may be inspected at the Public Reference Room of the SEC at Room 1024, 450 5th
Street, N.W., Judiciary Plaza, Washington, D.C. 20549, and copies thereof may be
obtained from the SEC at prescribed rates. It is also available on the SEC's
Internet Web site at http://www.sec.gov. Statements contained in the Prospectus
or this SAI as to the contents of any contract or other document referred to
herein or in the Prospectus are not necessarily complete, and, in each instance,
reference is made to the copy of such contract or other document filed as an
exhibit to the Company's registration statement, each such statement being
qualified in all respects by such reference.

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PART C

OTHER INFORMATION

ITEM 23. EXHIBITS.

1. (a) Articles of Incorporation of Registrant are incorporated
herein by reference to Exhibit 1 of Pre-Effective Amendment
No.1.

(b) Articles Supplementary to Articles of Incorporation of
Registrant with respect to RCM Global Health Care Fund, RCM
Global Small Cap Fund and RCM Large Cap Growth Fund,
(currently known as Dresdner RCM Global Health Care Fund,
Dresdner RCM Global Small Cap Fund and Dresdner RCM Large
Cap Growth Fund, respectively), are incorporated herein by
reference to Exhibit 1(b) of Post-Effective Amendment No. 2.

(c) Articles Supplementary to Articles of Incorporation of
Registrant with respect to Dresdner RCM Emerging Markets
Fund are incorporated herein by reference to Exhibit 1(c) of
Post-Effective Amendment No. 5.

(d) Articles Supplementary to Articles of Incorporation of
Registrant with respect to Dresdner RCM Biotechnology Fund
are incorporated herein by reference to Exhibit 1(d) of
Post-Effective Amendment No. 6.

(e) Articles of Amendment to Articles of Incorporation of
Registrant with respect to Dresdner RCM Global Technology
Fund, Dresdner RCM Global Health Care Fund, Dresdner RCM
Global Small Cap Fund and Dresdner RCM Large Cap Growth
Fund, are incorporated herein by reference to Exhibit 1(e)
of Post-Effective Amendment No. 6.

(f) Articles of Amendment to Articles of Incorporation of
Registrant with respect to changing the corporate name of
Dresdner RCM Equity Funds, Inc. to Dresdner RCM Global
Funds, Inc. are incorporated herein by reference to Exhibit
1(f) of Post-Effective Amendment No. 10.

(g) Articles of Amendment to Articles of Incorporation of
Registrant, with respect to changing the name of the
existing shares of capital stock of its Dresdner RCM Large
Cap Growth Fund, Dresdner RCM Global Small Cap Fund,
Dresdner RCM Global Technology Fund, and Dresdner RCM
Emerging Markets Fund are incorporated herein by reference
to Exhibit 1(g) of Post-Effective Amendment No. 10.

(h) Articles Supplementary to Articles of Incorporation of
Registrant with respect to establishing a new class of
capital stock for its Dresdner RCM Large Cap Growth Fund,
Dresdner RCM Global Small Cap Fund, Dresdner RCM Global
Technology Fund and Dresdner RCM Emerging Markets Fund

C-3

<PAGE>

and establishing three new series of capital stock,
Dresdner RCM Tax Managed Growth Fund, Dresdner RCM Global
Equity Fund and Dresdner RCM Strategic Income Fund are
incorporated herein by reference to Exhibit 1(h) of
Post-Effective Amendment No. 10.

(i) Articles Supplementary to Articles of Incorporation of
Registrant with respect to Dresdner RCM Balanced Fund is
incorporated herein by reference to Exhibit 1(i) of
Post-Effective Amendment No. 14.

2. (a) Bylaws of Registrant are incorporated herein by reference to
Exhibit 2 of Pre-Effective Amendment No. 2.

(b) Form of Amendments to Bylaws of Registrant are incorporated
herein by reference to Exhibit 2(b) of Post-Effective
Amendment No. 3.

