G T GLOBAL GROWTH SERIES
497, 1995-06-15
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<PAGE>
                [LOGO]  G.T. GLOBAL GROWTH FUNDS: ADVISOR CLASS
              PROSPECTUS -- MARCH 1, 1995, AS REVISED JUNE 1, 1995

- --------------------------------------------------------------------------------

<TABLE>
<S>                                               <C>
       G.T. GLOBAL: WORLDWIDE GROWTH FUND                 G.T. GLOBAL: EUROPE GROWTH FUND
     G.T. GLOBAL: INTERNATIONAL GROWTH FUND                G.T. GLOBAL: JAPAN GROWTH FUND
      G.T. GLOBAL: NEW PACIFIC GROWTH FUND                G.T. GLOBAL: AMERICA GROWTH FUND
</TABLE>

Each G.T. Global Growth Fund (collectively, "Funds"), organized as a diversified
series of G.T. Global Growth Series ("Company"), seeks long-term growth of
capital by investing in the securities of issuers based in its Primary
Investment Area. There can be no assurance that any Fund will achieve its
investment objective.

The Funds' investment manager, G.T. CAPITAL MANAGEMENT, INC. ("G.T. Capital"),
attempts to identify countries and industries where economic and political
factors, including currency movements, are likely to produce above average
growth rates, and to identify companies within such countries and industries
that are best positioned to benefit from these factors.

G.T. Capital is part of the G.T. Group, a leading international investment
advisory organization with offices throughout the world that long has emphasized
global investment.

Shares offered by this prospectus are available for purchase only by certain
investors and are offered at net asset value without the imposition of a front-
end or contingent deferred sales charge and without a Rule 12b-1 charge.

This Prospectus sets forth concisely the information an investor should know
before investing and should be read carefully and retained for future reference.
A Statement of Additional Information, dated March 1, 1995, as revised June 1,
1995, has been filed with the Securities and Exchange Commission ("SEC") and, as
amended or supplemented from time to time, is incorporated herein by reference.
The Statement of Additional Information is available without charge by writing
to the Funds at 50 California Street, 27th Floor, San Francisco, California
94111, or calling (800) 824-1580.

FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED BY,
ANY BANK, NOR ARE THEY FEDERALLY INSURED OR OTHERWISE PROTECTED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.

An investment in one or more of the Funds offers the following advantages:

/ / Access to Securities Markets Around the World

/ / Professional Management by a Leading Manager with Offices in the World's
    Major Markets

/ / Automatic Dividend and Other Distribution Reinvestment

/ / Exchange Privileges with the Advisor Class of the Other G.T. Global Mutual
    Funds

FOR FURTHER INFORMATION CALL (800) 824-1580 OR CONTACT YOUR

FINANCIAL ADVISOR.

- --------------------------------------------------------------------------------

THESE  SECURITIES  HAVE  NOT  BEEN APPROVED  OR  DISAPPROVED  BY  THE SECURITIES
 AND  EXCHANGE  COMMISSION  OR  ANY   STATE  SECURITIES  COMMISSION,  NOR   HAS
   THE   SECURITIES  AND   EXCHANGE  COMMISSION   OR  ANY   STATE  SECURITIES
     COMMISSION PASSED  ON THE  ACCURACY OR  ADEQUACY OF  THIS  PROSPECTUS.
             ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

                               Prospectus Page 1
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               TABLE OF CONTENTS
- ------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                              Page
                                                                                            ---------
<S>                                                                                         <C>
Prospectus Summary........................................................................          3
Financial Highlights......................................................................          8
Investment Objectives and Policies........................................................         18
How To Invest.............................................................................         23
How to Make Exchanges.....................................................................         24
How to Redeem Shares......................................................................         25
Shareholder Account Manual................................................................         27
Calculation of Net Asset Value............................................................         28
Dividends, Other Distributions and Federal Income Taxation................................         29
Management................................................................................         30
Other Information.........................................................................         36
</TABLE>

                               Prospectus Page 2
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               PROSPECTUS SUMMARY
- ------------------------------------------------------------

<TABLE>
<S>                                                     <C>
          G.T. GLOBAL: WORLDWIDE GROWTH FUND                       G.T. GLOBAL: EUROPE GROWTH FUND
        G.T. GLOBAL: INTERNATIONAL GROWTH FUND                      G.T. GLOBAL: JAPAN GROWTH FUND
         G.T. GLOBAL: NEW PACIFIC GROWTH FUND                      G.T. GLOBAL: AMERICA GROWTH FUND
</TABLE>

The following summary is qualified in its entirety by the more detailed
information appearing in the body of this Prospectus. Cross-references in this
summary are to headings in the body of the Prospectus.

<TABLE>
<S>                            <C>                               <C>
Investment Objectives:         Each Fund seeks long-term growth of capital
Principal Investments:         Each Fund invests primarily in equity securities of issuers within
                               its Primary Investment Area
Investment Manager:            G.T.  Capital,  part of  the G.T.  Group, a  leading international
                               investment advisory  organization  with  over  $20  billion  under
                               management
                               Advisor  Class shares are  offered through this  Prospectus to (a)
Advisor Class Shares:          trustees or  other  fiduciaries  purchasing  shares  for  employee
                               benefit  plans which are sponsored  by organizations which have at
                               least 250 employees; (b) any account investing at least $25,000 in
                               one or more G.T. Global Mutual  Funds if (i) a financial  planner,
                               trust  company,  bank  trust department  or  registered investment
                               adviser has investment discretion over such account, and (ii)  the
                               account holder pays such person as compensation for its advice and
                               other services an annual fee of at least .50% on the assets in the
                               account; (c) any account investing at least $25,000 in one or more
                               G.T.  Global Mutual Funds if (i) such account is established under
                               a "wrap fee" program, and (ii) the account holder pays the sponsor
                               of such program an annual  fee of at least  .50% on the assets  in
                               the  account;  (d)  accounts  advised  by  one  of  the  companies
                               comprising or affiliated with the G.T.  Group; and (e) any of  the
                               companies comprising or affiliated with the G.T. Group
Exchange Privileges:           Advisor Class shares of one Fund may only be exchanged for Advisor
                               Class shares of other G.T. Global Mutual Funds
Dividends and Other
  Distributions:               Dividends  paid annually from available  net investment income and
                               realized net short-term  capital gains;  other distributions  paid
                               annually from realized net capital gain and net gains from foreign
                               currency transactions, if any
Reinvestment:                  Distributions  may  be reinvested  automatically in  Advisor Class
                               shares of  the distributing  Fund or  in Advisor  Class shares  of
                               other G.T. Global Funds
Net Asset Value:               Advisor Class shares of the G.T. Global Growth Funds are expected
                               to be quoted daily in the financial section of most newspapers
</TABLE>

                               Prospectus Page 3
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               PROSPECTUS SUMMARY
                                  (Continued)
- --------------------------------------------------------------------------------

THE FUNDS. Each G.T. Global Growth Fund is a diversified series of G.T. Global
Growth Series ("Company"), a registered open-end management investment company.
Advisor Class shares of each Fund's common stock are available through Financial
Advisors who have entered into agreements with the Fund's distributor, G.T.
Global Financial Services, Inc. ("G.T. Global") and certain of its affiliates.
See "How to Invest" and "Shareholder Account Manual." Shares also may be
acquired directly through the Funds' distributor or through exchanges of shares
of the other G.T. Global Mutual Funds. See "How to Invest" and "Shareholder
Account Manual." Shares may be redeemed through the Funds' transfer agent, G.T.
Global Investor Services, Inc. ("Transfer Agent"). See "How to Redeem Shares"
and "Shareholder Account Manual."

INVESTMENT MANAGER AND ADMINISTRATOR. G.T. Capital is the Funds' investment
manager and administrator. G.T. Capital provides investment management and/or
administration services to all of the G.T. Global Mutual Funds as well as other
institutional, corporate and individual clients. G.T. Capital is part of the
G.T. Group, a leading international investment advisory organization that long
has emphasized global investing. The G.T. Group maintains fully staffed
investment offices in San Francisco, London, Tokyo, Toronto, Hong Kong,
Singapore and Sydney. As of April 1, 1995, total assets under G.T. Group
management exceeded $20 billion. Of this amount, more than $17 billion was
invested in the securities of non-U.S. issuers. The companies comprising the
G.T. Group are indirect subsidiaries of the Prince of Liechtenstein Foundation.
See "Management."

INVESTMENT OBJECTIVES, TECHNIQUES AND RISK FACTORS. Each Fund seeks long-term
capital growth and normally invests at least 80% of its assets in the equity
securities of issuers domiciled in that Fund's Primary Investment Area. The
Primary Investment Area of each Fund corresponds to the Fund's name. Equity
securities in which the Funds may invest include common stocks, preferred stocks
and warrants to acquire such securities. In selecting securities for the Funds,
G.T. Capital attempts to identify those countries (where multiple markets are
permitted) and industries (in each case) where economic and political factors,
including currency movements, are likely to produce above-average growth, and
then seeks those companies within the countries and industries so identified
that are best positioned and managed to take advantage of such factors. See
"Investment Objectives and Policies."

Under normal conditions, 20% to 60% of the Worldwide Growth Fund's assets are
invested in equity securities of U.S. issuers. The America Growth Fund currently
expects to invest a majority of its assets in the securities of small- and
mid-size companies. Each Fund may invest up to 20% of its assets in convertible
bonds and investment grade debt securities, and may invest up to 15% of its net
assets in illiquid securities.

The Funds may engage in certain foreign currency, options and futures
transactions to attempt to hedge against the overall level of investment and
currency risk associated with its present or planned investments. For temporary
defensive purposes, each Fund may hold U.S. or foreign currency and/or may
invest any portion of its assets in debt securities or high quality money market
instruments of U.S. or foreign issuers. The Funds also temporarily may hold cash
and invest in high quality foreign or domestic money market instruments pending
investment of proceeds from new sales of Fund shares, or to meet their ordinary
daily cash needs. See "Investment Objectives and Policies," "Investment
Objectives and Policies -- Other Policies" and "Investment Objectives and
Policies -- Options, Futures and Forward Currency Transactions."

There is no assurance that any Fund will achieve its investment objective. Each
Fund's net asset value will fluctuate, reflecting fluctuations in the market
value of its portfolio positions. Changes in foreign currency exchange rates
also affect each Fund's net asset value, earnings and gains and losses realized
on sales of securities.

Investments in foreign securities involve risks relating to political and
economic developments abroad and the differences between the regulations

                               Prospectus Page 4
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               PROSPECTUS SUMMARY
                                  (Continued)
- --------------------------------------------------------------------------------
to which U.S. and foreign issuers are subject. Individual foreign economies also
may differ favorably or unfavorably from the U.S. economy. Securities of foreign
companies may be less liquid and their prices more volatile than those of
securities of comparable U.S. companies. Certain foreign countries may impose
withholding taxes on income earned and/or gains realized by the Funds in
connection with investments in such countries. Each Fund's participation in the
currency, options and futures markets involves certain risks and transaction
costs. See "Investment Objectives and Policies -- Risk Factors."

EXPENSES. Each Fund (except America Growth Fund) pays G.T. Capital investment
management and administration fees, based on the average daily net assets of the
Fund, at the annualized rate of .975% on the first $500 million, .95% on the
next $500 million, .925% on the next $500 million, and .90% on amounts
thereafter. America Growth Fund pays G.T. Capital investment management and
administration fees, based on its average daily net assets, at the annualized
rate of .725% on the first $500 million, .70% on the next $500 million, .675% on
the next $500 million, and .65% on amounts thereafter. G.T. Capital has
undertaken to limit each Fund's, other than America Growth Fund's, expenses
(exclusive of brokerage commissions, taxes, interest and extraordinary expenses)
to the maximum annual level 1.90% of the average daily net assets of each
Advisor Class shares. Similarly, G.T. Capital has undertaken to limit the
America Growth Fund's expenses (exclusive of brokerage commissions, taxes,
interest and extraordinary expenses) to the maximum annual level of 1.65% of the
average daily net assets of the Fund's Advisor Class shares.

                               Prospectus Page 5
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               PROSPECTUS SUMMARY
                                  (Continued)
- --------------------------------------------------------------------------------

SUMMARY OF INVESTOR COSTS. The expenses and maximum transactions costs
associated with investing in the Advisor Class shares of each Fund are reflected
in the following tables*:

<TABLE>
<CAPTION>
                                              G.T. GLOBAL:  G.T. GLOBAL:    G.T. GLOBAL:   G.T. GLOBAL:  G.T. GLOBAL:  G.T. GLOBAL:
                                               WORLDWIDE    INTERNATIONAL       NEW           EUROPE        JAPAN        AMERICA
                                                 GROWTH        GROWTH      PACIFIC GROWTH     GROWTH        GROWTH        GROWTH
                                                  FUND          FUND            FUND           FUND          FUND          FUND
                                              ------------  -------------  --------------  ------------  ------------  ------------
                                                ADVISOR        ADVISOR        ADVISOR        ADVISOR       ADVISOR       ADVISOR
                                                 CLASS          CLASS          CLASS          CLASS         CLASS         CLASS
                                              ------------  -------------  --------------  ------------  ------------  ------------
<S>                                           <C>           <C>            <C>             <C>           <C>           <C>
SHAREHOLDER TRANSACTION COSTS:
  Maximum sales charge on purchases (as a %
    of offering price)......................          None           None            None          None        None            None
  Sales charges on reinvested
    distributions...........................          None           None            None          None        None            None
  Deferred sales
    charges.................................          None           None            None          None        None            None
  Redemption charges........................          None           None            None          None        None            None
  Exchange fees:
    -- On first four exchanges each
     year...................................          None           None            None          None        None            None
    -- On each additional exchange..........         $7.50          $7.50           $7.50         $7.50       $7.50           $7.50

ANNUAL FUND OPERATING EXPENSES (AS A % OF
  AVERAGE NET ASSETS):
  Investment management and administration
    fees....................................          .98%           .97%            .97%          .96%        .98%            .73%
  12b-1 service and distribution costs......          None           None            None          None        None            None
  Other expenses............................         0.57%          0.47%           0.58%         0.57%       0.77%           0.51%
                                              ------------  -------------  --------------  ------------  ------------  ------------
  Total Fund Operating Expenses.............         1.55%          1.44%           1.55%         1.53%       1.75%           1.24%
                                              ------------  -------------  --------------  ------------  ------------  ------------
                                              ------------  -------------  --------------  ------------  ------------  ------------
</TABLE>

- --------------

HYPOTHETICAL EXAMPLE OF EFFECT OF EXPENSES:

An investor directly or indirectly would have paid the following expenses at the
end of the periods shown on a $1,000 investment, assuming a 5% annual return*:

<TABLE>
<CAPTION>
                                                                                     1 YEAR     3 YEARS     5 YEARS   10 YEARS
                                                                                   ----------  ----------  ---------  ---------
<S>                                                                                <C>         <C>         <C>        <C>
  G.T. Global: Worldwide Growth Fund
      Advisor Class shares.......................................................        $16         $48      N/A        N/A
  G.T. Global: International Growth Fund
      Advisor Class shares.......................................................         14          45      N/A        N/A
  G.T. Global: New Pacific Growth Fund
      Advisor Class shares.......................................................         16          48      N/A        N/A
</TABLE>

                               Prospectus Page 6
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               PROSPECTUS SUMMARY
                                  (Continued)
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                     1 YEAR     3 YEARS     5 YEARS   10 YEARS
                                                                                   ----------  ----------  ---------  ---------
<S>                                                                                <C>         <C>         <C>        <C>
  G.T. Europe Growth Fund
      Advisor Class shares.......................................................        $15         $48      N/A        N/A
  G.T. Japan Growth Fund
      Advisor Class shares.......................................................         18          54      N/A        N/A
  G.T. America Growth Fund
      Advisor Class shares.......................................................         12          39      N/A        N/A
<FN>
- ------------------
*    BECAUSE ADVISOR CLASS SHARES HAVE NOT PREVIOUSLY BEEN OFFERED, EXPENSES ARE
     ESTIMATES AND DO NOT REFLECT ACTUAL ADVISOR CLASS EXPENSES. SUCH DATA ARE
     DERIVED FROM CLASS A AND CLASS B SHARE EXPENSES FOR A FUND'S FISCAL YEAR
     ENDED DECEMBER 31, 1994. THESE TABLES ARE INTENDED TO ASSIST INVESTORS IN
     UNDERSTANDING THE VARIOUS COSTS AND EXPENSES ASSOCIATED WITH INVESTING IN
     THE FUNDS. "Other expenses" include custody, transfer agent, legal, audit
     and other expenses. The transfer agent fees are calculated on a per account
     and per transaction basis, rather than on the basis of average net assets.
     "Other Expenses" may be reduced to the extent that (i) certain
     broker/dealers executing the Funds' portfolio transactions pay all or a
     portion of the Funds' custodian expenses, or (ii) fees received in
     connection with the lending of portfolio securities are used to reduce
     custodian fees. These arrangements are not anticipated to materially
     increase the brokerage commissions paid by the Funds. Without such
     reductions, "Other expenses" for Advisor Class shares of Worldwide Growth
     Fund, International Growth Fund, Pacific Growth Fund, Europe Growth Fund,
     Japan Growth Fund, and America Growth Fund are estimated to be 0.60%,
     0.52%, 0.63%, 0.65%, 0.89% and 0.51%, respectively. See "Management" herein
     and in the Statement of Additional Information for more information.
     Investors purchasing Advisor Class shares through financial planners, trust
     companies, bank trust departments or registered investment advisers, or
     under a "wrap fee" program, will be subject to additional fees charged by
     such entities or by the sponsors of such programs. Where any account
     advised by one of the companies comprising or affiliated with the G.T.
     Group invests in Advisor Class shares of a Fund, such account shall not be
     subject to duplicative advisory fees. THE "HYPOTHETICAL EXAMPLE" SET FORTH
     ABOVE IS NOT A REPRESENTATION OF PAST OR FUTURE EXPENSES; EACH FUND'S
     ACTUAL EXPENSES MAY BE MORE OR LESS THAN THOSE SHOWN. The above tables and
     the assumption in the Hypothetical Example of a 5% annual return are
     required by regulation of the Securities and Exchange Commission applicable
     to all mutual funds; the 5% annual return is not a prediction of and does
     not represent the Funds' projected or actual performance.
</TABLE>

                               Prospectus Page 7
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                              FINANCIAL HIGHLIGHTS

- --------------------------------------------------------------------------------

The tables below provide condensed information concerning income and capital
changes for one share of each Fund for the periods shown. This information is
supplemented by the financial statements and accompanying notes appearing in the
Statement of Additional Information. The financial statements and notes for
fiscal year ended December 31, 1994 have been audited by Coopers & Lybrand,
L.L.P., independent accountants, whose reports thereon appear in the Statement
of Additional Information. Information presented below for the periods ended
December 31, 1991 and prior thereto was audited by other auditors, which served
as the Funds' independent certified public accountants for those periods.
Financial information is not presented for Advisor Class shares because no
shares of that class were outstanding during the periods presented below.