3. (a) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of RCM Global Technology
Fund (currently known as Dresdner RCM Global Technology
Fund), and excerpts from Articles of Incorporation and
Bylaws, are incorporated herein by reference to Exhibit 4 of
Pre-Effective Amendment No. 2.

(b) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of RCM Global Health
Care Fund (currently known as Dresdner RCM Global Health
Care Fund), is incorporated herein by reference to Exhibit
4(b) of Post-Effective Amendment No. 1.

(c) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of RCM Global Small Cap
Fund (currently known as Dresdner RCM Global Small Cap
Fund), is incorporated herein by reference to Exhibit 4(c)
of Post-Effective Amendment No. 1.

(d) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of RCM Large Cap Growth
Fund (currently known as Dresdner RCM Large Cap Growth
Fund), is incorporated herein by reference to Exhibit 4(d)
of Post-Effective Amendment No. 1.

(e) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of Dresdner RCM Emerging
Markets Fund, is incorporated herein by reference to Exhibit
4(e) of Post-Effective Amendment No. 2.

(f) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of Dresdner RCM
Biotechnology Fund, is incorporated herein by reference to
Exhibit 4(f) of Post-Effective Amendment No. 5.

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<PAGE>

(g) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of its Dresdner RCM
Large Cap Growth Fund Class N shares, is incorporated herein
by reference to Exhibit 4(g) of Post-Effective Amendment No.
10.

(h) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of its Dresdner RCM
Global Small Fund Class N shares, is incorporated herein by
reference to Exhibit 4(h) of Post-Effective Amendment No.
10.

(i) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of its Dresdner RCM
Global Technology Fund Class N shares, is incorporated
herein by reference to Exhibit 4(i) of Post-Effective
Amendment No. 10.

(j) Proof of specimen of certificate for capital stock ($0.0001
par value) of Registrant, on behalf of its Dresdner RCM
Emerging Markets Fund Class N shares, is incorporated herein
by reference to Exhibit 4(j) of Post-Effective Amendment No.
10.

(k) Proof of specimen of certificates for capital stock ($0.0001
par value) of Registrant, on behalf of its Dresdner RCM Tax
Managed Growth Fund Class N and I shares, are incorporated
herein by reference to Exhibit 4(k) of Post-Effective
Amendment No. 10.

(l) Proof of specimen of certificates for capital stock ($0.0001
par value) of Registrant, on behalf of its Dresdner RCM
Global Equity Fund Class N and I shares, are incorporated
herein by reference to Exhibit 4(l) of Post-Effective
Amendment No.10.

(m) Proof of specimen of certificates for capital stock ($0.0001
par value) of Registrant, on behalf of its Dresdner RCM
Strategic Income Fund Class N and I shares, are incorporated
herein by reference to Exhibit 4(m) of Post-Effective
Amendment No. 10.

(n) Proof of specimen of certificate for capital stock ($.0001
par value) of Registrant, on behalf of its Dresdner RCM
Balanced Fund, is incorporated herein by reference to
Exhibit 3(n) of Post-Effective Amendment No. 12.

4. (a) Investment Management Agreement, Power of Attorney and
Service Agreement between Registrant, on behalf of RCM
Global Technology Fund (currently known as Dresdner RCM
Global Technology Fund), and RCM Capital Management, L.L.C.,
(currently known as Dresdner RCM Global Investors LLC),
dated as of June 14, 1996, is incorporated herein by
reference to Exhibit 5(a) of Post-Effective Amendment No. 1.

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<PAGE>

(b) Investment Management Agreement, Power of Attorney and
Service Agreement between Registrant, on behalf of RCM
Global Health Care Fund (currently known as Dresdner RCM
Global Health Care Fund) and RCM Capital Management, L.L.C.,
(currently known as Dresdner RCM Global Investors LLC) dated
as of December 27, 1996 and Appendix A (Schedule of Fees)
dated as of December 30, 1997, are incorporated herein by
reference to Exhibit 5(b) of Post-Effective Amendment No. 6.