                       G.T. GLOBAL: WORLDWIDE GROWTH FUND
<TABLE>
<CAPTION>
                                   CLASS B++
                           -------------------------
                                          APRIL 1,                                       CLASS A+
                                            1993       ----------------------------------------------------------------------------
                                             TO
                           YEAR ENDED     DECEMBER                               YEAR ENDED DECEMBER 31,
                            DECEMBER         31,       ----------------------------------------------------------------------------
                            31, 1994        1993*        1994       1993*       1992        1991        1990       1989      1988
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
<S>                        <C>           <C>           <C>        <C>         <C>         <C>         <C>        <C>        <C>
Per Share Operating
 Performance:
Net asset value,
 beginning of period.....    $17.39       $15.67        $17.47    $ 14.47     $ 14.07     $ 11.83     $13.63     $10.18      $8.84
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
Net investment income
 (loss)..................     (0.11)       (0.04)        (0.00)      0.04        0.07        0.10       0.11      (0.01)      0.02
Net realized and
 unrealized gain (loss)
 on investments..........     (1.16)        2.72         (1.16)      3.92        0.39        2.29      (1.82)      3.82       1.42
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
Net increase (decrease)
 in net asset value
 resulting from
 investment operations...     (1.27)        2.68         (1.16)      3.96        0.46        2.39      (1.71)      3.81       1.44
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
Distributions:
  Net investment
   income................     (0.00)       (0.00)        (0.00)     (0.00)      (0.00)      (0.15)     (0.09)     (0.00)     (0.00)
  Net realized gain on
   investments...........     (0.78)       (0.96)        (0.78)     (0.96)      (0.06)      (0.00)     (0.00)     (0.36)     (0.10)
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
    Total
     distributions.......     (0.78)       (0.96)        (0.78)     (0.96)      (0.06)      (0.15)     (0.09)     (0.36)     (0.10)
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
Net asset value, end of
 period..................    $15.34       $17.39        $15.53    $ 17.47     $ 14.47     $ 14.07     $11.83     $13.63     $10.18
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
Total investment return
 (c).....................     (7.32)%       17.3%(a)     (6.65)%     27.6%        3.3%       20.3%    (12.5)%      37.6%      16.3%
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------
                           -----------   -----------   --------   ---------   ---------   ---------   --------   --------   -------

Ratios and supplemental
 data:
Net assets, end of period
 (in 000's)..............   $52,567      $20,592       $182,467   $193,997    $141,310    $126,868    $85,894    $38,263    $11,673
Ratio of net investment
 income (loss) to average
 net assets..............     (0.66)%       (0.4)%(b)    (0.01)%      0.9%        0.5%        0.8%       0.7%      (0.1)%      0.2%
Ratio of expenses to
 average net assets
 before expense
 reductions..............      2.49%                      1.84%
Ratio of expenses to
 average net assets......      2.46%         2.5%(b)      1.81%       1.9%        2.1%        2.0%       2.1%       2.0%       2.0%
Portfolio turnover
 rate+++.................        86%          92%           86%        92%         95%        122%       107%        91%       181%

<CAPTION>

                           JUNE 9, 1987
                           (COMMENCEMENT
                                OF
                            OPERATIONS)
                              THROUGH
                           DECEMBER 31,
                               1987
                           -------------
<S>                        <C>
Per Share Operating
 Performance:
Net asset value,
 beginning of period.....    $ 10.00
                           -------------
Net investment income
 (loss)..................      (0.05)
Net realized and
 unrealized gain (loss)
 on investments..........      (1.11)
                           -------------
Net increase (decrease)
 in net asset value
 resulting from
 investment operations...      (1.16)
                           -------------
Distributions:
  Net investment
   income................      (0.00)
  Net realized gain on
   investments...........      (0.00)
                           -------------
    Total
     distributions.......      (0.00)
                           -------------
Net asset value, end of
 period..................    $  8.84
                           -------------
                           -------------
Total investment return
 (c).....................     (11.60)%(a)
                           -------------
                           -------------
Ratios and supplemental
 data:
Net assets, end of period
 (in 000's)..............     $6,570
Ratio of net investment
 income (loss) to average
 net assets..............       (1.4)%(b)
Ratio of expenses to
 average net assets
 before expense
 reductions..............
Ratio of expenses to
 average net assets......        2.8%(b)
Portfolio turnover
 rate+++.................        271%
<FN>
- ------------------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
+++  Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
*    Calculated based upon weighted average shares outstanding during the
     period.
(a)  Not annualized.
(b)  Annualized.
(c)  Total investment return does not include sales charges.
</TABLE>

                               Prospectus Page 8
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                        G.T. GLOBAL: AMERICA GROWTH FUND
<TABLE>
<CAPTION>
                          CLASS B+
                 ---------------------------                                         CLASS A+
                                  APRIL 1,     ------------------------------------------------------------------------------------
                                    1993
                  YEAR ENDED         TO                                      YEAR ENDED DECEMBER 31,
                 DECEMBER 31,   DECEMBER 31,   ------------------------------------------------------------------------------------
                   1994(C)          1993         1994(C)         1993         1992        1991        1990        1989       1988
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
<S>              <C>            <C>            <C>            <C>          <C>          <C>         <C>         <C>        <C>
Per Share
 Operating
 Performance:
Net asset
 value,
 beginning of
 year..........    $ 17.09        $ 15.90      $  17.17       $  17.12     $  14.13     $ 11.89     $ 12.84     $ 8.76     $ 8.56
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
Net investment
 income
 (loss)........      (0.09)         (0.29)         0.04          (0.21 )      (0.11 )      0.01       (0.01 )     0.10 *    (0.40 )
Net realized
 and unrealized
 gain (loss) on
 investments...       2.55           2.78          2.55           1.56         4.54        2.28       (0.94 )     4.65       1.35
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
Net increase
 (decrease) in
 net asset
 value
 resulting from
 investment
 operations....       2.46           2.49          2.59           1.35         4.43        2.29       (0.95 )     4.75       0.95
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
Distributions:
  Net
   investment
   income......      (0.00)         (0.00)        (0.02)         (0.00 )      (0.00 )     (0.01 )     (0.00 )    (0.10 )    (0.00 )
  Net realized
   gain on
 investments...      (2.05)         (1.30)        (2.05)         (1.30 )      (1.44 )     (0.04 )     (0.00 )    (0.57 )    (0.75 )
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
    Total
    distributions...     (2.05)     (1.30)        (2.07)         (1.30 )      (1.44 )     (0.05 )     (0.00 )    (0.67 )    (0.75 )
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
Net asset
 value, end of
 year..........    $ 17.50        $ 17.09      $  17.69       $  17.17     $  17.12     $ 14.13     $ 11.89     $12.84     $ 8.76
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
Total
 investment
 return**
 (d)...........      15.06%          16.1%(a)     15.69%        8.3    %    31.7    %   19.3    %   (7.4    )%  54.8   %   11.1   %
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
                 ------------   ------------   ------------   ----------   ----------   ---------   ---------   --------   --------
Ratios and
 supplemental
 data:
Net assets, end
 of period (in
 000's)........    $80,060        $ 1,982      $196,937       $116,468     $166,712     $88,041     $65,413     $9,930     $1,548
Ratio of net
 investment
 income (loss)
 to average net
 assets........      (0.48)%         (1.3)%(b)     0.17%       (0.7    )%   (1.1    )%   0.0    %   (0.1    )%  1.2    %*  (4.7   )%
Ratio of
 expenses to
 average net
 assets after
 expense
 reductions....       2.23%           2.2%(b)      1.58%        1.6    %     1.8    %    1.7    %    2.0    %   1.9    %*  5.1    %
Portfolio
 turnover
 rate++........        102%            92%          102%         92    %     114    %    156    %    145    %   133    %   184    %

<CAPTION>

                  JUNE 9, 1987
                 (COMMENCEMENT
                 OF OPERATIONS)
                    THROUGH
                  DECEMBER 31,
                      1987
                 --------------
<S>              <C>
Per Share
 Operating
 Performance:
Net asset
 value,
 beginning of
 year..........     $10.00
                 -------
Net investment
 income
 (loss)........      (0.19 )
Net realized
 and unrealized
 gain (loss) on
 investments...      (1.25 )
                 -------
Net increase
 (decrease) in
 net asset
 value
 resulting from
 investment
 operations....      (1.44 )
                 -------
Distributions:
  Net
   investment
   income......      (0.00 )
  Net realized
   gain on
 investments...      (0.00 )
                 -------
    Total
    distributio      (0.00 )
                 -------
Net asset
 value, end of
 year..........     $ 8.56
                 -------
                 -------
Total
 investment
 return**
 (d)...........   (14.4    )%(a)
                 -------
                 -------
Ratios and
 supplemental
 data:
Net assets, end
 of period (in
 000's)........   1,$039
Ratio of net
 investment
 income (loss)
 to average net
 assets........    (2.7    )%(b)
Ratio of
 expenses to
 average net
 assets after
 expense
 reductions....     3.8    %(b)
Portfolio
 turnover
 rate++........     505    %
<FN>
- ------------------------
+    Commencing April 1, 1993, the Fund began offering Class B shares. All
     capital shares issued and outstanding as of March 31, 1993 were
     reclassified as Class A shares.
++   Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
*    Includes reimbursement by G.T. Capital Management, Inc. of Fund operating
     expenses of $0.11. Without such reimbursement, the ratio of expenses to
     average net assets would have been 3.3% and the ratio of net investment
     income to average net assets would have been (1.2)%.
**   Total investment return does not reflect the maximum sales charge on
     purchases of Class A shares and the contingent deferred sales charge
     imposed on certain redemptions of Class B shares.
(a)  Not annualized.
(b)  Annualized.
(c)  The selected per share data were calculated based upon weighted average
     shares outstanding.
(d)  Total investment return does not include sales charge.
</TABLE>

                               Prospectus Page 9
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                     G.T. GLOBAL: INTERNATIONAL GROWTH FUND

<TABLE>
<CAPTION>
                                                                                                  CLASS A+
                                                    CLASS B+                -----------------------------------------------------
                                        ---------------------------------
                                         YEAR ENDED      APRIL 1, 1993                     YEAR ENDED DECEMBER 31,
                                        DECEMBER 31,           TO           -----------------------------------------------------
                                            1994       DECEMBER 31, 1993*       1994        1993*      1992      1991      1990
                                        ------------   ------------------   ------------   --------  --------  --------  --------
<S>                                     <C>            <C>                  <C>            <C>       <C>       <C>       <C>
Per Share Operating Performance:
Net asset value, beginning of
 period...............................    $ 10.98           $  8.74         $  11.02       $   8.21  $   8.74  $   7.82  $   9.25
                                        ------------       --------         ------------   --------  --------  --------  --------
Net investment income (loss)..........      (0.10)            (0.01)           (0.04)          0.03      0.11      0.14      0.10
Net realized and unrealized gain
 (loss) on investments................      (0.82)             2.25            (0.82)          2.78     (0.62)     0.89     (1.42)
                                        ------------       --------         ------------   --------  --------  --------  --------
Net increase (decrease) in net asset
 value resulting from investment
 operations...........................      (0.92)             2.24            (0.86)          2.81     (0.51)     1.03     (1.32)
                                        ------------       --------         ------------   --------  --------  --------  --------
Distributions:
  Net investment income...............      (0.04)            (0.00)           (0.04)         (0.00)    (0.02)    (0.11)    (0.11)
  Net realized gain on investments....      (0.95)            (0.00)           (0.95)         (0.00)    (0.00)    (0.00)    (0.00)
                                        ------------       --------         ------------   --------  --------  --------  --------
      Total distributions.............      (0.99)            (0.00)           (0.99)         (0.00)    (0.02)    (0.11)    (0.11)
                                        ------------       --------         ------------   --------  --------  --------  --------
Net asset value, end of period........    $  9.07           $ 10.98         $   9.17       $  11.02  $   8.21  $   8.74  $   7.82
                                        ------------       --------         ------------   --------  --------  --------  --------
                                        ------------       --------         ------------   --------  --------  --------  --------
Total investment return***............      (8.36)%            25.6%(a)        (7.78)%         34.2%     (5.8)%     13.2%    (14.3)%
                                        ------------       --------         ------------   --------  --------  --------  --------
                                        ------------       --------         ------------   --------  --------  --------  --------

Ratios and supplemental data:
Net assets, end of period (in
 000's)...............................    $71,794           $30,745         $430,701       $523,397  $421,693  $463,851  $343,949
Ratio of net investment income (loss)
 to average net assets................      (0.69)%            (0.4)%(b)       (0.04)%          0.3%      1.2%      1.5%      1.4%
Ratio of expenses to average net
 assets before expense reductions.....       2.40%                              1.75%
Ratio of expenses to average net
 assets after expense reductions......       2.35%              2.4%(b)          1.7%           1.8%      1.9%      1.9%      1.9%
Portfolio turnover rate++.............         96%               90%              96%            90%       89%       83%       58%
<FN>
- --------------------
+    Commencing April 1, 1993, the Fund began offering Class B shares. All
     capital shares issued and outstanding as of March 31, 1993 were reclassi-
     fied as Class A shares.
++   Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
*    Calculated based upon weighted average shares outstanding during the year.
**   The per share data reflects a 3 for 1 stock split effective August 14,
     1989.
***  Total investment return does not reflect the maximum sales charge on
     purchases of Class A shares and the contingent deferred sales charge im-
     posed on certain redemptions of Class B shares.
(a)  Not annualized.
(b)  Annualized.
</TABLE>

                               Prospectus Page 10
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                     G.T. GLOBAL: INTERNATIONAL GROWTH FUND
                                  (CONTINUED)

<TABLE>
<CAPTION>
                                                                                                     JULY 19, 1985
                                                                      CLASS A+                       (COMMENCEMENT
                                                    --------------------------------------------          OF
                                                                                                      OPERATIONS)
                                                              YEAR ENDED DECEMBER 31,                   THROUGH
                                                    --------------------------------------------     DECEMBER 31,
                                                     1989**      1988**      1987**      1986**         1985**
                                                    --------     -------     -------     -------     -------------
<S>                                                 <C>          <C>         <C>         <C>         <C>
Per Share Operating Performance:
Net asset value, beginning of period..............  $   6.77     $  5.71     $  6.13     $  4.16        $ 3.33
                                                    --------     -------     -------     -------     -------------
Net investment income (loss)......................      0.01       (0.01)      (0.01)      (0.05)        (0.02)
Net realized and unrealized gain (loss) on
 investments......................................      2.60        1.12        0.35        2.22          0.85
                                                    --------     -------     -------     -------     -------------
Net increase (decrease) in net asset value
 resulting from investment operations.............      2.61        1.11        0.34        2.17          0.83
                                                    --------     -------     -------     -------     -------------
Distributions:
  Net investment income...........................     (0.00)      (0.00)      (0.00)      (0.00)        (0.00)
  Net realized gain on investments and foreign
   currency.......................................     (0.13)      (0.05)      (0.76)      (0.20)        (0.00)
                                                    --------     -------     -------     -------     -------------
      Total distributions.........................     (0.13)      (0.05)      (0.76)      (0.20)        (0.00)
                                                    --------     -------     -------     -------     -------------
Net asset value, end of period....................  $   9.25     $  6.77     $  5.71     $  6.13        $ 4.16
                                                    --------     -------     -------     -------     -------------
                                                    --------     -------     -------     -------     -------------
Total investment return***........................      38.6%       19.4%        6.2%       53.7%         24.7%(a)
                                                    --------     -------     -------     -------     -------------
                                                    --------     -------     -------     -------     -------------

Ratios and supplemental data:
Net assets, end of period (in 000's)..............  $136,975     $29,792     $17,178     $12,052        $1,797
Ratio of net investment income (loss) to average
 net assets.......................................       0.1%       (0.2)%      (0.3)%      (0.9)%        (1.1)%(b)
Ratio of expenses to average net assets...........       1.9%        2.1%        1.9%        1.9%          2.4%(b)
Portfolio turnover rate++.........................        82%        115%        198%        122%           37%
</TABLE>

                               Prospectus Page 11
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                      G.T. GLOBAL: NEW PACIFIC GROWTH FUND

<TABLE>
<CAPTION>
                                                                                                 CLASS A+
                                                    CLASS B+               -----------------------------------------------------
                                        --------------------------------
                                         YEAR ENDED      APRIL 1, 1993                    YEAR ENDED DECEMBER 31,
                                        DECEMBER 31,          TO           -----------------------------------------------------
                                            1994       DECEMBER 31, 1993       1994         1993      1992      1991      1990
                                        ------------   -----------------   ------------   --------  --------  --------  --------
<S>                                     <C>            <C>                 <C>            <C>       <C>       <C>       <C>
Per Share Operating Performance:
Net asset value, beginning of
 period...............................  $  15.79            $ 11.27        $  15.86         $10.31    $11.30    $10.57    $12.61
                                        ------------       --------        ------------   --------  --------  --------  --------
Net investment income (loss)..........     (0.06)             (0.10)           0.02          (0.03)     0.07      0.11      0.13
Net realized and unrealized gain
 (loss) on investments................     (3.15)              5.27           (3.15)          6.23     (0.97)     1.25     (1.51)
                                        ------------       --------        ------------   --------  --------  --------  --------
Net increase (decrease) in net asset
 value resulting from investment
 operations...........................     (3.21)              5.17           (3.13)          6.20     (0.90)     1.36     (1.38)
                                        ------------       --------        ------------   --------  --------  --------  --------
Distributions:
  Net investment income...............     (0.00)             (0.00)          (0.01)         (0.00)    (0.06)    (0.08)    (0.12)
  Net realized gain on investments....     (0.55)             (0.65)          (0.55)         (0.65)    (0.03)    (0.55)    (0.54)
  In excess of net realized gain on
   investments........................     (0.07)                             (0.07)
                                        ------------       --------        ------------   --------  --------  --------  --------
    Total distributions...............     (0.62)             (0.65)          (0.63)         (0.65)    (0.09)    (0.63)    (0.66)
                                        ------------       --------        ------------   --------  --------  --------  --------
Net asset value, end of period........  $  11.96            $ 15.79        $  12.10         $15.86    $10.31    $11.30    $10.57
                                        ------------       --------        ------------   --------  --------  --------  --------
                                        ------------       --------        ------------   --------  --------  --------  --------
Total investment return**.............    (20.30)%             46.3%(a)      (19.73)%         60.6%     (8.0)%     13.1%    (11.0)%
                                        ------------       --------        ------------   --------  --------  --------  --------
                                        ------------       --------        ------------   --------  --------  --------  --------

Ratio and supplemental data:
Net assets, end of period (in
 000's)...............................  $120,171            $72,122        $404,680       $498,898  $281,418  $333,800  $234,793
Ratio of net investment income (loss)
 to average net assets................     (0.54)%             (0.9)%(b)       0.11%          (0.3)%      0.6%      1.0%      1.1%
Ratio of expenses to average net
 assets before expense reductions.....      2.51%                              1.86%
Ratio of expenses to average net
 assets after expense reductions......      2.46%               2.5%(b)        1.81%           1.9%      2.0%      2.0%      2.1%
Portfolio turnover rate++.............        87%               117%             87%           117%       72%       85%       75%
<FN>
- ------------------------
+    Commencing April 1, 1993, the Fund began offering Class B shares. All
     capital shares issued and outstanding as of March 31, 1993 were
     reclassified as Class A shares.
++   Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
*    The per share data reflects a 2 for 1 stock split effective August 14,
     1989.
**   Total investment return does not reflect the maximum sales charge on
     purchases of Class A shares and the contingent deferred sales charge
     imposed on certain redemptions of Class B shares.
(a)  Not annualized.
(b)  Annualized.
</TABLE>

                               Prospectus Page 12
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                      G.T. GLOBAL: NEW PACIFIC GROWTH FUND
                                  (CONTINUED)

<TABLE>
<CAPTION>
                                                                                     CLASS A+
                                                  -------------------------------------------------------------------------------
                                                                              YEAR ENDED DECEMBER 31,
                                                  -------------------------------------------------------------------------------
                                                    1989*         1988*         1987*         1986*         1985*         1984*
                                                  ---------     ---------     ---------     ---------     ---------     ---------
<S>                                               <C>           <C>           <C>           <C>           <C>           <C>
Per Share Operating Performance:
Net asset value, beginning of period.........         $8.74         $7.25        $14.98         $8.82         $8.49         $8.95
                                                  ---------     ---------     ---------     ---------     ---------     ---------
Net investment income (loss).................         (0.01)         0.01         (0.01)        (0.05)         0.04          0.05
Net realized and unrealized gain (loss) on
 investments.................................          4.21          1.66          0.51          6.22          0.72         (0.03)
                                                  ---------     ---------     ---------     ---------     ---------     ---------
Net increase (decrease) in net asset value
 resulting from investment operations........          4.20          1.67          0.50          6.17          0.76          0.02
                                                  ---------     ---------     ---------     ---------     ---------     ---------
Distributions:
  Net investment income......................         (0.00)        (0.00)        (0.00)        (0.01)        (0.03)        (0.30)
  Net realized gain on investments and
   foreign currency..........................         (0.33)        (0.18)        (8.23)        (0.00)        (0.40)        (0.18)
                                                  ---------     ---------     ---------     ---------     ---------     ---------
    Total distributions......................         (0.33)        (0.18)        (8.23)        (0.01)        (0.43)        (0.48)
                                                  ---------     ---------     ---------     ---------     ---------     ---------
Net asset value, end of period...............        $12.61         $8.74         $7.25        $14.98         $8.82         $8.49
                                                  ---------     ---------     ---------     ---------     ---------     ---------
                                                  ---------     ---------     ---------     ---------     ---------     ---------
Total investment return**....................          48.1%         23.2%          5.7%         69.9%          9.3%         (3.0)%
                                                  ---------     ---------     ---------     ---------     ---------     ---------
                                                  ---------     ---------     ---------     ---------     ---------     ---------

Ratio and supplemental data:
Net assets, end of period (in 000's).........      $170,071       $56,342      $642,969      $648,157      $530,986      $466,685
Ratio of net investment income (loss) to
 average net assets..........................          (0.1)%         0.0%         (0.2)%        (0.5)%         0.4%          0.6%
Ratio of expenses to average net assets......           2.0%          2.2%          1.9%          1.4%          1.4%          1.4%
Portfolio turnover rate++....................            70%          107%          215%          229%           81%           68%
</TABLE>

                               Prospectus Page 13
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                        G.T. GLOBAL: EUROPE GROWTH FUND

<TABLE>
<CAPTION>
                                                                                            CLASS A+
                                            CLASS B+                ---------------------------------------------------------
                                ---------------------------------
                                 YEAR ENDED      APRIL 1, 1993                       YEAR ENDED DECEMBER 31,
                                DECEMBER 31,           TO           ---------------------------------------------------------
                                   1994*       DECEMBER 31, 1993*      1994*        1993*     1992*       1991        1990
                                ------------   ------------------   ------------   --------  --------  ----------  ----------
<S>                             <C>            <C>                  <C>            <C>       <C>       <C>         <C>
Per Share Operating
 Performance:
Net asset value, beginning of
 period.......................    $ 10.79           $  9.02         $  10.84          $8.51     $9.59       $9.33      $10.94
                                ------------       --------         ------------   --------  --------  ----------  ----------
Net investment income.........      (0.00)             0.00             0.06           0.05      0.11***       0.21       0.10
Net realized and unrealized
 gain (loss) on investments
 and foreign currency.........      (0.69)             1.85            (0.69)          2.36     (1.19)       0.19       (1.71)
                                ------------       --------         ------------   --------  --------  ----------  ----------
Net increase (decrease) in net
 asset value resulting from
 investment operations........      (0.69)             1.85            (0.63)          2.41     (1.08)       0.40       (1.61)
                                ------------       --------         ------------   --------  --------  ----------  ----------
Distributions:
  Net investment income.......      (0.00)            (0.06)           (0.05)         (0.06)    (0.00)      (0.14)      (0.00)
  In excess of net investment
   income.....................      (0.00)            (0.02)           (0.00)         (0.02)    (0.00)      (0.00)      (0.00)
  In excess of net realized
   gain on investments........      (0.13)            (0.00)           (0.13)         (0.00)    (0.00)      (0.00)      (0.00)
                                ------------       --------         ------------   --------  --------  ----------  ----------
      Total distributions.....      (0.13)            (0.08)           (0.18)         (0.08)    (0.00)      (0.14)      (0.00)
                                ------------       --------         ------------   --------  --------  ----------  ----------
Net asset value, end of
 year.........................    $  9.97           $ 10.79         $  10.03         $10.84     $8.51       $9.59       $9.33
                                ------------       --------         ------------   --------  --------  ----------  ----------
                                ------------       --------         ------------   --------  --------  ----------  ----------
Total investment return****...      (6.38)%            20.5%(a)        (5.80)%         28.3%    (11.3)%        4.3%      (14.7)%
                                ------------       --------         ------------   --------  --------  ----------  ----------
                                ------------       --------         ------------   --------  --------  ----------  ----------

Ratios and supplemental data:
Net assets, end of period (in
 000's).......................    $81,602           $34,048         $646,313       $854,701  $781,607  $1,211,709  $1,428,677
Ratio of net investment income
 (loss) to average net
 assets.......................      (0.04)%            (0.1)%(b)        0.61%           0.6%      1.2 ***        1.7%        1.1%
Ratio of expenses to average
 net assets before expense
 reductions...................       2.46%                              1.81%
Ratio of expenses to average
 net assets after expense
 reductions...................       2.38%              2.6%(b)         1.73%           1.9%      2.0 ***        1.8%        1.9%
Portfolio turnover rate++.....         91%               67%              91%            67%       65%         55%         34%
<FN>
- ------------------------
+      Commencing April 1, 1993, the Fund began offering Class B shares. All
       capital shares issued and outstanding as of March 31, 1993 were
       reclassified as Class A shares.
++     Portfolio turnover is calculated on the basis of the Fund as a whole
       without distinguishing between the classes of shares issued.
+++    Includes waivers of investment management and administration fees and
       partial reimbursement of operating expenses by G.T. Capital Management,
       Inc.
*      Calculated based upon weighted average shares outstanding during the
       year.
**     The per share data reflects a 2 for 1 stock split effective August 14,
       1989.
***    Includes reimbursement by G.T. Capital Management, Inc. of Fund Class A
       operating expenses of less than one cent per share. Without such
       reimbursement, the ratio of expenses to average net assets would have
       been 2.1% and the ratio of net investment income to average net assets
       would have been 1.2%.
****   Total investment return does not reflect the maximum sales charge on
       purchases of Class A shares and the contingent deferred sales charge
       imposed on certain redemptions of Class B shares.
(a)    Not annualized.
(b)    Annualized.
</TABLE>

                               Prospectus Page 14
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                        G.T. GLOBAL: EUROPE GROWTH FUND
                                  (CONTINUED)

<TABLE>
<CAPTION>
                                                                                                                   JULY 19,
                                                                                                                     1985
                                                                           CLASS A+                               (COMMENCEMENT
                                                  ----------------------------------------------------------          OF
                                                                                                                  OPERATIONS)
                                                                   YEAR ENDED DECEMBER 31,                          THROUGH
                                                  ----------------------------------------------------------       DECEMBER
                                                    1989**         1988**       1987**             1986**         31, 1985**
                                                  ----------      --------      -------         ------------      -----------
<S>                                               <C>             <C>           <C>             <C>               <C>
Per Share Operating Performance:
Net asset value, beginning of period.........          $7.77       $7.76          $9.62           $6.82           $ 5.00
                                                  ----------      --------      -------         ------------      -----------
Net investment income (loss).................          (0.02)      (0.07)         (0.00)+++       (0.03)+++        (0.03)
Net realized and unrealized gain (loss) on
 investments and foreign currency............           3.19        0.87           0.57            2.83             1.85
                                                  ----------      --------      -------         ------------      -----------
Net increase (decrease) in net asset value
 resulting from investment operations........           3.17        0.80           0.57            2.80             1.82
                                                  ----------      --------      -------         ------------      -----------
Distributions:
  Net investment income......................          (0.00)      (0.00)         (0.00)          (0.00)           (0.00)
  Net realized gain on investments...........          (0.00)      (0.79)         (2.43)          (0.00)           (0.00)
                                                  ----------      --------      -------         ------------      -----------
      Total distributions....................          (0.00)      (0.79)         (2.43)          (0.00)           (0.00)
                                                  ----------      --------      -------         ------------      -----------
Net asset value, end of period...............         $10.94       $7.77          $7.76           $9.62           $ 6.82
                                                  ----------      --------      -------         ------------      -----------
                                                  ----------      --------      -------         ------------      -----------
Total investment return****..................           40.7%       11.1%           6.6%           41.0%            36.4%(a)
                                                  ----------      --------      -------         ------------      -----------
                                                  ----------      --------      -------         ------------      -----------

Ratios and supplemental data:
Net assets, end of period (in 000's).........       $382,428      $8,376        $10,227          $9,809           $1,004
Ratio of net investment income (loss) to
 average net assets..........................           (0.6)%      (1.0)%        (0.00)%+++       (0.4)%+++        (1.1)%(b)
Ratio of expenses to average net assets......            1.9%        3.6%           2.0%+++         2.0%+++          2.8%(b)
Portfolio turnover rate++....................             43%        153%           193%            102%             0.2%
</TABLE>

                               Prospectus Page 15
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                         G.T. GLOBAL: JAPAN GROWTH FUND

<TABLE>
<CAPTION>
                                                                                                CLASS A+
                                                 CLASS B+               ---------------------------------------------------------
                                     --------------------------------
                                      YEAR ENDED      APRIL 1, 1993                      YEAR ENDED DECEMBER 31,
                                     DECEMBER 31,          TO           ---------------------------------------------------------
                                         1994       DECEMBER 31, 1993      1994        1993      1992*        1991        1990
                                     ------------   -----------------   -----------   -------  ----------   ---------   ---------
<S>                                  <C>            <C>                 <C>           <C>      <C>          <C>         <C>
Per Share Operating Performance:
Net asset value, beginning of
 period............................    $  11.57          $    9.85      $ 11.61       $   8.70 $ 11.16      $ 11.48     $ 16.39
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
Net investment income (loss).......       (0.13)             (0.18)       (0.04)         (0.14)   (0.00)***   (0.09)      (0.05)++
Net realized and unrealized gain
 (loss) on investments.............        0.79               1.90         0.79           3.05   (2.40)       (0.23)      (4.60)
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
Net increase (decrease) in net
 asset value resulting from
 investment operations.............        0.66               1.72         0.75           2.91   (2.40)       (0.32)      (4.65)
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
Distributions:
  Net realized gain on
   investments.....................       (0.21)             (0.00)       (0.21)         (0.00)   (0.06)      (0.00)      (0.26)
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
      Total distributions..........       (0.21)             (0.00)       (0.21)         (0.00)   (0.06)      (0.00)      (0.26)
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
Net asset value, end of period.....    $  12.02          $   11.57      $ 12.15       $  11.61 $  8.70      $ 11.16     $ 11.48
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
Total investment return****........        5.81%             17.5%(a)      6.56%        33.5%    (21.5)%       (2.8)%     (28.7)%
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
                                     ------------       -------         -----------   -------  ----------   ---------   ---------
Ratios and supplemental data:
Net assets, end of period (in
 000's)............................    $ 27,355          $3,699         $98,066       $88,487  $93,865      $61,519     $51,693
Ratio of net investment income
 (loss) to average net assets......       (0.97)%          (0.9)%(b)      (0.32)%        (0.3)%    (0.0)%***    (1.5)%     (1.2)%++
Ratio of expenses to average net
 assets before expense
 reductions........................        2.68%                           2.03%
Ratio of expenses to average net
 assets after expense reductions...        2.56%            2.7%(b)        1.91%          2.1%     2.2%***      2.2%        2.2%++
Portfolio turnover rate++..........          49%            104%             49%          104%     115%         251%        138%
<FN>
- ------------------------
+      Commencing April 1, 1993, the Fund began offering Class B shares. All
       capital shares issued and outstanding as of March 31, 1993 were
       reclassified as Class A shares.
++     Portfolio turnover is calculated on the basis of the Fund as a whole
       without distinguishing between the classes of shares issued.
*      Calculated based upon weighted average shares outstanding during the
       period.
**     The per share data reflects a 2 for 1 stock split effective August 15,
       1988.
***    Includes reimbursement by G.T. Capital Management, Inc. of Fund Class A
       operating expenses of $0.01. Without such reimbursement, the ratio of
       expenses to average net assets would have been 2.3% and the ratio of net
       investment loss to average net assets would have been (0.1)%.
****   Total investment return does not reflect the maximum sales charge on
       purchases of Class A shares and the contingent deferred sales charge
       imposed on certain redemptions of Class B shares.
++     Includes reimbursement by G.T. Capital Management, Inc. of Fund Class A
       operating expenses of $0.01. Without such reimbursement, the ratio of
       expenses to average net assets would have been 2.4% and the ratio of net
       investment loss to average net assets would have been (1.35)%.
(a)    Not annualized.
(b)    Annualized.
</TABLE>

                               Prospectus Page 16
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                         G.T. GLOBAL: JAPAN GROWTH FUND
                                  (CONTINUED)

<TABLE>
<CAPTION>
                                                                                               JULY 19, 1985
                                                                   CLASS A+                    (COMMENCEMENT
                                                    ---------------------------------------         OF
                                                                                                OPERATIONS)
                                                            YEAR ENDED DECEMBER 31,               THROUGH
                                                    ---------------------------------------    DECEMBER 31,
                                                     1989      1988**     1987**     1986**       1985**
                                                    -------    -------    -------    ------    -------------
<S>                                                 <C>        <C>        <C>        <C>       <C>
Per Share Operating Performance:
Net asset value, beginning of period..............  $ 10.57    $ 10.36    $  9.88    $6.20        $ 5.00
                                                    -------    -------    -------    ------    -------------
Net investment income (loss)......................    (0.19)     (0.20)     (0.15)   (0.14 )       (0.01)
Net realized and unrealized gain (loss) on
 investments......................................     6.57       2.44       4.52     3.91          1.21
                                                    -------    -------    -------    ------    -------------
Net increase (decrease) in net asset value
 resulting from investment operations.............     6.38       2.24       4.37     3.77          1.20
                                                    -------    -------    -------    ------    -------------
Distributions:
  Net realized gain on investments and foreign
   currency.......................................    (0.56)     (2.03)     (3.89)   (0.09 )       (0.00)
                                                    -------    -------    -------    ------    -------------
      Total distributions.........................    (0.56)     (2.03)     (3.89)   (0.09 )       (0.00)
                                                    -------    -------    -------    ------    -------------
Net asset value, end of period....................  $ 16.39    $ 10.57    $ 10.36    $9.88        $ 6.20
                                                    -------    -------    -------    ------    -------------
                                                    -------    -------    -------    ------    -------------
Total investment return****.......................     60.7%      21.9%      52.1%    61.3 %          24%(a)
                                                    -------    -------    -------    ------    -------------
                                                    -------    -------    -------    ------    -------------
Ratios and supplemental data:
Net assets, end of period (in 000's)..............  $48,405    $18,591    $10,049    $7,313         $511
Ratio of net investment income (loss) to average
 net assets.......................................     (1.6)%     (1.5)%     (2.4)%   (1.6 )%       (0.4)%(b)
Ratio of expenses to average net assets...........      2.1%       2.2%       3.0%     2.2 %         3.8%(b)
Portfolio turnover rate++.........................      108%       150%       319%     207 %          93%
</TABLE>

                               Prospectus Page 17
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                             INVESTMENT OBJECTIVES
                                  AND POLICIES

- --------------------------------------------------------------------------------

The investment objective of each Fund is long-term growth of capital. Each Fund
seeks this objective by investing, under normal circumstances, at least 80% of
its assets in equity securities of issuers domiciled in its Primary Investment
Area, as listed below. Equity securities in which the Funds may invest include
common stocks, preferred stocks and warrants to acquire such securities. There
is no assurance that any Fund will achieve its investment objective.

The Primary Investment Areas of the Funds are as follows:

G.T. GLOBAL: NEW PACIFIC GROWTH FUND ("PACIFIC FUND") -- Australia, Hong Kong,
Indonesia, Malaysia, New Zealand, the Philippines, Singapore, South Korea,
Taiwan and Thailand

G.T. GLOBAL: EUROPE GROWTH FUND ("EUROPE FUND") -- Austria, Belgium, Denmark,
Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, the Netherlands,
Norway, Portugal, Spain, Sweden, Switzerland, Turkey and the United Kingdom

G.T. GLOBAL: JAPAN GROWTH FUND ("JAPAN FUND") -- Japan

G.T. GLOBAL: INTERNATIONAL GROWTH FUND ("INTERNATIONAL FUND") -- all countries
listed for each other Fund, and Argentina, Brazil, Canada, Chile, Mexico and
Venezuela, but not the United States

G.T. GLOBAL: AMERICA GROWTH FUND ("AMERICA FUND") -- the United States

G.T. GLOBAL: WORLDWIDE GROWTH FUND ("WORLDWIDE FUND") -- all countries listed
for each other Fund, and the United States

As indicated by these Primary Investment Areas, the WORLDWIDE FUND is designed
for those investors desiring to delegate equity investment decisions, including
allocation of assets among the world's different markets, currency strategies
and individual stock selection, to G.T. Capital's professional team of
investment specialists. The INTERNATIONAL FUND is intended for investors seeking
to complement their U.S. equity investments with a professionally managed
international portfolio. The PACIFIC FUND and the EUROPE FUND are regional funds
for investors interested in a more geographically concentrated investment but
still desiring to diversify across multiple markets. Finally, the JAPAN FUND and
the AMERICA FUND are designed for investors wishing to concentrate their
investment in a particular market but still desiring the professional
management, liquidity and diversification afforded by a mutual fund.

Each Fund may invest up to 20% of its assets in the equity securities of issuers
domiciled outside of the Fund's Primary Investment Area. Such investments may
include, e.g.: (a) securities of issuers in countries that are not located in
the Primary Investment Area but are linked by tradition, economic markets,
cultural similarities or geography to the countries in such Primary Investment
Area; and (b) securities of issuers located elsewhere in the world which have
operations in the Primary Investment Area or which stand to benefit from
political and economic events in the Primary Investment Area. For example, a
Fund may invest in a company outside of its Primary Investment Area when G.T.
Capital believes at the time of investment that the value of the company's
securities may be enhanced by conditions or developments in that Primary
Investment Area even though the company's production facilities are located
outside of that Primary Investment Area.

In managing the Funds, G.T. Capital seeks to identify those countries and
industries where economic and political factors, including currency movements,
are likely to produce above average growth rates. G.T. Capital further attempts
to identify those companies in such countries and industries that are best
positioned and managed to take advantage of these economic and political
factors. G.T. Capital intends to invest in such markets only after balancing the
potential for growth of selected companies in each market relative to the risks
of investing in each such country. Among the factors to be considered are that
several of the markets included in the Primary Investment Areas of the Pacific
Fund, the Europe Fund, the International Fund, and the Worldwide Fund are
so-called developing countries, and their economies and markets are less
developed and more prone to

                               Prospectus Page 18
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
uncertainty, instability and risk than those of the other markets in which the
Funds invest.