(c) Investment Management Agreement, Power of Attorney and
Service Agreement between Registrant, on behalf of RCM
Global Small Cap Growth Fund (currently known as Dresdner
RCM Small Cap Growth Fund), and RCM Capital Management,
L.L.C., (currently known as Dresdner RCM Global Investors
LLC) dated as of December 27, 1996 and Appendix A (Schedule
of Fees) dated as of December 30, 1997, are incorporated
herein by reference to Exhibit 5(c) of Post-Effective
Amendment No. 6.

(d) Investment Management Agreement, Power of Attorney and
Service Agreement between Registrant, on behalf of RCM Large
Cap Growth Fund, (currently known as Dresdner RCM Large Cap
Growth Fund) and RCM Capital Management, L.L.C., (currently
known as Dresdner RCM Global Investors LLC) dated as of
December 27, 1996 and Appendix A (Schedule of Fees) dated as
of December 30, 1997, are incorporated herein by reference
to Exhibit 5(d) of Post-Effective Amendment No. 6.

(e) Investment Management Agreement, Power of Attorney and
Service Agreement and Appendix A (Schedule of Fees) between
Registrant, on behalf of Dresdner RCM Emerging Markets Fund
and RCM Capital Management, L.L.C. (currently known as
Dresdner RCM Global Investors LLC) dated as of December 30,
1997, are incorporated herein by reference to Exhibit 5(e)
of Post-Effective Amendment No. 6.

(f) Investment Management Agreement, Power of Attorney and
Service Agreement and Appendix A (Schedule of Fees) between
Registrant, on behalf of Dresdner RCM Biotechnology Fund and
Dresdner RCM Global Investors LLC dated as of December 30,
1997, are incorporated herein by reference to Exhibit 5(f)
of Post-Effective Amendment No. 6.

(g) Investment Management Agreement, Power of Attorney and
Service Agreement and Appendix A (Schedule of Fees) between
Registrant, on behalf of Dresdner RCM Tax Managed Growth
Fund and Dresdner RCM Global Investors LLC dated as of
December 30, 1998, are incorporated herein by reference to
Exhibit 5(g) of Post-Effective Amendment No. 10.

(h) Investment Management Agreement, Power of Attorney and
Service Agreement and Appendix A (Schedule of Fees) between
Registrant, on behalf of Dresdner RCM Global Equity Fund and
Dresdner RCM Global

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Investors LLC dated as of December 30, 1998, are
incorporated herein by reference to Exhibit 5(h) of Post-
Effective Amendment No. 10.

(i) Investment Management Agreement, Power of Attorney and
Service Agreement and Appendix A (Schedule of Fees) between
Registrant, on behalf of Dresdner RCM Strategic Income Fund
and Dresdner RCM Global Investors LLC dated as of December
30, 1998, are incorporated herein by reference to Exhibit
5(i) of Post-Effective Amendment No. 10.

(j) Investment Management Agreement, Power of Attorney
and Service Agreement and Appendix A (Schedule of Fees)
between Registrant, on behalf of its Dresdner RCM Balanced
Fund and Dresdner RCM Global Investors LLC dated as of
December 15, 1999 are incorporated herein by reference to
Exhibit 4(j) of Post-Effective Amendment No. 14.

5. (a) Distribution Agreement between Registrant and Funds
Distributor Inc., dated June 13, 1996 is incorporated herein
by reference to Exhibit 6(b) of Post-Effective Amendment No.
1.

(b) Service Agreement among RCM Capital Management, a California
Limited Partnership, (currently known as Dresdner RCM Global
Investors LLC), RCM Equity Funds, Inc., RCM Capital Funds,
Inc. (currently known as Dresdner RCM Global Funds, Inc. and
Dresdner RCM Capital Funds, Inc., respectively) and Funds
Distributor, Inc. ("FDI"), dated June 13, 1996, is
incorporated herein by reference to Exhibit 6(a) of Post-
Effective Amendment No. 1.