Under ordinary circumstances, the assets of the Worldwide Fund and the
International Fund are invested in the equity securities of issuers domiciled in
at least three different countries, and 20% to 60% of the Worldwide Fund's
assets normally are invested in the equity securities of U.S. issuers. The
America Fund currently expects to invest a majority of its assets in the
securities of mid- and small-size companies. In selecting securities for
inclusion in the America Fund's portfolio, the Fund's managers initially focus
on companies with total equity market capitalization of $2 billion or less.

Up to 20% of each Fund's assets may be invested in convertible bonds and debt
securities. These debt obligations include U.S. and foreign government
securities and corporate debt securities, including Samurai and Yankee bonds,
Eurobonds and Depository Receipts. The issuers of such debt securities may or
may not be domiciled in the Primary Investment Area of the Fund purchasing the
securities. The Funds will limit their purchases of debt securities to
investment grade obligations. "Investment grade" debt refers to those securities
rated within one of the four highest ratings categories by Moody's Investors
Service, Inc. ("Moody's") or by Standard & Poor's Ratings Group ("S&P"), or, if
unrated deemed by G.T. Capital to be of equivalent quality. Moody's considers
securities rated in the lowest category of investment grade, i.e., securities
rated Baa, to have speculative characteristics. See the Statement of Additional
Information for a full description of Moody's and S&P ratings. The Funds may
also use instruments (including forward currency contracts) often referred to as
"derivatives." See "Options, Futures and Forward Currency Transactions."

OTHER POLICIES. Each Fund may invest up to 15% of its net assets in illiquid
securities.

Because the development of the world's economies and stock markets is rapidly
evolving, from time to time the Board of Trustees may redefine a Fund's Primary
Investment Area. In the past, new markets such as Indonesia, South Korea, and
Taiwan have been added in the Primary Investment Area of the Pacific Fund and
Greece, Ireland, Portugal and Turkey have been added in the Primary Investment
Area of the Europe Fund. On the other hand, Japan has been eliminated from the
Primary Investment Area of the Pacific Fund.

With respect to certain countries, currently including Taiwan, investments by a
Fund may only be made through investment in other investment companies that in
turn are authorized to invest in the securities of such countries. Each Fund may
invest up to 10% of its assets in other investment companies. As a shareholder
in an investment company, a Fund would bear its ratable share of that investment
company's expenses, including its advisory and administration fees. At the same
time, the Fund would continue to pay its own management fees and other expenses.

Each Fund retains the flexibility to respond promptly to changes in market and
economic conditions. Accordingly, in the interest of preserving shareholders'
capital and consistent with each Fund's investment objective, G.T. Capital may
employ a temporary defensive investment strategy if it determines such a
strategy to be warranted due to market, economic or political conditions. Under
a defensive strategy, each Fund may hold cash (U.S. dollars, foreign currencies
or multinational currency units) and/or invest any portion or all of its assets
in debt securities or high quality money market instruments issued by
corporations, or the U.S. or a foreign government.

For temporary defensive purposes, such as during times of international
political or economic uncertainty, most or all of a Fund's investments may be
made in the United States and denominated in U.S. dollars. To the extent a Fund
adopts a temporary defensive position, it will not be invested so as to achieve
directly its investment objective. In addition, pending investment of proceeds
from new sales of Fund shares or to meet its ordinary daily cash needs, each
Fund may hold cash (U.S. dollars, foreign currencies or multinational currency
units) and may invest in high quality foreign or domestic money market
instruments. Money market instruments in which the Funds may invest include, but
are not limited to, the following: government securities; high grade commercial
paper; bank certificates of deposit; bankers' acceptances; and repurchase
agreements related to any of the foregoing. High grade commercial paper refers
to commercial paper rated P-1 by Moody's or A-1 by S&P at the time of investment
or, if unrated, deemed by G.T. Capital to be of comparable quality.

From time to time, it may be advantageous for each Fund to borrow money rather
than sell existing portfolio positions to meet redemption requests. Accordingly,
each Fund may borrow from banks or may borrow through reverse repurchase
agreements and "roll" transactions in connection with meeting requests for the
redemptions of the Fund's

                               Prospectus Page 19
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
shares. Each Fund also may borrow up to 5% of its total assets for temporary or
emergency purposes other than to meet redemptions. However, no Fund will borrow
for leveraging purposes, nor will any Fund purchase securities while borrowings
are outstanding. See "Investment Objectives and Policies" in the Statement of
Additional Information.

The Funds are authorized to make loans of portfolio securities, for the purpose
of realizing additional income, to broker/dealers or to other institutional
investors. At all times a loan is outstanding, the borrower must maintain with
the Funds' custodian collateral consisting of cash, U.S. government securities
or other liquid, high grade debt securities equal to at least the value of the
borrowed securities, plus any accrued interest. Each Fund will receive any
interest paid on the loaned securities and a fee and/or a portion of the
interest earned on the collateral. Each Fund will limit loans of portfolio
securities to an aggregate of 30% of the value of its total assets, measured at
the time any such loan is made. The risks in lending portfolio securities, as
with other extensions of secured credit, consist of 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.

The Funds may purchase debt securities on a "when-issued" basis and may purchase
or sell such securities on a "forward commitment" basis in order to hedge
against anticipated changes in interest rates and prices. The price, which
generally is expressed in yield terms, is fixed at the time the commitment is
made, but delivery and payment for the securities take place at a later date.
When-issued securities and forward commitments may be sold prior to the
settlement date, but the Funds will enter into when-issued and forward
commitments only with the intention of actually receiving or delivering the
securities, as the case may be. No income accrues on securities which have been
purchased pursuant to a forward commitment or on a when-issued basis prior to
delivery to the Fund. If the Fund disposes of the right to acquire a when-issued
security prior to its acquisition or disposes of its right to deliver or receive
against a forward commitment, it may incur a gain or loss. At the time a Fund
enters into a transaction on a when-issued or forward commitment basis, a
segregated account consisting of cash or high grade liquid debt securities equal
to the value of the when-issued or forward commitment securities will be
established and maintained with its custodian and will be marked to market
daily. There is a risk that the securities may not be delivered and that a Fund
may incur a loss.

The Funds also may invest in securities of foreign issuers in the form of
American Depository Receipts ("ADRs") or other similar securities convertible
into securities of foreign issuers. These securities may not necessarily be
denominated in the same currency as the securities into which they may be
converted. ADRs are receipts typically issued by a United States bank or trust
company evidencing ownership of the underlying securities. Generally, ADRs in
registered form are designed for use in U.S. securities markets. See "Investment
Objectives and Policies" in the Statement of Additional Information.

RISK FACTORS. Each Fund's net asset value will fluctuate, reflecting
fluctuations in the market value of its portfolio positions and its net currency
exposure.

As of December 31, 1994, companies outside the U.S. comprised approximately 63%
of the world's stock market capitalization, according to Morgan Stanley Capital
International. Moreover, from time to time, the equity securities of issuers
located outside the U.S. have outperformed substantially those of U.S. issuers.
Accordingly, G.T. Capital believes that the Funds' policies (except those of the
America Fund) of investing in equity securities of issuers outside the U.S. may
enable them to produce returns greater than those produced by funds investing
solely in the securities of domestic issuers.

Foreign investing entails certain risks. The securities of non-U.S. issuers
generally will not be registered with, nor will the issuers thereof be subject
to, the reporting requirements of the SEC. Accordingly, there may be less
publicly available information about foreign securities and issuers than is
available about domestic securities and issuers. Foreign companies generally are
not subject to uniform accounting, auditing and financial reporting standards,
practices and requirements comparable to those applicable to domestic companies.
Securities of some foreign companies are less liquid and their prices may be
more volatile than securities of comparable domestic companies. Each Fund's
interest and dividends from foreign issuers may be subject to non-U.S.
withholding taxes, thereby reducing its net investment income. In addition,
certain costs attributable to foreign investing, such as custody charges, are
higher than those attributable to domestic investing.

                               Prospectus Page 20
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

With respect to some foreign countries, there is the possibility of
expropriation or confiscatory taxation, limitations on the removal of funds or
other assets of the Funds, political or social instability, or diplomatic
developments which could affect the Funds' investments in those countries.
Moreover, individual foreign economies may differ favorably or unfavorably from
the U.S. economy in such respects as growth of gross national product, rate of
inflation, rate of savings and capital reinvestment, resource self-sufficiency
and balance of payments positions.

G.T. Capital allocates investments among fixed income securities of particular
issuers on the basis of its views as to the best values then currently available
in the market place. Such values are a function of yield, maturity, issue
classification and quality characteristics, coupled with expectations regarding
the economy, movements in the general level and term of interest rates, currency
values, political developments, and variations in the supply of funds available
for investment in the world bond market relative to the demands placed upon it.
If market interest rates decline, fixed income securities generally appreciate
in value and vice versa. Fixed income securities denominated in currencies other
than the U.S. dollar or in multinational currency units are evaluated on the
strength of the particular currency against the U.S. dollar as well as on the
current and expected levels of interest rates in the country or countries. In
addition to the foregoing, a Fund may seek to take advantage of differences in
relative values of fixed income securities among various countries.

Since the Funds may invest substantially in securities denominated in currencies
other than the U.S. dollar, and since the Funds may hold foreign currencies, the
Funds will be affected favorably or unfavorably by exchange control regulations
or changes in the exchange rates between such currencies and the U.S. dollar.
Changes in currency exchange rates will influence the value of the Funds'
shares, and also may affect the value of dividends and interest earned by the
Funds and gains and losses they realize. Currencies generally are evaluated on
the basis of fundamental economic criteria (e.g., relative inflation and
interest rate levels and trends, growth rate forecasts, balance of payments
status and economic policies) as well as technical and political data. Exchange
rates are determined by the forces of supply and demand in the foreign exchange
markets. These forces are affected by the international balance of payments and
other economic and financial conditions, government intervention, speculation
and other factors. If the currency in which a security is denominated
appreciates against the U.S. dollar, the dollar value of the security will
increase. Conversely, a decline in the exchange rate of the currency would
adversely affect the value of the security expressed in dollars.

SPECIAL CONSIDERATIONS AFFECTING EMERGING MARKETS. Investing in the securities
of issuers domiciled in emerging markets, may entail special risks relating to
the potential political and economic instability and the risks of expropriation,
nationalization, confiscation or the imposition of restrictions on foreign
investment, converting of currencies into U.S. dollars and on repatriation of
capital invested. In the event of such expropriation, nationalization or other
confiscation by any country, a Fund could lose its entire investment in any such
country.

Emerging securities markets are substantially smaller, less developed, less
liquid and more volatile than the securities markets of the United States and
other more developed countries. The limited size of emerging securities markets
and limited trading volume in issuers compared to the volume of trading in U.S.
securities could cause prices to be erratic for reasons apart from factors that
affect the quality of the securities. In addition, settlement mechanisms in
emerging securities markets may be less efficient and reliable than in more
developed markets. Also, most Latin American countries have experienced
substantial, and in some periods extremely high, rates of inflation for many
years. Inflation and rapid fluctuations in inflation rates and corresponding
currency devaluations have had and may continue to have negative effects on the
economies and securities markets of certain Latin American countires.

While the America Fund's portfolio will include securities of established larger
capitalization issuers, the America Fund may also invest in securities of
smaller companies. Those smaller companies may involve greater risks than larger
companies to adverse business or economic developments. Smaller companies may
also have limited product lines, markets or financial resources, and may be
dependent on a relatively small management group. Securities of such companies
may be less liquid and are more volatile than securities of larger companies or
the market averages in general and therefore may involve greater risk than
investing in larger companies.

                               Prospectus Page 21
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

OPTIONS, FUTURES AND FORWARD CURRENCY TRANSACTIONS. Each Fund may use forward
currency contracts, futures contracts, options on securities, options on
indices, options on currencies and options on futures contracts to implement
strategies to attempt to hedge its portfolio, I.E., reduce the overall level of
investment risk normally associated with the Fund. These instruments are often
referred to as "derivatives," which may be defined as financial instruments
whose performance is derived, at least in part, from the performance of another
asset (such as a security, currency or an index of securities). Each Fund may
enter into such instruments up to the full value of its portfolio assets. There
can be no assurance that these hedging efforts will succeed. These techniques
are described below and are further detailed in the Statement of Additional
Information.

To attempt to hedge against adverse movements in exchange rates between
currencies, each Fund may enter into forward currency contracts for the purchase
or sale of a specified currency at a specified future date. Such contracts may
involve the purchase or sale of a foreign currency against the U.S. dollar or
may involve two foreign currencies. Each Fund may enter into forward currency
contracts either with respect to specific transactions or with respect to the
Fund's portfolio positions. For example, when a Fund anticipates making a
purchase or sale of a security, it may enter into a forward currency contract in
order to set the rate (either relative to the U.S. dollar or another currency)
at which a currency exchange transaction related to the purchase or sale will be
made. Further, when G.T. Capital believes that a particular currency may decline
compared to the U.S. dollar or another currency, each Fund may enter into a
forward contract to sell the currency G.T. Capital expects to decline in an
amount approximating the value of some or all of the Fund's portfolio securities
denominated in a foreign currency. Each Fund also may purchase and sell put and
call options on currencies, futures contracts on currencies and options on
futures contracts on currencies to hedge against movements in exchange rates.

In addition, each Fund may purchase and sell put and call options on equity and
debt securities to hedge against the risk of fluctuations in the prices of
securities held by the Fund or that G.T. Capital intends to include in the
Fund's portfolio. The Funds also may buy and sell put and call options on stock
indexes. Such stock index options serve to hedge against overall fluctuations in
the securities markets or market sectors generally, rather than anticipated
increases or decreases in the value of a particular security.

Further, the Funds may sell stock index futures contracts and may purchase put
options or write call options on such futures contracts to protect against a
general stock market or market sector decline that could adversely affect the
Fund's portfolio. The Funds also may buy stock index futures contracts and
purchase call options or write put options on such contracts to hedge against a
general stock market or market sector advance and thereby attempt to lessen the
cost of future securities acquisitions. A Fund may use interest rate futures
contracts and options thereon to hedge the debt portion of its portfolio against
changes in the general level of interest rates.

In addition, each Fund may purchase and sell put and call options on securities,
currencies and indices that are traded on recognized securities exchanges and
over-the-counter ("OTC") markets.

These practices may result in the loss of principal under certain conditions. In
addition, certain provisions of the Internal Revenue Code of 1986, as amended
("Code"), limit the extent to which a Fund may enter into forward contracts or
futures contracts, or engage in options transactions. See "Taxes" in the
Statement of Additional Information.

Although a Fund might not employ any of the foregoing strategies, the use of
forward currency contracts, options and futures would involve certain investment
risks and transaction costs to which it might not otherwise be subject. These
risks include: (1) dependence on G.T. Capital's ability to predict movements in
the prices of individual securities, fluctuations in the general securities
markets and movements in interest rates and currency markets; (2) imperfect
correlation, or even no correlation, between movements in the price of forward
contracts, options, futures contracts or options thereon and movements in the
price of the currency or security hedged or used for cover; (3) the fact that
skills and techniques needed to trade options, futures contracts and options
thereon or to use forward currency contracts are different from those needed to
select the securities in which the Funds invest; (4) lack of assurance that a
liquid secondary market will exist for any particular option, futures contract
or option thereon at any particular time; (5) the possible inability of a Fund
to purchase or sell a portfolio security at a time when it would otherwise be
favorable for it to do so, or the possible need for Fund to sell a security at a
disadvantageous time, due to the need for the

                               Prospectus Page 22
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
Fund to maintain "cover" or to segregate securities in connection with hedging
transactions; and (6) the possible need to defer closing out certain options,
futures contracts and options thereon and forward currency contracts in order to
continue to qualify for the beneficial tax treatment afforded regulated
investment companies under the Code. See "Dividends, Other Distributions and
Taxes" herein and "Taxes" in the Statement of Additional Information. If G.T.
Capital incorrectly forecasts securities market movements, currency exchange
rates or interest rates in utilizing a strategy for a Fund, the Fund would be in
a better position if it had not hedged at all. A Fund may also conduct its
foreign currency exchange transactions on a spot (I.E., cash) basis at the spot
rate prevailing in the foreign currency exchange market.

REPURCHASE AGREEMENTS. Repurchase agreements are transactions in which a Fund
purchases a security from a bank or recognized securities dealer and
simultaneously commits to resell that security to the bank or dealer at an
agreed-upon price, date and market rate of interest unrelated to the coupon rate
or maturity of the purchased security. Although repurchase agreements carry
certain risks not associated with direct investments in securities, including
possible decline in the market value of the underlying securities and delays and
costs to the Fund if the other party to the repurchase agreement becomes
bankrupt, the Funds intend to enter into repurchase agreements only with banks
and dealers believed by G.T. Capital to present minimal credit risks in
accordance with guidelines approved by the Company's Board of Trustees. G.T.
Capital reviews and monitors the creditworthiness of such institutions under the
Board's general supervision. See "Investment Objectives and Policies --
Repurchase Agreements" in the Statement of Additional Information.

OTHER INFORMATION. Each Fund's investment objective of long-term capital growth
may not be changed without the approval of a majority of the Fund's outstanding
voting securities. As defined in the Investment Company Act of 1940 ("1940 Act")
and as used in this Prospectus, a "majority of a Fund's outstanding voting
securities" means the lesser of (i) 67% of the Fund's shares represented at a
meeting at which more than 50% of the Fund's outstanding shares are represented,
or (ii) more than 50% of the Fund's outstanding shares. In addition, each Fund
has adopted certain investment limitations as fundamental policies which also
may not be changed without shareholder approval. A complete description of these
limitations is included in the Statement of Additional Information. Unless
specifically noted, the Funds' investment policies described in this Prospectus
and in the Statement of Additional Information, including each Fund's policy of
normally investing at least 80% of its assets in the equity securities of
issuers domiciled in its Primary Investment Area, are not fundamental policies
and may be changed by vote of the Company's Board of Trustees without
shareholder approval, provided that any such policies as so amended do not
conflict with the Fund's fundamental investment limitations. See "Investment
Limitations" in the Statement of Additional Information.

- --------------------------------------------------------------------------------

                                 HOW TO INVEST

- --------------------------------------------------------------------------------

GENERAL. Advisor Class shares are offered through this Prospectus to (a)
trustees or other fiduciaries purchasing shares for employee benefit plans which
are sponsored by organizations which have at least 250 employees; (b) any
account investing at least $25,000 in one or more G.T. Global Mutual Funds if
(i) a financial planner, trust company, bank trust department or registered
investment adviser has investment discretion over such account, and (ii) the
account holder pays such person as compensation for its advice and other
services an annual fee of at least .50% on the assets in the account ("Advisory
Account"); (c) any account investing at least $25,000 in one or more G.T. Global
Mutual Funds if (i) such account is established under a "wrap fee" program, and
(ii) the account holder pays the sponsor of such program an annual fee of at
least .50% on the assets in the account ("Wrap Fee Account"); (d) accounts
advised by one of the companies comprising or affiliated with the G.T. Group;
and (e) any of the companies comprising or affiliated with the G.T. Group.
Financial planners, trust companies, bank trust companies and registered
investment advisers referenced in subpart (b) and sponsors of "wrap fee"
programs referenced in subpart (c) are collectively referred to

                               Prospectus Page 23
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
as "Financial Advisors." Investors in Wrap Fee Accounts and Advisory Accounts
may only purchase Advisor Class shares through Financial Advisors who have
entered into agreements with G.T. Global and certain of its affiliates.