(c) Fee Letter Agreement between Registrant, RCM Capital
Management, a California Limited Partnership, (currently
known as Dresdner RCM Global Investors LLC), RCM Equity
Funds, Inc., RCM Capital Funds, Inc. (currently known as
Dresdner RCM Global Funds, Inc. and Dresdner RCM Capital
Funds, Inc., respectively) and Funds Distributor Inc., dated
June 13, 1996 is incorporated herein by reference to Exhibit
6(c) of Post-Effective Amendment No. 1.

(d) Form of Selling Agreement is incorporated herein by
reference to Exhibit 6(d) of Post-Effective Amendment No. 1.

6. None

7. (a) Custodian Contract and remuneration schedule between
Registrant, on behalf of RCM Global Technology Fund
(currently known as Dresdner RCM Global Technology Fund) and
State Street Bank and Trust Company is incorporated herein
by reference to Exhibit 8(a) of Post-Effective Amendment No.
5.

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(b) Form of Amendment to Custodian Contract between Registrant,
on behalf of RCM Global Health Care Fund (currently known as
Dresdner RCM Global Health Care Fund), and State Street Bank
and Trust Company is incorporated herein by reference to
Exhibit 8(b) of Post-Effective Amendment No. 1.

(c) Form of Amendment to Custodian Contract between Registrant,
on behalf of RCM Global Small Cap Fund (currently known as
Dresdner RCM Global Small Cap Fund), and State Street Bank
and Trust Company is incorporated herein by reference to
Exhibit 8(c) of Post-Effective Amendment No. 1.

(d) Form of Amendment to Custodian Contract between Registrant,
on behalf of RCM Large Cap Growth Fund (currently known as
Dresdner RCM Large Cap Growth Fund), and State Street Bank
and Trust Company is incorporated herein by reference to
Exhibit 8(d) of Post-Effective Amendment No. 1.

(e) Custodian Agreement between Registrant, on behalf of
Dresdner RCM Emerging Markets Fund, and Brown Brothers
Harriman & Co. is incorporated herein as Exhibit 8(e) of
Post-Effective Amendment No. 6.

(f) Amendment to Custodian Agreement between Registrant on
behalf of Dresdner RCM Emerging Markets Fund and Brown
Brothers Harriman & Co. is incorporated herein by reference
to Exhibit 8(f) of Post-Effective Amendment No. 6.

(g) Form of Amendment to Custodian Contract between Registrant,
on behalf of Dresdner RCM Biotechnology Fund, and State
Street Bank and Trust Company is incorporated herein by
reference to Exhibit 8(g) of Post-Effective Amendment No. 5.

(h) Form of Amendment to Custodian Contract between Registrant,
on behalf of Dresdner RCM Tax Managed Growth Fund, Dresdner
RCM Global Equity Fund, and Dresdner RCM Strategic Income
Fund is incorporated herein by reference to Exhibit 8(h) of
Post-Effective Amendment No. 8.

(i) Form of Amendment to Custodian Contract between Registrant,
on behalf of Dresdner RCM Balanced Fund and State Street
Bank and Trust Company is incorporated herein by
reference to Exhibit 7(i) of Post-Effective Amendment
No. 14.

8. (a) License Agreement between Dresdner RCM Global Investors LLC
and Registrant relating to the use by Registrant of the mark
"Dresdner RCM", is incorporated herein by reference to
Exhibit 9(a) of Post-Effective Amendment No. 6.

(b) Form of Transfer Agency Agreement between Registrant and
State Street Bank and Trust Company is incorporated herein
by reference to Exhibit 9(b) of Post-Effective Amendment No.
10.

C-8

<PAGE>
(c) Form of Administration Agreement between Registrant and
State Street Bank and Trust Company is incorporated herein
by referenced to Exhibit 8(c) of Post-Effective Amendment
No. 11.