Investors eligible to purchase Advisor Class shares will be sold only Advisor
Class shares rather than any other class of shares offered by a Fund.

Orders received by G.T. Global before the close of regular trading on the New
York Stock Exchange ("NYSE") (currently 4:00 p.m. Eastern time, unless weather,
equipment failure or other factors contribute to an earlier closing time) on any
Business Day will be executed at the public offering price for the applicable
class of shares determined that day. A "Business Day" is any day Monday through
Friday on which the NYSE is open for business. All purchase orders will be
executed at the public offering price next determined after the purchase order
is received. See "How to Invest -- Public Offering Price." The Funds and G.T.
Global reserve the right to reject any purchase order and to suspend the
offering of shares for a period of time.

Fiduciaries and Financial Advisors may be required to provide information
satisfactory to G.T. Global concerning their eligibility to purchase Advisor
Class shares. For specific information on opening an account, please contact
your Financial Advisor or G.T. Global.

PURCHASES BY BANK WIRE. Shares of the Funds may also be purchased through G.T.
Global by bank wire. Bank wire purchases will be effected at the next determined
public offering price after the bank wire is received. Accordingly, a bank wire
received by the close of regular trading on the NYSE on a Business Day will be
effected that day. A wire investment is considered received when the Transfer
Agent is notified that the bank wire has been credited to a Fund. Prior
telephonic or facsimile notice that a bank wire is being sent must be provided
to the Transfer Agent. A bank may charge a service fee for wiring money to the
Funds. The Transfer Agent currently does not charge a service fee for
facilitating wire purchases, but reserves the right to do so in the future. For
more information, please refer to the Shareholder Account Manual in this
Prospectus.

CERTIFICATES. In the interest of economy and convenience, physical certificates
representing a Fund's shares will not be issued unless a written request is
submitted to the Transfer Agent, or unless the investor's broker requests that
the Transfer Agent provide certificates. Shares of a Fund are recorded on a
register by the Transfer Agent, and shareholders who do not elect to receive
certificates have the same rights of ownership as if certificates had been
issued to them. Redemptions and exchanges by shareholders who hold certificates
may take longer to effect than similar transactions involving non-certificated
shares because the physical delivery and processing of properly executed
certificates is required. ACCORDINGLY, THE FUNDS AND G.T. GLOBAL RECOMMEND THAT
SHAREHOLDERS DO NOT REQUEST ISSUANCE OF CERTIFICATES.

- --------------------------------------------------------------------------------

                             HOW TO MAKE EXCHANGES

- --------------------------------------------------------------------------------

Advisor Class shares of any Fund may only be exchanged for Advisor Class shares
of any other Fund, and for Advisor Class shares of the other G.T. Global Mutual
Funds, based on their respective net asset values, provided that the
registration remains identical. This exchange privilege is available only in
those jurisdictions where the sale of G.T. Global Mutual Fund shares to be
acquired may be legally made. EXCHANGES ARE NOT TAX-FREE AND MAY RESULT IN A
SHAREHOLDER'S REALIZING A GAIN OR LOSS, AS THE CASE MAY BE, FOR TAX PURPOSES.
See "Dividends, Other Distributions and Federal Income Taxation."

Other than the Funds, the G.T. Global Mutual Funds currently include:

      -- G.T. GLOBAL EMERGING MARKETS FUND
      -- G.T. GLOBAL HEALTH CARE FUND
      -- G.T. GLOBAL FINANCIAL SERVICES FUND
      -- G.T. GLOBAL INFRASTRUCTURE FUND
      -- G.T. GLOBAL NATURAL RESOURCES FUND
      -- G.T. GLOBAL CONSUMER PRODUCTS AND SERVICES FUND
      -- G.T. GLOBAL TELECOMMUNICATIONS FUND
      -- G.T. LATIN AMERICA GROWTH FUND
      -- G.T. GLOBAL GROWTH & INCOME FUND

                               Prospectus Page 24
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

      -- G.T. GLOBAL GOVERNMENT INCOME FUND
      -- G.T. GLOBAL STRATEGIC INCOME FUND
      -- G.T. GLOBAL HIGH INCOME FUND
      -- G.T. GLOBAL DOLLAR FUND

Up to four exchanges each year may be made without charge. A $7.50 service
charge will be imposed on each subsequent exchange. Exchange requests received
in good order by the Transfer Agent before the close of regular trading on the
NYSE on any Business Day will be processed at the net asset value calculated on
that day.

EXCHANGES BY TELEPHONE. A shareholder may give exchange information to his or
her Financial Advisor. Exchange orders will be accepted by telephone provided
that the exchange involves only uncertificated shares on deposit in the
shareholder's account or for which certificates previously have been deposited.

Shareholders automatically have telephone privileges to authorize redemptions.
The Funds, G.T. Global and the Transfer Agent shall not be liable for any loss
or damage for acting in good faith upon instructions received by telephone and
reasonably believed to be genuine. The Fund employs reasonable procedures to
confirm that instructions communicated by telephone are genuine, including
requiring some form of personal identification prior to acting upon instructions
received by telephone, providing written confirmation of such transactions,
and/or tape recording of telephone instructions. The Funds may be liable for any
losses due to unauthorized or fraudulent instructions if they do not follow
reasonable procedures. Exchanges may also be made by mail.

Investors in Wrap Fee Accounts and Advisory Accounts interested in making an
exchange should contact their Financial Advisors to request the prospectus of
the other G.T. Global Mutual Fund(s) being considered. Other investors should
contact G.T. Global. See the Shareholder Account Manual in this Prospectus.

OTHER INFORMATION ABOUT EXCHANGES. Purchases, redemptions and exchanges should
be made for investment purposes only. A pattern of frequent exchanges, purchases
and sales is not acceptable and can be limited by a Fund's or G.T. Global's
refusal to accept further purchase and exchange orders. The terms of the
exchange offer described above may be modified at any time, on 60 days' prior
written notice.

- --------------------------------------------------------------------------------
                              HOW TO REDEEM SHARES

- --------------------------------------------------------------------------------

Fund shares may be redeemed at their net asset value and redemption proceeds
will be sent within seven days of the execution of a redemption request.

Redemption requests may be transmitted to the Transfer Agent by telephone or by
mail, in accordance with the instructions provided in the Shareholder Account
Manual. All redemptions will be effected at the net asset value next determined
after the Transfer Agent has received the request in good order and any required
supporting documentation. Redemption requests received before the close of
regular trading on the NYSE on any Business Day will be effected at the net
asset value calculated on that day. Redemption requests will not require a
signature guarantee if the redemption proceeds are to be sent either: (i) to the
redeeming shareholder at the shareholder's address of record as maintained by
the Transfer Agent, provided the shareholder's address of record has not been
changed within the preceding thirty days; or (ii) directly to a pre-designated
bank, savings and loan or credit union account ("Pre-Designated Account"). ALL
OTHER REDEMPTION REQUESTS MUST BE ACCOMPANIED BY A SIGNATURE GUARANTEE OF THE
REDEEMING SHAREHOLDER'S SIGNATURE. A signature guarantee can be obtained from
any bank, U.S. trust company, a member firm of a U.S. stock exchange or a
foreign branch of any of the foregoing or other eligible guarantor institution.
A notary public is not an acceptable guarantor.

Shareholders with Pre-Designated Accounts should request that redemption
proceeds be sent either by bank wire or by check. The minimum redemption amount
for a bank wire is $1,000. Shareholders requesting a bank wire should allow two
business days from the time the redemption request is effected for the proceeds
to be deposited in the shareholder's Pre-Designated Account. See "How to Redeem
Shares -- Other Important Redemption

                               Prospectus Page 25
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
Information." Shareholders may change their Pre-Designated Accounts only by a
letter of instruction to the Transfer Agent containing all account signatures,
each of which must be guaranteed. The Transfer Agent currently does not charge a
bank wire service fee on each wire redemption sent, but reserves the right to do
so in the future. The shareholder's bank may charge a bank wire service fee.

REDEMPTIONS BY TELEPHONE. Redemption requests may be made by telephone by
calling the Transfer Agent at the appropriate toll free number provided in the
Shareholder Account Manual. Shareholders who hold certificates for shares may
not redeem by telephone. REDEMPTION REQUESTS MAY NOT BE MADE BY TELEPHONE FOR
THIRTY DAYS FOLLOWING ANY CHANGE OF THE SHAREHOLDER'S ADDRESS OF RECORD.

Shareholders automatically have telephone privileges to authorize redemptions.
The Fund, G.T. Global and the Transfer Agent shall not be liable for any loss or
damage for acting in good faith upon instructions received by telephone and
reasonably believed to be genuine. The Fund employs reasonable procedures to
confirm that instructions communicated by telephone are genuine, including
requiring some form of personal identification prior to acting upon instructions
received by telephone, providing written confirmation of such transactions,
and/or tape recording of telephone instructions. The Funds may be liable for any
losses due to unauthorized or fraudulent instructions if they do not follow
reasonable procedures.

REDEMPTIONS BY MAIL. Redemption requests should be mailed directly to the
Transfer Agent at the appropriate address provided in the Shareholder Account
Manual. As discussed above, requests for payment of redemption proceeds to a
party other than the shareholder of record and/or requests that redemption
proceeds be mailed to an address other than the shareholder's address of record
require a signature guarantee. In addition, if the shareholder's address of
record has been changed within the preceding thirty days, a signature guarantee
is required. Redemptions of shares for which certificates have been issued must
be accompanied by properly endorsed share certificates.

OTHER IMPORTANT REDEMPTION INFORMATION. A request for redemption will not be
processed until all of the necessary documentation has been received in good
order. A shareholder in a Wrap Fee Account or Advisory Account who is in doubt
about what documents are required should contact his or her Financial Advisor.

Except in extraordinary circumstances and as permitted under the 1940 Act,
payment for shares redeemed by telephone or by mail will be made promptly after
receipt of a redemption request, if in good order, but not later than seven days
after the date the request is executed. Requests for redemption which are
subject to any special conditions or which specify a future or past effective
date cannot be accepted.

If the Transfer Agent is requested to redeem shares for which a Fund has not yet
received good payment, the Fund may delay payment of redemption proceeds until
it has assured itself that good payment has been collected for the purchase of
the shares. In the case of purchases by check, it can take up to 10 business
days to confirm that the check has cleared and good payment has been received.
Redemption proceeds will not be delayed when shares have been paid for by wire
or when the investor's account holds a sufficient number of shares for which
funds already have been collected.

G.T. Global reserves the right to redeem the shares of any Advisory Account or
Wrap Fee Account if the amount invested in G.T. Global Mutual Funds through such
account is reduced to less than $25,000 through redemptions or other action by
the shareholder. Written notice will be given to the shareholder at least 60
days prior to the date fixed for such redemption, during which time the
shareholder may increase the amount invested in G.T. Global Mutual Funds through
such account to an aggregate amount of $25,000 or more.

For additional information on how to redeem shares, see The Shareholder Account
Manual in this Prospectus, or contact your Financial Advisor.

                               Prospectus Page 26
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                           SHAREHOLDER ACCOUNT MANUAL

- --------------------------------------------------------------------------------

Purchase, exchange and redemption orders may be placed in accordance with this
Manual. It is recommended that investors in Wrap Fee Accounts and Advisory
Accounts should make such orders through their Financial Advisor. PLEASE BE
CAREFUL TO REFERENCE "ADVISOR CLASS" IN ALL INSTRUCTIONS PROVIDED. See "How to
Invest;" "How to Make Exchanges;" "How to Redeem Shares;" and "Dividends, Other
Distributions and Federal Income Taxation -- Taxes" for more information.

Each Funds' Transfer Agent is G.T. GLOBAL INVESTOR SERVICES, INC.

INVESTMENTS BY MAIL

Send completed Account Application (if initial purchase) or letter stating Fund
name, class of shares, shareholder's registered name and account number (if
subsequent purchase) with a check to:

    G.T. Global
    P.O. Box 7345
    San Francisco, California 94120-7345

INVESTMENTS BY BANK WIRE

A new account may be opened by calling 1-800-223-2138 to obtain an account
number. WITHIN SEVEN DAYS OF PURCHASE A COMPLETED ACCOUNT APPLICATION CONTAINING
THE APPROPRIATE TAXPAYER IDENTIFICATION NUMBER MUST BE SENT TO G.T. GLOBAL AT
THE ADDRESS PROVIDED ABOVE UNDER "INVESTMENTS BY MAIL." Wire instructions must
state Fund name, class of shares, shareholder's registered name and account
number. Bank wires should be sent through the Federal Reserve Bank Wire System
to:

    WELLS FARGO BANK, N.A.
    ABA 121000248
    Attn: G.T. GLOBAL
         ACCOUNT NO. 4023-050701

EXCHANGES BY TELEPHONE

Call G.T. Global at 1-800-223-2138

EXCHANGES BY MAIL

Send complete instructions, including name of Fund exchanging from, amount of
exchange, class of shares, name of the G.T. Global Mutual Fund exchanging into,
shareholder's registered name and account number, to:

    G.T. Global
    P.O. Box 7893
    San Francisco, California 94120-7893
REDEMPTIONS BY TELEPHONE

Call G.T. Global at 1-800-223-2138

REDEMPTIONS BY MAIL

Send complete instructions, including name of Fund, class of shares, amount of
redemption, shareholder's registered name and account number, to:

    G.T. Global
    P.O. Box 7893
    San Francisco, California 94120-7893

OVERNIGHT MAIL

Overnight mail services do not deliver to post office boxes. To send purchase,
exchange or redemption orders by overnight mail, comply with the above
instructions but send to the following:

    G.T. Global Investor Services
    California Plaza
    2121 N. California Boulevard
    Suite 450
    Walnut Creek, CA 94596

ADDITIONAL QUESTIONS

Shareholders with additional questions regarding purchase, exchange and
redemption procedures may call G.T. Global at 1-800-223-2138.

                               Prospectus Page 27
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                         CALCULATION OF NET ASSET VALUE

- --------------------------------------------------------------------------------

Each Fund calculates its net asset value as of the close of regular trading on
the NYSE (currently 4:00 p.m. Eastern Time, unless weather, equipment failure or
other factors contribute to an earlier closing time) each Business Day. Each
Fund's net asset value per share is computed by determining the value of its
total assets (the securities it holds plus any cash or other assets, including
interest and dividends accrued but not yet received), subtracting all the Fund's
liabilities (including accrued expenses), and dividing the result by the total
number of shares outstanding at such time. Net asset value is determined
separately for each class of shares of each Fund.

Equity securities held by a Fund 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 business on the day the securities are being
valued or, lacking any sales, at the last available bid price. Long-term debt
obligations are valued at the mean of representative quoted bid or asked prices
for such securities, or, if such prices are not available, at prices for
securities of comparable maturity, quality and type; however, when G.T. Capital
deems it appropriate, prices obtained from a bond pricing service will be used.
Short-term debt investments are amortized to maturity based on their cost,
adjusted for foreign exchange translation and market fluctuations, provided that
such valuations represent fair value. When market quotations for futures and
options positions held by a Fund are readily available, those positions will be
valued based upon such quotations.

Securities and other assets for which market quotations are not readily
available are valued at fair value determined in good faith by or under
direction of the Company's Board of Trustees. Securities quoted in foreign
currencies will be valued in U.S. dollars based on the prevailing exchange rates
on that day.

Each Fund's portfolio securities, from time to time, may be traded primarily on
foreign exchanges or over-the-counter ("OTC") dealer markets which may trade on
days when the NYSE is closed (such as Saturday). As a result, the net asset
values of the Funds may be affected significantly by such trading on days when
shareholders have no access to the Funds.

                               Prospectus Page 28
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                         DIVIDENDS, OTHER DISTRIBUTIONS
                          AND FEDERAL INCOME TAXATION

- --------------------------------------------------------------------------------

DIVIDENDS AND OTHER DISTRIBUTIONS. Each Fund annually declares as a dividend all
its net investment income, if any, which includes dividends, accrued interest
and earned discount (including both original issue and market discounts) less
applicable expenses. Each Fund also normally distributes for each fiscal year
substantially all of its realized net short-term capital gain (the excess of
short-term capital gains over short-term capital losses), net capital gain (the
excess of net long-term capital gain over net short-term capital loss) and net
gains from foreign currency transactions, if any. Each Fund may make an
additional dividend or other distribution if necessary to avoid a 4% excise tax
on certain undistributed income and gain.

Dividends and other distributions paid by each Fund with respect to all classes
of its shares are calculated in the same manner and at the same time. The per
share income dividends on Advisor Class shares of a Fund will be higher than the
per share income dividends on shares of other classes of that Fund as a result
of the service and distribution fee applicable to those other shares.
SHAREHOLDERS MAY ELECT:

/ / to have all dividends and other distributions automatically reinvested in
    additional Advisor Class shares of the distributing Fund (or other G.T.
    Global Mutual Funds) or

/ / to receive dividends in cash and have other distributions automatically
    reinvested in additional Advisor Class shares of the distributing Fund (or
    other G.T. Global Mutual Funds) or

/ / to receive other distributions in cash and have dividends automatically
    reinvested in additional Advisor Class shares of the distributing Fund (or
    other G.T. Global Mutual Funds) or

/ / to receive dividends and other distributions in cash.

Automatic reinvestments in additional Advisor Class shares are made at net asset
value. IF NO ELECTION IS MADE BY A SHAREHOLDER, ALL DIVIDENDS WITHOUT IMPOSITION
OF A SALES CHARGE AND OTHER DISTRIBUTIONS WILL BE AUTOMATICALLY REINVESTED IN
ADDITIONAL ADVISOR CLASS SHARES OF THE DISTRIBUTING FUND. Reinvestments in
another G.T. Global Mutual Fund may only be directed to an account with the
identical shareholder registration and account number. These elections may be
changed by a shareholder at any time; to be effective with respect to a
distribution, the shareholder or the shareholder's broker must contact the
Transfer Agent by mail or telephone at least 15 Business Days prior to the
payment date. THE FEDERAL INCOME TAX STATUS OF DIVIDENDS AND OTHER DISTRIBUTIONS
IS THE SAME WHETHER THEY ARE RECEIVED IN CASH OR REINVESTED IN ADDITIONAL
SHARES.

Any dividend or other distribution paid by a Fund has the effect of reducing the
net asset value per share on the ex-dividend date by the amount thereof.
Therefore, a dividend or other distribution paid shortly after a purchase of
shares would represent, in substance, a return of capital to the shareholder (to
the extent it is paid on the shares so purchased), even though subject to income
tax, as discussed below.

TAXES. Each Fund intends to continue to qualify for treatment as a regulated
investment company under the Code. In each taxable year that a Fund so
qualifies, the Fund (but not its shareholders) will be relieved of federal
income tax on that part of its investment company taxable income (consisting
generally of net investment income, net gains from certain foreign currency
transactions and net short-term capital gain) and net capital gain that is
distributed to its shareholders.

Dividends from a Fund's investment company taxable income (whether paid in cash
or reinvested in additional shares) are taxable to its shareholders as ordinary
income to the extent of the Fund's earnings and profits. Distributions of a
Fund's net capital gain, when designated as such, are taxable to its
shareholders as long-term capital gains, regardless of how long they have held
their Fund shares and whether such distributions are paid in cash or reinvested
in additional shares.

Each Fund provides federal tax information to its shareholders annually,
including information about dividends and other distributions paid during the
preceding year and, under certain circumstances, the shareholders' respective
shares of any foreign taxes paid by the Fund, in which event each shareholder
would be required to include in his or her gross income his or her pro rata
share of

                               Prospectus Page 29
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
those taxes but might be entitled to claim a credit or deduction for them.

Each Fund must withhold 31% from dividends, capital gain distributions and
redemption proceeds payable to any individuals and certain other noncorporate
shareholders who have not furnished to the Fund a correct taxpayer
identification number or a properly completed claim for exemption on Form W-8 or
W-9. Withholding at that rate also is required from dividends and capital gain
distributions payable to such shareholders who otherwise are subject to backup
withholding. Fund accounts opened via a bank wire purchase (see "How to Invest
- -- Purchases Through the Distributor") are considered to have uncertified
taxpayer identification numbers unless a completed Form W-8 or W-9 or Account
Application is received by the Transfer Agent within seven days after the
purchase. A shareholder should contact the Transfer Agent if the shareholder is
uncertain whether a proper taxpayer identification number is on file with a
Fund.

A redemption of Fund shares may result in taxable gain or loss to the redeeming
shareholder, depending upon whether the redemption proceeds are more or less
than the shareholder's adjusted basis for the redeemed shares. An exchange of
Fund shares for shares of another G.T. Global Mutual Fund generally will have
similar tax consequences. In addition, if Fund shares are purchased within 90
days before or after redeeming other shares of the same Fund (regardless of
class) at a loss, all or a part of the loss will not be deductible and instead
will increase the basis of the newly purchased shares.

The foregoing is only a summary of some of the important federal tax
considerations generally affecting each Fund and its shareholders. See "Taxes"
in the Statement of Additional Information for a further discussion. There may
be other federal, state, local or foreign tax considerations applicable to a
particular investor. Prospective investors therefore are urged to consult their
tax advisers.

- --------------------------------------------------------------------------------

                                   MANAGEMENT

- --------------------------------------------------------------------------------

The Company's Board of Trustees has overall responsibility for the operation of
the Funds. Pursuant to such responsibility, the Board has approved contracts
with various financial organizations to provide, among other things, day to day
management services required by the Funds.

INVESTMENT MANAGEMENT AND ADMINISTRATION. Services provided by G.T. Capital as
each Fund's investment manager and administrator include, but are not limited
to, determining the composition of the Fund's portfolio and placing orders to
buy, sell or hold particular securities; furnishing corporate officers and
clerical staff; providing office space, services and equipment; and supervising
all matters relating to the Fund's operation. For these services, the America
Fund pays G.T. Capital investment management and administration fees, computed
daily and paid monthly, based on its average daily net assets, at the annualized
rate of .725% on the first $500 million, .70% on the next $500 million, .675% on
the next $500 million, and .65% on amounts thereafter. Each of the other Funds
pays G.T. Capital investment management and administration fees, computed daily
and paid monthly, based on its average daily net assets, at the annualized rate
of .975% on the first $500 million, .95% on the next $500 million, .925% on the
next $500 million, and .90% on amounts thereafter. These rates are higher than
those paid by most mutual funds.

G.T. Capital, organized in 1973, provides investment management and/or
administrative services to all the G.T. Global Mutual Funds as well as to other
institutional, corporate and individual clients. The offices of G.T. Capital are
located at 50 California Street, 27th Floor, San Francisco, California 94111.

G.T. Capital is the U.S. member of the G.T. Group, an international investment
advisory organization established in 1969 for the purpose of rendering
international portfolio management services to both institutional and individual
clients. Since the G.T. Group was established, it has gained a reputation as a
leader in identifying and investing in emerging and established markets around
the world. As of April 1, 1995, aggregate assets under G.T. Group management
exceeded $20 billion, of

                               Prospectus Page 30
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
which more than $17 billion was invested in the securities of non-U.S. issuers.

In addition to the San Francisco office, the G.T. Group maintains fully staffed
investment offices in London, Hong Kong, Tokyo, Toronto, Singapore and Sydney.
Many of G.T. Capital's investment managers are natives of the countries in which
they invest, and have the advantage of being close to the financial markets they
follow and speaking the languages of local corporate and government leaders.
G.T. Capital's experienced management team is situated to react quickly to
changes in foreign markets which are in time zones different from those in the
United States.

G.T. Capital and the other companies in the G.T. Group are subsidiaries of BIL
GT Group Limited ("BIL GT Group"), a financial services holding company. BIL GT
Group in turn is controlled by the Prince of Liechtenstein Foundation, which
serves as the parent organization for the various business enterprises of the
Princely Family of Liechtenstein. Its principal business address is Herrengasse
12, FL-9490, Vaduz, Liechtenstein.

In managing the Funds, G.T. Capital employs a team approach, taking advantage of
the resources of its various investment offices around the world in seeking to
achieve each Fund's investment objective. In addition, in managing the Funds
these individuals utilize the research and related work of other members of G.T.
Capital's investment staff.

The investment professionals primarily responsible for the portfolio management
of each Fund are as follows:

                                  PACIFIC FUND

<TABLE>
<CAPTION>
                                                 RESPONSIBILITIES FOR                    BUSINESS EXPERIENCE
NAME/OFFICE                                            THE FUND                            LAST FIVE YEARS
- --------------------------------------  --------------------------------------  --------------------------------------
<S>                                     <C>                                     <C>
Lawrence Yip                            Asset allocation and security           Portfolio Manager for G.T. Management
 Hong Kong                               selection for Asian countries           (Asia) Ltd. and Portfolio Manager for
                                         (excluding Japan) since 1993            G.T. Capital since 1993.
Nicholas W. Andrews                     Security selection for Australia and    Portfolio Manager for G.T. Management
 Sydney                                  New Zealand since 1991                  (Australia) Ltd. and G.T. Capital
                                                                                 since 1991. Prior thereto Mr. Andrews
                                                                                 was an Investment Analyst for Legal
                                                                                 and General Life of Australia
                                                                                 (Sydney).
</TABLE>

                                  EUROPE FUND

<TABLE>
<CAPTION>
                                                 RESPONSIBILITIES FOR                    BUSINESS EXPERIENCE
NAME/OFFICE                                            THE FUND                            LAST FIVE YEARS
- --------------------------------------  --------------------------------------  --------------------------------------
<S>                                     <C>                                     <C>
Anna Powell                             Security selection for Continental      Portfolio Manager for G.T. Management
 London                                  Europe since 1995                       PLC (London) and G.T. Capital since
                                                                                 March, 1995. From 1989 to 1995, Ms.
                                                                                 Powell was a Portfolio Manager for
                                                                                 Robert Fleming & Co. Ltd. (London).
                                                                                 Prior thereto, she was an Equity
                                                                                 Analyst for Charterhouse Bank Ltd.
                                                                                 (London).
Roger Yates                             Security selection for the UK since     Portfolio Manager for G.T. Capital
 London                                  1994                                    since 1994. Portfolio Manager for
                                                                                 G.T. Management PLC (London) since
                                                                                 1994. Prior thereto, Mr. Yates was an
                                                                                 Investment Manager for Morgan General
                                                                                 Asset Management.
</TABLE>

                               Prospectus Page 31
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                  AMERICA FUND

<TABLE>
<CAPTION>
                                                 RESPONSIBILITIES FOR                    BUSINESS EXPERIENCE
NAME/OFFICE                                            THE FUND                            LAST FIVE YEARS
- --------------------------------------  --------------------------------------  --------------------------------------
<S>                                     <C>                                     <C>
Kevin L. Wenck                          Portfolio manager since 1991            Portfolio Manager for G.T. Capital
 San Francisco                                                                   since 1991. Prior thereto Mr. Wenck
                                                                                 was a Portfolio Manager for Matuschka
                                                                                 & Co. (Greenwich, CT).
Richard M. Parower                      Investment analyst since 1993           Investment Analyst for G.T. Capital
 San Francisco                                                                   since 1993. From 1991 to 1993, Mr.
                                                                                 Parower was a student at Columbia
                                                                                 University Graduate School of
                                                                                 Business (where he received a Masters
                                                                                 for Business Administration). In
                                                                                 1991, he was an Analyst of Cowen
                                                                                 Asset Management (New York). Prior
                                                                                 thereto, Mr. Parower was an Analyst
                                                                                 at Matuschka & Co. (Greenwich, CT).
Jeanne M. Kraus                         Research analyst since 1993             Analyst for G.T. Capital since 1991.
                                                                                 From 1989 to 1991, Ms. Kraus was an
                                                                                 Assistant at Massachusetts Financial
                                                                                 Services.
</TABLE>

                               Prospectus Page 32
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               INTERNATIONAL FUND

<TABLE>
<CAPTION>
                                                 RESPONSIBILITIES FOR                    BUSINESS EXPERIENCE
NAME/OFFICE                                            THE FUND                            LAST FIVE YEARS
- --------------------------------------  --------------------------------------  --------------------------------------
<S>                                     <C>                                     <C>
F. Christian Wignall                    Overall supervision and asset           Chief Investment Officer -- Global
 San Francisco                           allocation since 1987                   Equities for G.T. Capital.
Michael Lindsell                        Portfolio Manager since 1992            Chief Investment Officer -- Japan for
 Tokyo                                                                           G.T. Management (Japan) Ltd. as well
                                                                                 as Portfolio Manager for G.T. Capital
                                                                                 since 1992. Prior thereto Mr.
                                                                                 Lindsell was a Director of Warburg
                                                                                 Asset Management (Tokyo, Japan).
Malcolm Tulloch                         Portfolio Manager since 1994            Portfolio Manager for G.T. Management
 London                                                                          PLC (London) as well as Portfolio
                                                                                 Manager for G.T. Capital since 1994.
                                                                                 Prior thereto, Mr. Tulloch was
                                                                                 Managing Director of Tulloch Research
                                                                                 (London, England).
Soraya M. Betterton                     Security selection for Canada and       Portfolio Manager for G.T. Capital.
 San Francisco                           Latin America since 1989
Nicholas W. Andrews                     Security selection for Australia and    Portfolio Manager for G.T. Management
 Sydney                                  New Zealand since 1991                  (Australia) Ltd. and G.T. Capital
                                                                                 since 1991. Prior thereto Mr. Andrews
                                                                                 was an Investment Analyst for Legal
                                                                                 and General Life of Australia
                                                                                 (Sydney).
Peter Eadon-Clarke                      Security selection for Asian countries  Chief Investment Officer for G.T.
 Hong Kong                               (excluding Japan) since 1992            Management (Asia) Ltd. as well as
                                                                                 Portfolio Manager for G.T. Capital
                                                                                 since 1992. Prior thereto Mr.
                                                                                 Eadon-Clarke was an Associate
                                                                                 Director of Wardley Investment
                                                                                 Services (Hong Kong).
Roger Yates                             Security selection for the UK since     Portfolio Manager for G.T. Capital
 London                                  1994                                    since 1994. Portfolio Manager for
                                                                                 G.T. Management PLC (London) since
                                                                                 1994. Prior thereto, Mr. Yates was an
                                                                                 Investment Manager for Morgan General
                                                                                 Asset Management.
Serge Selfslagh                         Security selection for Continental      Portfolio Manager for G.T. Management
 London                                  Europe since 1993                       PLC (London) and G.T. Capital since
                                                                                 1993. Prior thereto Mr. Selfslagh was
                                                                                 a Portfolio Manager for Schroeder
                                                                                 Investment Management (London) and
                                                                                 its U.S. affiliate, SCMI.
</TABLE>

                               Prospectus Page 33
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                 WORLDWIDE FUND

<TABLE>
<CAPTION>
                                                 RESPONSIBILITIES FOR                    BUSINESS EXPERIENCE
NAME/OFFICE                                            THE FUND                            LAST FIVE YEARS
- --------------------------------------  --------------------------------------  --------------------------------------
<S>                                     <C>                                     <C>
F. Christian Wignall                    Overall supervision and asset           Chief Investment Officer -- Global
 San Francisco                           allocation since 1987                   Equities for G.T. Capital.
Malcolm Tulloch                         Portfolio Manager since 1994            Portfolio Manager for G.T. Management
 London                                                                          PLC (London) as well as Portfolio
                                                                                 Manager for G.T. Capital since 1994.
                                                                                 Prior thereto, Mr. Tulloch was
                                                                                 Managing Director of Tulloch Research
                                                                                 (London, England).
Soraya M. Betterton                     Security selection for North and South  Portfolio Manager for G.T. Capital.
 San Francisco                           America since 1989
Nicholas W. Andrews                     Security selection for Australia and    Portfolio Manager for G.T. Management
 Sydney                                  New Zealand since 1991                  (Australia) Ltd. and G.T. Capital
                                                                                 since 1991. Prior thereto Mr. Andrews
                                                                                 was an Investment Analyst for Legal
                                                                                 and General Life of Australia
                                                                                 (Sydney).
Peter Eadon-Clarke                      Security selection for Asian countries  Chief Investment Officer for G.T.
 Hong Kong                               (excluding Japan) since 1992            Management (Asia) Ltd. as well as
                                                                                 Portfolio Manager for G.T. Capital
                                                                                 since 1992. Prior thereto Mr.
                                                                                 Eadon-Clarke was an Associate
                                                                                 Director of Wardley Investment
                                                                                 Services (Hong Kong).
Roger Yates                             Security selection for U.K. since 1994  Portfolio Manager for G.T. Capital
 London                                                                          since 1994. Portfolio Manager for
                                                                                 G.T. Management PLC (London) since
                                                                                 1994. Prior thereto, Mr. Yates was an
                                                                                 Investment Manager for Morgan General
                                                                                 Asset Management.
Serge Selfslagh                         Security selection for Continental      Portfolio Manager for G.T. Management
 London                                  Europe since 1993                       PLC (London) and G.T. Capital since
                                                                                 1993. Prior thereto Mr. Selfslagh was
                                                                                 a Portfolio Manager for Schroeder
                                                                                 Investment Management (London) and
                                                                                 its U.S. affiliate, SCMI.
Michael Lindsell                        Security selection for Japan since      Chief Investment Officer -- Japan for
 Tokyo                                   1992                                    G.T. Management (Japan) Ltd. as well
                                                                                 as Portfolio Manager for G.T. Capital
                                                                                 since 1992. Prior thereto Mr.
                                                                                 Lindsell was a Director of Warburg
                                                                                 Asset Management (Tokyo, Japan).
</TABLE>

                                   JAPAN FUND

<TABLE>
<CAPTION>
                                                 RESPONSIBILITIES FOR                    BUSINESS EXPERIENCE
NAME/OFFICE                                            THE FUND                            LAST FIVE YEARS
- --------------------------------------  --------------------------------------  --------------------------------------
<S>                                     <C>                                     <C>
Michael Lindsell                        Portfolio Manager since 1992            Chief Investment Officer -- Japan for
 Tokyo                                                                           G.T. Management (Japan) Ltd. as well
                                                                                 as Portfolio Manager for G.T. Capital
                                                                                 since 1992. Prior thereto Mr.
                                                                                 Lindsell was a Director of Warburg
                                                                                 Asset Management (Tokyo, Japan).
</TABLE>

                               Prospectus Page 34
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

In placing orders for the Funds' portfolio transactions, G.T. Capital seeks to
obtain the best net results. G.T. Capital has no agreement or commitment to
place orders with any broker/dealer. Commissions or discounts in foreign
securities exchanges and OTC markets often are fixed and generally are higher
than those in U.S. securities exchanges or markets. Debt securities generally
are traded on a "net" basis with a dealer acting as principal for its own
account without a stated commission, although the price of the security usually
includes a profit to the dealer. U.S. and foreign government securities and
money market instruments generally are traded in the OTC markets. In
underwritten offerings, securities usually are purchased at a fixed price which
includes an amount of compensation to the underwriter. On occasion, securities
may be purchased directly from an issuer, in which case no commissions or
discounts are paid. Broker/dealers may receive commissions on futures, currency
and options transactions. Consistent with its obligation to obtain the best net
results, G.T. Capital may consider a broker/dealer's sale of shares of the G.T.
Global Mutual Funds as a factor in considering through whom portfolio
transactions will be effected. Brokerage transactions for the Fund may be
executed through any of the BIL GT Group affiliates.

The Funds' portfolio turnover rates during the fiscal year ended December 31,
1994 ranged between 49% and 102%. See the sub-caption "Portfolio Trading and
Turnover" in the Statement of Additional Information. Increases in portfolio
turnover would involve correspondingly greater transaction costs in the form of
dealer spreads or brokerage commissions and other costs that a Fund will bear
directly, and could result in the realization of net capital gains which would
be taxable when distributed to shareholders.

DISTRIBUTION OF FUND SHARES. G.T. Global is the distributor, or principal
underwriter, of each Fund's Advisor Class shares. Like G.T. Capital, G.T. Global
is a subsidiary of BIL GT Group with offices at 50 California Street, 27th
Floor, San Francisco, California 94111.

G.T. Capital or an affiliate thereof may make ongoing payments to Financial
Advisors and others that facilitate the administration and servicing of Advisor
Class shareholder accounts.

G.T. Global, at its own expense, may also provide promotional incentives to
broker/dealers that sell shares of the Funds and/or shares of the other G.T.
Global Mutual Funds. In some instances compensation or promotional incentives
may be offered to broker/dealers that have sold or may sell significant amounts
of shares during specified periods of time. Such compensation and incentives may
include, but are not limited to, cash, merchandise, trips and financial
assistance to brokers in connection with preapproved conferences or seminars,
sales or training programs for invited sales personnel, payment for travel
expenses (including meals and lodging) incurred by sales personnel and members
of their families or other invited guests to various locations for such seminars
or training programs, seminars for the public, advertising and sales campaigns
regarding one or more of the G.T. Global Mutual Funds, and/or other events
sponsored by the broker/dealer.

The Glass-Steagall Act and other applicable laws, among other things, generally
prohibit federally chartered or supervised banks from engaging in the business
of underwriting or distributing securities. Accordingly, G.T. Global intends to
engage banks (if at all) only to perform administrative and shareholder
servicing functions. If a bank were prohibited from so acting, its shareholder
clients would be permitted to remain shareholders, and alternative means for
continuing the servicing of such shareholders would be sought. It is not
expected that shareholders would suffer any adverse financial consequences as a
result of any of these occurrences.

                               Prospectus Page 35
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               OTHER INFORMATION

- --------------------------------------------------------------------------------

CONFIRMATIONS AND REPORTS TO SHAREHOLDERS. Each time a transaction is made that
affects a shareholder's account in a Fund, such as an additional investment,
redemption or the payment of a dividend or other distribution, the shareholder
will receive from the Transfer Agent a confirmation statement reflecting the
transaction. Confirmations for transactions effected pursuant to a Fund's
automatic dividend reinvestment program may be provided quarterly. Shortly after
the end of the Funds' fiscal year on December 31 and fiscal half-year on June 30
of each year, shareholders will receive an annual and semiannual report,
respectively. These reports list the securities held by each Fund and includes
each Fund's financial statements. In addition, the federal income tax status of
distributions made by the Funds to shareholders will be reported after the end
of the fiscal year on Form 1099-DIV.

ORGANIZATION. The Company is organized as a Massachusetts business trust and is
registered with the SEC as a diversified open-end management investment company.

Each Fund corresponds to a distinct investment portfolio and a distinct series
of the Company's shares of beneficial interest. From time to time, the Company's
Board of Trustees may, in its discretion, establish additional funds and issue
shares of additional series of the Company's shares of beneficial interest.
Shares of each Fund are entitled to one vote per share (with proportional voting
for fractional shares) and are freely transferable. Shareholders have no
preemptive or conversion rights.