9. (a) Opinion and consent of Venable, Baetjer and Howard LLP in
connection with the establishment of the Dresdner RCM Tax
Managed Growth Fund, Dresdner RCM Strategic Income Fund and
Dresdner RCM Strategic Income Fund, is incorporated herein
by reference to Exhibit 10(b) of Post-Effective Amendment
No. 10.

(b) Opinion and consent of Venable, Baetjer and Howard LLP in
connection with the issuance of Class N shares of the
Dresdner RCM Large Cap Growth Fund, Dresdner RCM Global
Small Cap Fund, Dresdner RCM Global Technology Fund and
Dresdner RCM Emerging Markets Fund, is incorporated herein
by reference to Exhibit 10(c) of Post-Effective Amendment
No. 10.

(c) Opinion and consent of Venable, Baetjer and Howard LLP in
connection with the issuance of Class I shares of the
Dresdner RCM Balanced Fund is incorporated herein by
reference to Exhibit 9(c) of Post-Effective Amendment
No. 14.

10. (a) Power of Attorney for DeWitt F. Bowman, Pamela A. Farr,
George G.C. Parker and George B. James is incorporated
herein by reference to Exhibit 10(a) of Post-Effective
Amendment No. 14.

11. None

12. (a) Investment Letter of initial investors in the Technology
Fund is incorporated herein by reference to Exhibit 13 of
Pre-Effective Amendment No. 1.

(b) Investment Letter of initial investors in the Large Cap
Fund, Global Small Cap Fund and Health Care Fund is
incorporated herein by reference to Exhibit 13(b) of
Post-Effective Amendment No. 7.

(c) Subscription Agreement for initial Stockholder of the
Dresdner RCM Biotechnology Fund is incorporated herein by
reference to Exhibit 13(c) of Post-Effective Amendment
No. 7

(d) Subscription Agreement for initial Stockholder of the
Dresdner RCM Emerging Markets Fund is incorporated herein
by reference to Exhibit 13(d) of Post-Effective Amendment
No. 7.

(e) Investment Letter of initial investor in the Balanced
Fund is incorporated herein by reference to Exhibit 12(c)
of Post-Effective Amendment No. 14.

13. (a) Form of Rule 12b-1 Plan of Registrant, on behalf of Dresdner
RCM Global Health Care Fund is incorporated herein by
reference to Exhibit 15(a) of Post-Effective Amendment No.
9.

(b) Form of 12b-1 Plan of Registrant, on behalf of Dresdner RCM
Biotechnology Fund is incorporated herein by reference to
Exhibit 15(b) of Post-Effective Amendment No. 6.

(c) Rule 12b-1 Plan of Registrant, on behalf of the Class N
shares of the series listed on Appendix A (dated December
14, 1998) is incorporated herein by reference to Post-
Effective Amendment No. 10.

14. Not applicable

15. Multiple Class of Shares Plan of Registrant, on behalf of the
series listed on Appendix A (dated December 14, 1998) pursuant to
Rule 18f-3, is incorporated herein by reference to Post-Effective
Amendment No. 10.

C-9
<PAGE>

ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT.

None

ITEM 25. INDEMNIFICATION.

Section 2-418 of the General Corporation Law of Maryland empowers
a corporation to indemnify directors and officers of the corporation under
various circumstances as provided in such statute. A director or officer who
has been successful on the merits or otherwise, in the defense of any
proceeding, must be indemnified against reasonable expenses incurred by such
person in connection with the proceeding. Reasonable expenses may be paid or
reimbursed by the corporation in advance of the final disposition of the
proceeding, after a determination that the facts then known to those making
the determination would not preclude indemnification under the statute, and
following receipt by the corporation of a written affirmation by the person
that his or her standard of conduct necessary for indemnification has been
met and upon delivery of a written undertaking by or on behalf of the person
to repay the amount advanced if it is ultimately determined that the standard
of conduct has not been met.

Article VI of the Bylaws of Registrant contains indemnification
provisions conforming to the above statute and to the provisions of Section 17
of the Investment Company Act of 1940, as amended.