On any matter submitted to a vote of shareholders, shares of each Fund will be
voted by that Fund's shareholders individually when the matter affects the
specific interest of that Fund only, such as approval of that Fund's investment
management arrangements. In addition, each class of shares of a Fund has
exclusive voting rights with respect to its distribution plan. The shares of all
the Company's Funds will be voted in the aggregate on other matters, such as the
election of Trustees and ratification of the selection by the Board of Trustees
of the Company's independent accountants.

The Company normally will not hold meetings of shareholders, except as required
under the 1940 Act. The Company would be required to hold a shareholders meeting
in the event that at any time less than a majority of the Trustees holding
office had been elected by shareholders. Trustees shall continue to hold office
until their successors are elected and have qualified. Shares of the Company's
Funds do not have cumulative voting rights, which means that the holders of a
majority of the shares voting for the election of Trustees can elect all the
Trustees. A Trustee may be removed upon a majority vote of the shareholders
qualified to vote in the election. Shareholders holding 10% of the Company's
outstanding voting securities may call a meeting of shareholders for the purpose
of voting upon the question of removal of any Trustee or for any other purpose.
The 1940 Act requires the Company to assist shareholders in calling such a
meeting.

Advisor Class shares are offered through this Prospectus to certain investors.
There are two other classes of shares offered to investors through a separate
prospectus: Class A shares and Class B shares.

CLASS A. Class A shares are sold at net asset value plus an initial sales charge
of up to 4.75% of the public offering price imposed at the time of purchase.
This initial sales charge is reduced or waived for certain purchases. Class A
shares of each Fund also bear annual service and distribution fees of up to
0.35% of the average daily net assets of that class. For the fiscal year ended
December 31, 1994, total operating expenses for the Class A shares were 1.81%
for Worldwide Fund, 1.70% for International Fund, 1.91% for Japan Fund, 1.81%
for Pacific Fund, 1.73% for Europe Fund, and 1.58% for America Fund,
respectively, of average net assets.

CLASS B. Class B shares are sold at net asset value with no initial sales charge
at the time of purchase. Class B shares bear annual service and distribution
fees of up to 1.00% of the average daily net assets of that class, and investors
pay a contingent deferred sales charge of up to 5% of the lesser of the original
purchase price or the net asset value of such shares at the time of redemption.
This

                               Prospectus Page 36
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
deferred sales charge is waived for certain redemptions and is reduced for
shares held more than one year. For the fiscal year ended December 31, 1994,
total operating expenses for the Class B shares were 2.46% for Worldwide Fund,
2.35% for International Fund, 2.56% for Japan Fund, 2.46% for Pacific Fund,
2.38% for Europe Fund, and 2.23% for America Fund, respectively, of average net
assets.

The different expenses borne by each class of shares will result in different
net asset values and dividends. The per share net asset value of the Advisor
Class shares of a Fund generally will be higher than that of a Class A and B
shares of that Fund because of the higher expenses borne by the Class A and B
shares. The per share dividends on Advisor Class shares of a Fund will generally
be higher than the per share dividends on Class A and B shares of that Fund as a
result of the service and distribution fees applicable with respect to Class A
and B shares. Consequently, during comparable periods, the Funds expect the
total return on an investment in shares of the Advisor Class will be higher than
the total return on Class A or B shares.

Pursuant to the Company's Declaration of Trust, the Company may issue an
unlimited number of shares for each of the Funds, including an unlimited number
of Class A, Class B and Advisor Class shares of each Fund. Each share of a Fund
represents an interest in the Fund only, has no par value, represents an equal
proportionate interest in the Fund with other shares of the Fund and is entitled
to such dividends and distributions out of the income earned and gain realized
on the assets belonging to the Fund as may be declared by the Board of Trustees.
Each Class A, Class B and Advisor Class share of each Fund is equal as to
earnings, assets and voting privileges to each other share in such Fund, except
as noted above, and each class bears the expenses, if any, related to the
distribution of its shares. Shares of the Funds, when issued, are fully paid and
nonassessable.

Each Fund is classified as a "diversified" fund under the 1940 Act, which means
that, with respect to 75% of each Fund's total assets: (i) no more than 5% will
be invested in the securities of any one issuer, and (ii) each Fund will
purchase no more than 10% of the outstanding voting securities of any one
issuer.

SHAREHOLDER INQUIRIES. Shareholder inquiries may be made by calling the Funds
toll free at (800) 223-2138 or by writing to the Funds at P.O. Box 7893, San
Francisco, CA 94120-7893.
PERFORMANCE INFORMATION. Each Fund, from time to time, may include information
on its investment results and/or comparisons of its investment results to
various unmanaged indices or results of other mutual funds or groups of mutual
funds in advertisements, sales literature or reports furnished to present or
prospective shareholders.

In such materials, a Fund may quote its average annual total return
("Standardized Return"). Standardized Return is calculated separately for each
class of shares of each Fund. Standardized Return shows percentage rates
reflecting the average annual change in the value of an assumed investment in
the Fund at the end of a one-year period and at the end of five- and ten-year
periods, reduced by the maximum applicable sales charge imposed on sales of Fund
shares. If a one-, five- and/or ten-year period has not yet elapsed, data will
be provided as of the end of a shorter period corresponding to the life of the
Fund. Standardized Return assumes the reinvestment of all dividends and capital
gain distributions at net asset value on the reinvestment date established by
the Board of Trustees.

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, sales literature and shareholder
reports other total return performance data ("Non-Standardized Return").
Non-Standardized Return reflects percentage rates of return encompassing all
elements of return (i.e., income and capital appreciation or depreciation); it
assumes reinvestment of all dividends and capital gain distributions.
Non-Standardized Return may be quoted for the same or different periods as those
for which Standardized Return is quoted; it may consist of an aggregate or
average annual percentage rate of return, actual year-by-year rates or any
combination thereof. Non-Standardized Return may or may not take sales charges
into account; performance data calculated without taking the effect of sales
charges into account will be higher than data including the effect of such
charges.

Each Fund's performance data reflects past performance and is not necessarily
indicative of future results. A Fund's investment results will vary from time to
time depending upon market conditions, the composition of its portfolio and its
operating expenses. These factors and possible differences

                               Prospectus Page 37
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
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. A Fund's results also should be considered
relative to the risks associated with its investment objective and policies.
Each Fund will include performance data for all classes of shares of the Fund in
any advertisement or information including performance data for such Fund. See
"Investment Results" in the Statement of Additional Information.

Each Fund's annual report contains additional information with respect to its
performance. The annual report is available to investors upon request and free
of charge.

TRANSFER AGENT. Shareholder servicing, reporting and general transfer agent
functions for the Funds are performed by G.T. Global Investor Services, Inc. The
Transfer Agent is an affiliate of G.T. Capital and G.T. Global, a subsidiary of
BIL GT Group and maintains offices at 50 California Street, 27th Floor, San
Francisco, California 94111.

CUSTODIAN AND ACCOUNTING AGENT. State Street Bank and Trust Company, 225
Franklin Street, Boston, Massachusetts 02110 is custodian of each Fund's assets
and serves as each Fund's accounting agent.

COUNSEL. The law firm of Kirkpatrick & Lockhart LLP 1800 M Street, N.W.,
Washington, D.C. 20036-5891, acts as counsel to the Company and the Funds.
Kirkpatrick & Lockhart LLP also acts as counsel to G.T. Capital, G.T. Global and
G.T. Global Investor Services, Inc. in connection with other matters.

INDEPENDENT ACCOUNTANTS. The Company's and each Fund's independent accountants
are Coopers & Lybrand L.L.P., One Post Office Square, Boston, Massachusetts
02109. Coopers & Lybrand L.L.P. conducts an annual audit of each Fund, assists
in the preparation of each Fund's federal and state income tax returns and
consults with the Company and each Fund as to matters of accounting, regulatory
filings, and federal and state income taxation.

MULTIPLE TRANSLATIONS OF THE PROSPECTUS. This Prospectus may be translated into
other languages. In the event of any inconsistency or ambiguity as to the
meaning of any word or phrase contained in a translation, the English text shall
prevail.

                               Prospectus Page 38
<PAGE>

<TABLE>
      <S>                     <C>                                                     <C>
 [G.T. GLOBAL LOGO]
                              G.T. GLOBAL
                              MUTUAL FUNDS
                              P.O. Box 7345                                                                            ADVISOR CLASS
                              SAN FRANCISCO, CA 94120-7345                                                       ACCOUNT APPLICATION
                              800/223-2138
</TABLE>

<TABLE>
      <S>                     <C>                                                     <C>
      / / INDIVIDUAL  / / JOINT TENANT  / / GIFT/TRANSFER FOR MINOR  / / TRUST  / / CORP.
      ACCOUNT REGISTRATION    / / NEW ACCOUNT         / / ACCOUNT REVISION (Account No.: -------------------------------------)

      NOTE:  Trust registrations should specify name of trustee(s),  beneficiary(ies) and date of trust instrument. Registration for
      Uniform Gifts/Transfers to Minors accounts should be  in the name of one custodian and  one minor and include the state  under
      which the custodianship is created.
                                                                  ----------------------------------------------------------------
- ------------------------------------------------------------      Social Security Number / / or Tax I.D. Number / / (Check
Owner                                                             applicable box)
- ------------------------------------------------------------      If more than one owner, social security number or taxpayer
Co-owner 1                                                        identification number should be provided for first owner listed.
- ------------------------------------------------------------      If a purchase is made under Uniform Gift/Transfer to Minors Act,
Co-owner 2                                                        social security number of the minor must be provided.
                                                                  Resident of / / U.S.  / / Other (specify) ----------------
- --------------------------------------------------------------------------------------      ( )
Street Address                                                                              ---------------------------
- --------------------------------------------------------------------------------------      Home Telephone
City, State, Zip Code                                                                       ( )
                                                                                            ---------------------------
                                                                                            Business Telephone
FUND SELECTION $25,000 total minimum initial investment is required. Checks should be made payable to "G.T. GLOBAL."
</TABLE>

<TABLE>
<S>                                                  <C>             <C>                                             <C>
                                                     INITIAL                                                         INITIAL
                                                     INVESTMENT                                                      INVESTMENT
407 / / G.T. GLOBAL WORLDWIDE GROWTH FUND            $               402 / / G.T. GLOBAL NEW PACIFIC GROWTH FUND     $
                                                     ----------                                                      ----------
405 / / G.T. GLOBAL INTERNATIONAL GROWTH FUND        $               403 / / G.T. GLOBAL EUROPE GROWTH FUND          $
                                                     ----------                                                      ----------
416 / / G.T. GLOBAL EMERGING MARKETS FUND            $               413 / / G.T. LATIN AMERICA GROWTH FUND          $
                                                     ----------                                                      ----------
411 / / G.T. GLOBAL HEALTH CARE FUND                 $               406 / / G.T. GLOBAL AMERICA GROWTH FUND         $
                                                     ----------                                                      ----------
415 / / G.T. GLOBAL TELECOMMUNICATIONS FUND          $               404 / / G.T. GLOBAL JAPAN GROWTH FUND           $
                                                     ----------                                                      ----------
419 / / G.T. GLOBAL INFRASTRUCTURE FUND              $               410 / / G.T. GLOBAL GROWTH & INCOME FUND        $
                                                     ----------                                                      ----------
417 / / G.T. GLOBAL FINANCIAL SERVICES FUND          $               409 / / G.T. GLOBAL GOVERNMENT INCOME FUND      $
                                                     ----------                                                      ----------
421 / / G.T. GLOBAL NATURAL RESOURCES FUND           $               408 / / G.T. GLOBAL STRATEGIC INCOME FUND       $
                                                     ----------                                                      ----------
422 / / G.T. GLOBAL CONSUMER PRODUCTS                $               418 / / G.T. GLOBAL HIGH INCOME FUND            $
         AND SERVICES FUND                           ----------                                                      ----------
                                                                     401 / / G.T. GLOBAL DOLLAR FUND                 $
                                                                                                                     ----------

                                                                     TOTAL INITIAL INVESTMENT:                       $
                                                                                                                     ----------
</TABLE>

AGREEMENTS & SIGNATURES

 By  the execution of this Account Application, I/we represent and warrant that
 I/we have full right, power  and authority and am/are  of legal age in  my/our
 state  of  residence  to make  the  investment  applied for  pursuant  to this
 Application. The  person(s),  if  any,  signing  on  behalf  of  the  investor
 represent  and warrant that they are  duly authorized to sign this Application
 and to purchase, redeem  or exchange shares  of the Fund(s)  on behalf of  the
 investor.  I/WE HEREBY AFFIRM THAT I/WE  HAVE RECEIVED A CURRENT ADVISOR CLASS
 PROSPECTUS OF THE G.T. FUND(S) IN  WHICH I/WE AM/ARE INVESTING AND I/WE  AGREE
 TO ITS TERMS AND CONDITIONS.

 I/WE  AND MY/OUR AGENTS, ASSIGNS AND  SUCCESSORS UNDERSTAND AND AGREE THAT THE
 ACCOUNT WILL BE  SUBJECT TO  THE TELEPHONE EXCHANGE  AND TELEPHONE  REDEMPTION
 PRIVILEGES  DESCRIBED IN THE  CURRENT PROSPECTUS TO  WHICH THIS APPLICATION IS
 ATTACHED AND  AGREE THAT  G.T. GLOBAL  FINANCIAL SERVICES,  INC., G.T.  GLOBAL
 GROWTH  SERIES, G.T. INVESTMENT FUNDS,  INC., G.T. INVESTMENT PORTFOLIOS, INC.
 AND THE  FUNDS' TRANSFER  AGENT, THEIR  OFFICERS AND  EMPLOYEES, WILL  NOT  BE
 LIABLE  FOR ANY LOSS  OR DAMAGES ARISING  OUT OF ANY  SUCH TELEPHONE, TELEX OR
 TELEGRAPHIC INSTRUCTIONS REASONABLY BELIEVED TO BE GENUINE, INCLUDING ANY SUCH
 LOSS OR  DAMAGES  DUE  TO  NEGLIGENCE  ON  THE  PART  OF  SUCH  ENTITIES.  THE
 INVESTOR(S) CERTIFY(IES) AND AGREE(S) THAT THE CERTIFICATIONS, AUTHORIZATIONS,
 DIRECTIONS  AND RESTRICTIONS CONTAINED HEREIN  WILL CONTINUE UNTIL G.T. GLOBAL
 FINANCIAL SERVICES, INC.,  G.T. GLOBAL GROWTH  SERIES, G.T. INVESTMENT  FUNDS,
 INC.,  G.T. INVESTMENT PORTFOLIOS, INC. OR  THE FUNDS' TRANSFER AGENT RECEIVES
 WRITTEN NOTICE OF ANY CHANGE OR  REVOCATION. ANY CHANGE IN THESE  INSTRUCTIONS
 MUST BE IN WRITING AND IN SOME CASES, AS DESCRIBED IN THE PROSPECTUS, REQUIRES
 THAT ALL SIGNATURES BE GUARANTEED.

     PLEASE INDICATE THE NUMBER OF SIGNATURES REQUIRED TO PROCESS CHECKS OR
 WRITTEN REDEMPTION REQUESTS:  / / ONE   / / TWO   / / THREE   / / FOUR.

     (If you do not indicate the number of required signatures, ALL account
 owners must sign checks and/or written redemption requests.)

     Under  penalties of  perjury, I  certify that  the Taxpayer Identification
 Number provided on  this form  is my (or  my employer's,  trust's, minor's  or
 other  payee's) true, correct and  complete Number and may  be assigned to any
 new account opened under the exchange  privilege. I further certify that I  am
 (or  the payee  whose Number  is given is)  not subject  to backup withholding
 because: (a) I am (or  the payee is) exempt  from backup withholding; (b)  the
 Internal  Revenue Service  has not  notified me  that I  am (or  the payee is)
 subject to backup withholding as a result of a failure to report all  interest
 or  dividends; OR (c) the I.R.S.  has notified me that I  am (the payee is) no
 longer subject to backup withholding;

     OR, / / I am (the payee is) subject to backup withholding.

     ALL ACCOUNT OWNERS MUST SIGN BELOW (Minors are not authorized signers)
  Account revisions may require that signatures be guaranteed. Please see the
                                  Prospectus.

<TABLE>
<S>                                                          <C>

 ----------------------------------------------------------
 Date
 X                                                           X
 ----------------------------------------------------------  ----------------------------------------------------------
 X                                                           X
 ----------------------------------------------------------  ----------------------------------------------------------
</TABLE>

<PAGE>
ACCOUNT PRIVILEGES

CHECKWRITING PRIVILEGE
Checkwriting privilege available on Advisor Class shares of G.T. Global Dollar
Fund and G.T. Global Government Income Fund.
/ / Check here if desired. You will be sent a book of checks.

CAPITAL GAINS AND DIVIDEND DISTRIBUTIONS
All capital gains and dividend distributions will be reinvested in additional
shares of Advisor class unless appropriate boxes below are checked:
/ / Pay capital gain distributions only in cash   / / Pay dividends only in
cash   / / Pay capital gain distributions AND dividends in cash.

SPECIAL CAPITAL GAINS AND DIVIDEND DISTRIBUTIONS OPTION
Pay distributions noted above to another G.T. Global Fund: Fund Name
- -----------------------------------------

<TABLE>
<S>                                                                       <C>
TELEPHONE EXCHANGE AND REDEMPTION                                         AUTHORITY TO TRANSMIT REDEMPTION PROCEEDS TO
                                                                          PRE-DESIGNATED ACCOUNT

I/We, either directly or through the Authorized Agent, if any, named      By completing the following section, redemptions that
below, hereby authorize the Transfer Agent of the G.T. Global Mutual      exceed $1,000 may be wired or mailed to a Pre-Designated
Funds, to honor any telephone, telex or telegraphic instructions          Account at your bank. (Wiring instructions may be obtained
reasonably believed to be authentic for redemption and/or exchange        from your bank.) A bank wire service fee may be charged.
between a similar class of shares of any of the Funds distributed by      ----------------------------------------------------------
G.T. Global Financial Services, Inc.                                      Name of Bank
                                                                          ----------------------------------------------------------
                                                                          Bank Address
                                                                          ----------------------------------------------------------
                                                                          Bank A.B.A Number                        Account Number
                                                                          ----------------------------------------------------------
                                                                          Names(s) in which Bank Account is Established
                                                                          A corporation (or partnership) must also submit a
                                                                          "Corporate Resolution" (or "Certificate of Partnership")
                                                                          indicating the names and titles of Officers authorized to
                                                                          act on its behalf.
</TABLE>

<TABLE>
<S>                                                    <C>                            <C>                      <C>
FOR USE BY AUTHORIZED AGENT ONLY

We hereby submit this Account Application for the purchase of Advisor Class shares in accordance with the terms of our Advisor Class
Agreement with G.T. Global Financial Services, Inc. and with the Prospectus and Statement of Additional Information of each Fund
purchased.