The Registrant and the directors and officers of Registrant
obtained coverage under an Errors and Omissions insurance policy. The terms and
conditions of the policy coverage conforms generally to the standard coverage
available throughout the investment company industry. The coverage also applies
to Registrant's investment manager and its members and employees.

Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of Registrant pursuant to the provisions of Maryland law and
Registrant's Articles of Incorporation and Bylaws, or otherwise, Registrant has
been advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in said Act, and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by Registrant of expenses incurred or
paid by a director, officer or controlling person of Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, Registrant will, unless in the opinion of its counsel the matter has
been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

ITEM 26. BUSINESS AND OTHER CONNECTIONS OF THE INVESTMENT ADVISER

Registrant's investment manager, Dresdner RCM Global Investors LLC,
is a Delaware limited liability company, whose two members are Dresdner Bank AG
("Dresdner") and

C-10
<PAGE>

Dresdner Kleinwort Benson North America, Inc. ("Dresdner Kleinwort Benson").
Dresdner is an international banking organization whose principal executive
offices are located at Gallunsanlage 7, 60041 Frankfurt am Main, Frankfurt,
Germany. Dresdner Kleinwort Benson is an indirect wholly owned subsidiary of
Dresdner whose principal executive offices are located at 75 Wall Street, New
York, New York 10005.

The individuals who sit on the Board of Managers of Dresdner RCM have
held the following director or officer positions within the past two fiscal
years:

<TABLE>
<CAPTION>
NAME OF THE OFFICER OR BUSINESS AFFILIATIONS ADDRESS
MEMBER OF THE BOARD OF
MANAGERS
<S> <C> <C>
Gerhard Eberstadt Dresdner Bank AG Jurgen-Ponto-Platz 1
(May 1998 - present) D-60301
Frankfurt am Main
Germany

Chairman, Dresdner 75 Wall Street
Kleinwort Benson North New York, NY 10005
America, Inc. (September
1996 - present)

Director, KBIMA (December 75 Wall Street
1997 - present) New York, NY 10005

Leonard H. Fischer Dresdner Bank AG Jurgen-Ponto-Platz 1
Institutional Asset D-60301
Management (January 1998- Frankfurt am Main
present) Germany

George N. Fugelsang President, Chief Executive 75 Wall Street
Officer, Chairman, New York NY 10005
Dresdner Kleinwort Benson
North America LLC
(February 1994 - present)

Director, Dresdner 75 Wall Street
Kleinwort Benson North New York, NY 10005
America Services LLC
(September 1996 -
present); Director, KBIMA
(December 1997 - present)

Director, KBIMA (December 75 Wall Street
1997 - present) New York, NY 10005
</TABLE>

C-11
<PAGE>

NAME OF THE OFFICER OR BUSINESS AFFILIATIONS ADDRESS
MEMBER OF THE BOARD OF
MANAGERS
<S> <C> <C>
Susan C. Gause Dresdner RCM (July 1994 - Four Embarcadero
present) Center
San Francisco, CA
94111

Chief Operating Officer, Four Embarcadero
Senior Managing Director, Center
and Member of the Board of San Francisco, CA
Managers (July 1998- 94111
present)

Luke D. Knecht Managing Director (July Four Embarcadero
1998-present), Member of Center
the Board of Managers, San Francisco, CA
Dresdner RCM (November 94111
1997 - present)

Joachim Madler Director, Dresdner Bank AG Mainzer Lanstrass 15-17
(September 1997 - present) 60301 Frankfurt
Germany

Director, KBIMA (December 75 Wall Street
1997 - present); New York, NY 10005

Director, Dresdner (South Singapore
East Asia) (October 1997 -
present)

Managing Director, Farberstrasse 6,
Dresdner Bank (Schweiz) AG Zurich, Switzerland
(November 1997 - present)

Chairman, DFV Deutsche Mainzer Lanstrasse 11-
Fonds und 13
Vorsorgeberatungs (July 60301 Frankfurt
1996 - June 1997) Germany

Deutscher Investment-Trust Mainzer Lanstrasse 11-
(June 1996 - June 1997) 13
60301 Frankfurt
Germany

Managing Director, GKS Windmuhlweg 12
Gesellschaft fur 95030 Hof
Kontenservice GmbH (June Germany
1994 - June 1997)

</TABLE>

C-12

<PAGE>

NAME OF THE OFFICER OR BUSINESS AFFILIATIONS ADDRESS
MEMBER OF THE BOARD OF
MANAGERS
<S> <C> <C>
William L. Price Chief Executive Officer Four Embarcadero
and Global Chief Center
Investment Officer, San Francisco, CA
Dresdner RCM (July 1998 - 94111
present)

Chairman and Member of the Four Embarcadero
Board of Managers, Senior Center
Managing Director, San Francisco, CA
Dresdner RCM (December 94111
1997 - present)

Director, KBIMA (December 75 Wall Street
1997- present) New York, NY 10005

Director, Dresdner RCM 10 Fenchurch Street
(UK) (January 1998 - London, UK EC3M3LB
present)

William S. Stack Senior Managing Director, Four Embarcadero
Global Equity Chief Center
Investment Officer (July San Francisco, CA
1998 - present); Member of 94111
the Board of Managers,
Dresdner RCM (August 1994
- present)

Director, KBIMA (December 75 Wall Street
1997- present) New York, NY 10005
Director, Dresdner RCM 10 Fenchurch Street
(UK) (January 1998 - London, UK EC3M3LB
present)

Kenneth B. Weeman, Jr. Dresdner RCM (October 1979 Four Embarcadero
- present) Center
San Francisco, CA
94111

</TABLE>

C-13
<PAGE>

NAME OF THE OFFICER OR BUSINESS AFFILIATIONS ADDRESS
MEMBER OF THE BOARD OF
MANAGERS
<S> <C> <C>
Vice Chairman, Senior Four Embarcadero
Managing Director (July Center
1998 - present) San Francisco, CA
94111

Director, KBIMA (December 75 Wall Street
1997- present) New York, NY 10005

Director, Dresdner RCM 10 Fenchurch Street
(UK) (January 1998 - London, UK EC3M3LB
present)
</TABLE>

ITEM 27. PRINCIPAL UNDERWRITERS.

(a) Funds Distributor, Inc. ("FDI"), whose principal offices are
located at 60 State Street, Suite 1300, Boston Massachusetts 02109,
is the principal underwriter of Registrant. FDI is an indirect,
wholly owned subsidiary of Boston Institutional Group, Inc., a
holding company, all of whose outstanding shares are owned by key
employees. FDI is a broker-dealer registered under the Securities
Exchange Act of 1934, as amended, and is a member of the National
Association of Securities Dealers, Inc. FDI also serves as
principal underwriter of the following investment companies:

American Century California Tax-Free and Municipal Funds
American Century Capital Portfolios, Inc.
American Century Government Income Trust
American Century International Bond Funds
American Century Investment Trust
American Century Municipal Trust
American Century Mutual Funds, Inc.
American Century Premium Reserves, Inc.
American Century Quantitative Equity Funds
American Century Strategic Asset Allocations, Inc.
American Century Target Maturities Trust
American Century Variable Portfolios, Inc.
American Century World Mutual Funds, Inc.
The Brinson Funds
Dresdner RCM Capital Funds, Inc.
Dresdner RCM Investment Funds Inc.
Founders Funds, Inc.
Harris Insight Funds Trust
HT Insight Funds, Inc. d/b/a Harris Insight Funds

C-14
<PAGE>

J.P. Morgan Institutional Funds
J.P. Morgan Funds
JPM Series Trust
JPM Series Trust II
LaSalle Partners Funds, Inc.
Kobrick-Cendant Investment Trust
Merrimac Series
Monetta Fund, Inc.
Monetta Trust
The Montgomery Funds I
The Montgomery Funds II
The Munder Framlington Funds Trust
The Munder Funds Trust
The Munder Funds, Inc.
National Investors Cash Management Fund, Inc.
Orbitex Group of Funds
SG Cowen Funds, Inc.
SG Cowen Income + Growth Fund, Inc.
SG Cowen Standby Reserve Fund, Inc.
SG Cowen Standby Tax-Exempt Reserve Fund, Inc.
SG Cowen Series Funds, Inc.
St. Clair Funds, Inc.
The Skyline Funds
Waterhouse Investors Family of Funds, Inc.
WEBS Index Fund, Inc.

FDI does not act as a depositor or investment adviser of any
investment company.

C-15

<PAGE>

(b) The directors and executive officers of FDI are set forth
below:

NAME AND PRINCIPAL POSITIONS AND OFFICES POSITIONS AND OFFICES
BUSINESS ADDRESS WITH FUNDS DISTRIBUTOR, INC. WITH REGISTRANT
- -------------------------------------------------------------------------------

<S> <C> <C>
Marie E. Connolly Director, President and None
Chief Executive Officer

George A. Rio Executive Vice President None

Donald R. Roberson Executive Vice President None

William S. Nichols Executive Vice President None

Michael S. Petrucelli Senior Vice President None

Margaret W. Chambers Senior Vice President, None
General Counsel and Chief
Compliance Officer

Joseph F. Tower III Director, Senior Vice None
President, Treasurer and
Chief Financial Officer

Paula R. David Senior Vice President None

Gary S. MacDonald Senior Vice President None

Judith K. Benson Senior Vice President None

Bernard A. Whalen Senior Vice President None

William J. Nutt Chairman and Director None

</TABLE>

ITEM 28. LOCATION OF ACCOUNTS AND RECORDS.

Accounts, books and other records required by Rules 31a-1 and 31a-2
under the Investment Company Act of 1940, as amended, are maintained and held in
the offices of Registrant's investment manager, Dresdner RCM Global Investors
LLC, Four Embarcadero Center, San Francisco, California 94111; and/or
Registrant's distributor, Funds Distributor, Inc., 60 State Street, Suite 1300,
Boston, Massachusetts 02109.
Records covering portfolio transactions are also maintained and
kept by Registrant's custodian and transfer agent, State Street Bank and Trust
Company, U.S. Mutual

C-16

<PAGE>

Funds Services Division, P.O. Box 1713, Boston,
Massachusetts 02105 and Brown Brothers Harriman & Co., 40 Water Street, Boston,
Massachusetts 02109, with respect to Dresdner RCM Emerging Markets Fund.

ITEM 29. MANAGEMENT SERVICES.

None

ITEM 30. UNDERTAKINGS.

Registrant undertakes to furnish each person to whom a prospectus
is delivered with a copy of Registrant's latest annual report to shareholders,
upon request and without charge.

C-17

<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, Dresdner RCM Global Funds, Inc. has duly
caused this Post-Effective Amendment No. 15 to the Registration Statement
pursuant to Rule 485(a) under the Securities Act of 1933 and has duly caused
this Post-Effective Amendment No. 15 to the Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in San
Francisco, California on March 2, 2000.

DRESDNER RCM GLOBAL FUNDS, INC.

By: /S/ ANTHONY AIN
-------------------------
President

Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 15 to the Registration Statement has been signed
below by the following persons in the capacities and on the date indicated.

SIGNATURE TITLE DATE

(3) Directors

/S/ DEWITT F. BOWMAN* March 2, 2000
----------------------
DeWitt F. Bowman

/S/ PAMELA A. FARR* March 2, 2000
----------------------
Pamela A. Farr

/S/ GEORGE B. JAMES* March 2, 2000
----------------------
George B. James

/S/ GEORGE G.C. PARKER* March 2, 2000
----------------------
George G.C. Parker

By: /S/ ANTHONY AIN* March 2, 2000
-----------------
Anthony Ain
as Attorney-in-Fact

* By Anthony Ain, pursuant to Power of Attorney dated December 8, 1999.