- ------------------------------------------------------------------------------------------------------------------------------------
Advisor's Name
- ------------------------------------------------------------------------------------------------------------------------------------
Main Office Address              Branch Number (if applicable)              Representative's Number              Representative's
Name
                                                               (     )
- -------------------------------------------------------------------------------------------------------------------------
Branch Address                                                                        Telephone

- -------------------------------------------------------------------------------------------------------------------------
Advisor's Authorized Signature                                                        Title
</TABLE>
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     NOTES

- --------------------------------------------------------------------------------

                               Prospectus Page 39
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     NOTES

- --------------------------------------------------------------------------------

                               Prospectus Page 40
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     NOTES

- --------------------------------------------------------------------------------

                               Prospectus Page 41
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     [LOGO]
                           G.T. GLOBAL GROUP OF FUNDS

  G.T.  GLOBAL  OFFERS  A  BROAD  RANGE OF  MUTUAL  FUNDS  TO  COMPLEMENT MANY
  INVESTORS' PORTFOLIOS. FOR MORE INFORMATION AND  A PROSPECTUS ON ANY OF  THE
  G.T. GLOBAL FUNDS, PLEASE CONTACT G.T. GLOBAL OR YOUR FINANCIAL ADVISOR.

GROWTH FUNDS

/ / GLOBALLY DIVERSIFIED FUNDS

G.T. GLOBAL: WORLDWIDE GROWTH FUND
Invests around the world, including the U.S.

G.T. GLOBAL: INTERNATIONAL GROWTH FUND
Provides portfolio diversity by investing outside
the U.S.

G.T. GLOBAL: EMERGING MARKETS FUND
Gives access to the growth potential of developing economies

/ / GLOBAL THEME FUNDS

G.T. GLOBAL HEALTH CARE FUND
Invests in growing health care industries worldwide

G.T. GLOBAL TELECOMMUNICATIONS FUND
Invests in companies worldwide that develop, manufacture or sell
telecommunications services or equipment

G.T. GLOBAL INFRASTRUCTURE FUND
Seeks companies that build, improve or maintain a country's infrastructure

G.T. GLOBAL FINANCIAL SERVICES FUND
Focuses on the worldwide opportunities from the demand for financial services
and products

G.T. GLOBAL NATURAL RESOURCES FUND
Concentrates on companies that own, explore or develop natural resources

G.T. GLOBAL CONSUMER PRODUCTS AND SERVICES FUND
Invests in companies that manufacture, market, retail, or distribute consumer
products or services

/ / REGIONALLY DIVERSIFIED FUNDS

G.T. GLOBAL: NEW PACIFIC GROWTH FUND
Offers access to the emerging and established markets of the Pacific Rim,
excluding Japan

G.T. GLOBAL: EUROPE GROWTH FUND
Focuses on investment opportunities in the new, unified Europe

G.T. LATIN AMERICA GROWTH FUND
Invests in the emerging markets of Latin America

/ / SINGLE COUNTRY FUNDS
G.T. GLOBAL: AMERICA GROWTH FUND
Concentrates on small and medium-sized companies in the U.S.

G.T. GLOBAL: JAPAN GROWTH FUND
Provides U.S. investors with direct access to the Japanese market

GROWTH AND INCOME FUND

G.T. GLOBAL GROWTH & INCOME FUND
Invests in blue-chip stocks and government bonds from around the world

INCOME FUNDS

G.T. GLOBAL GOVERNMENT INCOME FUND
Earns monthly income from global government securities

G.T. GLOBAL STRATEGIC INCOME FUND
Allocates its assets among debt securities from the U.S., developed foreign
countries and emerging markets

G.T. GLOBAL HIGH INCOME FUND
Invests in debt securities in emerging markets

MONEY MARKET FUND

G.T. GLOBAL DOLLAR FUND
Invests in high quality, U.S. dollar-denominated money market securities

worldwide for stability and preservation of capital

  NO  DEALER,  SALESMAN  OR  OTHER  PERSON HAS  BEEN  AUTHORIZED  TO  GIVE ANY
  INFORMATION OR TO MAKE ANY  REPRESENTATION NOT CONTAINED IN THIS  PROSPECTUS
  AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATION MUST NOT BE RELIED
  UPON  AS HAVING BEEN  AUTHORIZED BY G.T. GLOBAL  GROWTH SERIES, G.T. CAPITAL
  MANAGEMENT, INC. OR  G.T. GLOBAL  FINANCIAL SERVICES,  INC. THIS  PROSPECTUS
  DOES NOT CONSTITUTE AN OFFER TO SELL OR SOLICITATION OF ANY OFFER TO BUY ANY
  OF  THE SECURITIES OFFERED HEREBY IN ANY  JURISDICTION TO ANY PERSON TO WHOM
  IT IS UNLAWFUL TO MAKE SUCH OFFER IN SUCH JURISDICTION.
<PAGE>
                                     [LOGO]

                           G.T. GLOBAL GROWTH FUNDS:
                                 ADVISOR CLASS
                       G.T. GLOBAL: WORLDWIDE GROWTH FUND
                     G.T. GLOBAL: INTERNATIONAL GROWTH FUND
                      G.T. GLOBAL: NEW PACIFIC GROWTH FUND
                        G.T. GLOBAL: EUROPE GROWTH FUND
                         G.T. GLOBAL: JAPAN GROWTH FUND
                        G.T. GLOBAL: AMERICA GROWTH FUND

                        50 California Street, 27th Floor
                        San Francisco, California 94111
                                 (415) 392-6181
                           Toll Free: (800) 824-1580

                      Statement of Additional Information
                                 March 1, 1995

- --------------------------------------------------------------------------------

This  Statement of Additional Information relates to the Advisor Class shares of
G.T.  Global:   Worldwide  Growth   Fund   ("Worldwide  Fund"),   G.T.   Global:
International  Growth  Fund  ("International Fund"),  G.T.  Global:  New Pacific
Growth Fund ("Pacific Fund"), G.T.  Global: Europe Growth Fund ("Europe  Fund"),
G.T.  Global: Japan Growth  Fund ("Japan Fund") and  G.T. Global: America Growth
Fund ("America Fund") (collectively, "Funds," or singly, a "Fund"). Each Fund is
a diversified series of G.T. Global Growth Series ("Company"), a multiple series
registered open-end management investment company. This Statement of  Additional
Information  concerning the  Funds, which is  not a  prospectus, supplements and
should be read in conjunction with  the Funds' current Advisor Class  Prospectus
dated  March 1, 1995, a copy of which  is available without charge by writing to
the above address or calling the Funds at the toll-free telephone number printed
above.

G.T. Capital Management, Inc. ("G.T. Capital") serves as each Fund's  investment
manager  and administrator. The distributor  of the shares of  each Fund is G.T.
Global Financial Services, Inc.  ("G.T. Global"). The  Funds' transfer agent  is
G.T. Global Investor Services, Inc. ("G.T. Services" or "Transfer Agent").

- --------------------------------------------------------------------------------

                               TABLE OF CONTENTS

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                           Page No.
                                                                                                                           --------
<S>                                                                                                                        <C>
Investment Objectives and Policies.......................................................................................      2
Options, Futures, and Currency Strategies................................................................................      5
Risk Factors.............................................................................................................     13
Investment Limitations...................................................................................................     17
Execution of Portfolio Transactions......................................................................................     19
Trustees and Executive Officers..........................................................................................     21
Management...............................................................................................................     23
Valuation of Shares......................................................................................................     24
Information Relating to Sales and Redemptions............................................................................     25
Taxes....................................................................................................................     27
Additional Information...................................................................................................     30
Investment Results.......................................................................................................     31
Description of Debt Ratings..............................................................................................     49
Financial Statements.....................................................................................................     50
</TABLE>

                   Statement of Additional Information Page 1
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                             INVESTMENT OBJECTIVES
                                  AND POLICIES

- --------------------------------------------------------------------------------

SELECTION OF INVESTMENTS
G.T.  Capital  is  the  investment  manager of  each  Fund.  In  determining the
appropriate distribution of investments  among various countries and  geographic
regions  for the  Funds, as  applicable, G.T.  Capital ordinarily  considers the
following factors: prospects for relative economic growth between the  different
countries  in  which  each  Fund  may  invest;  expected  levels  of  inflation;
government policies influencing  business conditions; the  outlook for  currency
relationships;   and  the  range  of  the  individual  investment  opportunities
available to international investors.

For investment purposes,  an issuer typically  is considered as  domiciled in  a
particular  country if it  is incorporated under  the laws of  that country, and
either (i) at least 50% of the value of its assets are located in that  country,
or  (ii) it normally derives at least 50% of its income from operations or sales
in that country.

In analyzing  companies for  investment by  each Fund,  G.T. Capital  ordinarily
looks  for  one  or  more of  the  following  characteristics:  an above-average
earnings growth per share;  high return on invested  capital; a healthy  balance
sheet;  sound financial and accounting  policies and overall financial strength;
strong competitive advantages;  effective research and  product development  and
marketing;  efficient service; pricing flexibility;  strength of management; and
general operating characteristics  which will  enable the  companies to  compete
successfully   in   their   respective  marketplaces.   In   certain  countries,
governmental restrictions and  other limitations  on investment  may affect  the
maximum percentage of equity ownership in any one company by a Fund or the Funds
in  the  aggregate.  In addition,  in  some  instances only  special  classes of
securities may be purchased by foreigners  and the market prices, liquidity  and
rights with respect to those securities may vary from shares owned by nationals.

There  may be  times when,  in the opinion  of G.T.  Capital, prevailing market,
economic or political  conditions warrant  reducing the  proportion invested  in
equity  securities of issuers domiciled in  a Fund's Primary Investment Area (as
defined in the  Prospectus) below 80%  of the Fund's  assets and increasing  the
proportion  held  in cash  (U.S.  dollars, foreign  currencies  or multinational
currency units) or  invested in  debt securities  or high  quality money  market
instruments  issued by  corporations, or  the U.S.,  or a  foreign government. A
portion of  each Fund's  assets normally  will be  held in  cash (U.S.  dollars,
foreign  currencies or multinational  currency units) or  invested in foreign or
domestic high quality  money market instruments  pending investment of  proceeds
from new sales of Fund shares, to provide for ongoing expenses and redemptions.

At  this time, G.T. Capital  is not aware of the  existence of any investment or
exchange control regulations which might substantially impair the operations  of
the  Funds  as described  in  the Prospectus  and  this Statement  of Additional
Information. Although  restrictions may  in the  future make  it undesirable  to
invest  in certain  countries, G.T.  Capital does  not believe  that any current
repatriation restrictions would affect its decisions to invest in the  countries
eligible  for investment  by any  Fund. It should  be noted,  however, that this
situation could change at any time.

INVESTMENTS IN OTHER INVESTMENT COMPANIES
With respect to certain countries (e.g., Taiwan) investments by a Fund presently
may be made only  by acquiring shares of  other investment companies with  local
governmental  approval  to invest  in those  countries. At  such time  as direct
investment in  these  countries  is  allowed,  the  Funds  anticipate  investing
directly  in  these markets.  The Funds  may  also invest  in the  securities of
closed-end investment companies within the limits of the Investment Company  Act
of  1940, as amended ("1940 Act").  These limitations currently provide that, in
general, each Fund may purchase shares of a closed-end investment company unless
(a) such  a purchase  would  cause a  Fund to  own  more than  3% of  the  total
outstanding  voting stock of the investment company or (b) such a purchase would
cause a Fund  to have  more than  5% of its  assets invested  in the  investment
company  or more  than 10% of  its assets invested  in an aggregate  of all such
investment companies. Investment in investment companies may involve the payment
of substantial premiums above the value of such companies' portfolio securities.
The Funds do not intend to invest in such vehicles or funds unless G.T.  Capital
determines  that the potential benefits of  such investments justify the payment
of any applicable  premiums. The  yield of such  securities will  be reduced  by
operating  expenses  of  such  companies including  payments  to  the investment
managers of those investment companies.

                   Statement of Additional Information Page 2
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

SAMURAI AND YANKEE BONDS
The International Fund, the Japan Fund, the Pacific Fund and the Worldwide  Fund
may  invest  in  yen-denominated bonds  sold  in Japan  by  non-Japanese issuers
("Samurai bonds"), and  the Worldwide Fund  and the America  Fund may invest  in
dollar-denominated  bonds sold in the United States by non-U.S. issuers ("Yankee
bonds"). As compared with bonds issued in their countries of domicile, such bond
issues normally carry a higher interest rate but are less actively traded. It is
the policy of each Fund  to invest in Samurai or  Yankee bond issues only  after
taking  into account considerations of quality  and liquidity, as well as yield.
These bonds are issued by governments which are members of the Organization  for
Economic  Cooperation and Development ("O.E.C.D.") or  have AAA ratings. None of
the Funds has invested in Samurai or Yankee bonds since 1982.

DEPOSITORY RECEIPTS
Each Fund other than the America Fund may hold securities of foreign issuers  in
the  form of American  Depository Receipts ("ADRs"),  American Depository Shares
("ADSs")  and  European  Depository  Receipts  ("EDRs"),  or  other   securities
convertible  into securities of eligible European  or Far Eastern issuers. These
securities may  not necessarily  be  denominated in  the  same currency  as  the
securities  for which they may be exchanged.  ADRs and ADSs typically are issued
by an American  bank or trust  company which evidences  ownership of  underlying
securities  issued by a foreign corporation.  EDRs, which are sometimes referred
to as Continental Depository  Receipts ("CDRs"), are  receipts issued in  Europe
typically by foreign banks and trust companies that evidence ownership of either
foreign  or domestic securities. Generally, ADRs and ADSs in registered form are
designed for use in United States securities markets and EDRs in bearer form are
designed for  use in  European  securities markets.  For  purposes of  a  Fund's
investment  policies,  the Fund's  investments in  ADRs, ADSs  and EDRs  will be
deemed to be  investments in  the equity securities  representing securities  of
foreign issuers into which they may be converted.

ADR  facilities may be established as either "unsponsored" or "sponsored." While
ADRs issued under these  two types of facilities  are in some respects  similar,
there  are distinctions between  them relating to the  rights and obligations of
ADR holders and the practices of market participants. A depository may establish
an unsponsored  facility  without  participation by  (or  even  necessarily  the
acquiescence  of) the issuer of the deposited securities, although typically the
depository requests a  letter of  non-objection from  such issuer  prior to  the
establishment  of the facility.  Holders of unsponsored  ADRs generally bear all
the costs  of such  facilities. The  depository usually  charges fees  upon  the
deposit  and withdrawal of the deposited securities, the conversion of dividends
into  U.S.  dollars,  the  disposition   of  non-cash  distributions,  and   the
performance  of  other  services.  The  depository  of  an  unsponsored facility
frequently is  under  no  obligation to  distribute  shareholder  communications
received  from the issuer of the deposited  securities or to pass through voting
rights to ADR holders  with respect to the  deposited securities. Sponsored  ADR
facilities  are created in generally the  same manner as unsponsored facilities,
except that  the  issuer of  the  deposited  securities enters  into  a  deposit
agreement  with the  depository. The deposit  agreement sets out  the rights and
responsibilities of  the  issuer,  the  depository and  the  ADR  holders.  With
sponsored facilities, the issuer of the deposited securities generally will bear
some of the costs relating to the facility (such as dividend payment fees of the
depository),  although ADR holders continue to bear certain other costs (such as
deposit and withdrawal fees).  Under the terms  of most sponsored  arrangements,
depositories  agree  to distribute  notices of  shareholder meetings  and voting
instructions, and to provide shareholder communications and other information to
the ADR holders at the  request of the issuer  of the deposited securities.  The
Funds may invest in sponsored and unsponsored ADRs.

WARRANTS OR RIGHTS
Warrants or rights may be acquired by a Fund in connection with other securities
or  separately and provide the  Fund with the right to  purchase at a later date
other securities of the issuer. In addition, each Fund (except the America Fund)
has given an  undertaking to the  Texas Securities Commission  that it will  not
purchase  warrants in excess of 10% of the Fund's net assets taken at cost or at
market value, whichever is lower. With respect to the America Fund,  investments
in  warrants may not  exceed 5% of the  value of the Fund's  net assets, and not
more than 2% of such assets may be invested in warrants or rights which are  not
listed  on the New York or American  Stock Exchange. Warrants or rights acquired
by the Fund  in units or  attached to securities  will be deemed  to be  without
value for purpose of this restriction. These limits are not fundamental policies
of  the Fund and  may be changed  by a vote  of the Company's  Board of Trustees
without shareholder approval.

LENDING OF PORTFOLIO SECURITIES
For the purpose of realizing additional income, each Fund may make secured loans
of portfolio securities  amounting to  not more than  30% of  its total  assets.
Securities  loans are made to broker/dealers or institutional investors pursuant
to agreements requiring that the loans continuously be secured by collateral  at
least  equal at all times to the value  of the securities lent, plus any accrued
interest, "marked to  market" on  a daily  basis. The  collateral received  will
consist of cash,

                   Statement of Additional Information Page 3
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
U.S.  short-term government  securities, bank  letters of  credit or  such other
collateral as  may be  permitted under  the Fund's  investment policies  and  by
regulatory  agencies and approved by the  Company's Board of Trustees. The Funds
may pay  reasonable administrative  and custodial  fees in  connection with  the
loans of their securities. While the securities loans are outstanding, the Funds
will continue to receive the equivalent of the interest or dividends paid by the
issuer  on  the  securities,  as  well as  interest  on  the  investment  of the
collateral or a fee from  the borrower. If the  borrower failed to maintain  the
requisite  amount of collateral, the loan  would terminate automatically and the
Fund could  use the  collateral  to replace  the  securities while  holding  the
borrower  liable for any  excess of the  replacement cost over  the value of the
collateral. Each Fund has a right to call  each loan at any time and obtain  the
securities  on five business days' notice. The  Funds will not have the right to
vote equity securities while they are being  lent, but they retain the right  to
call  for the return of  the loaned securities at  any time on reasonable notice
and will call in a  loan in anticipation of any  important vote. The Funds  also
will  be able to  call such loans  if G.T. Capital  made the investment decision
that the  loaned  securities should  be  sold. On  termination  of a  loan,  the
borrower  would be required to return the securities to the Fund and any gain or
loss in market  price during  the loan  would inure to  the Fund.  The risks  in
lending  portfolio  securities,  as  with other  extensions  of  secured credit,
consist of possible delays in receiving additional collateral or in recovery  of
the  securities or possible loss of rights in the collateral should the borrower
fail financially. In the event of the  default or bankruptcy by such party,  the
Funds  would seek promptly to  liquidate the collateral. To  the extent that the
proceeds from any such sale of such collateral upon a default in the  obligation
to  repurchase were  less than  the repurchase price,  the Funds  would suffer a
loss. The law regarding the rights of  the Funds is unsettled with respect to  a
borrower  becoming  subject to  bankruptcy  or similar  proceeding.  Under these
circumstances, there may  be a  restriction on the  Funds' ability  to sell  the
collateral  and the Funds could suffer a loss. Loans, however, only will be made
to firms deemed  by G.T. Capital  to be of  good standing and  will not be  made
unless,  in the judgment  of G.T. Capital,  the consideration to  be earned from
such loans would justify the risk.

COMMERCIAL BANK OBLIGATIONS
For the  purposes  of each  Fund's  investment  policies with  respect  to  bank
obligations,  obligations of foreign branches of U.S. banks and of foreign banks
are obligations of the issuing bank and may be general obligations of the parent
bank. Such  obligations, however,  may be  limited by  the terms  of a  specific
obligation  and  by  government  regulation.  As  with  investment  in  non-U.S.
securities in general,  investments in  the obligations of  foreign branches  of
U.S.  banks and of foreign banks may  subject the Funds to investment risks that
are different  in some  respects from  those of  investments in  obligations  of
domestic  issuers. Although a Fund typically will acquire obligations issued and
supported by the credit of U.S. or foreign banks having total assets at the time
of purchase of $1 billion or more,  this $1 billion figure is not an  investment
policy  or restriction of any Fund. For the purposes of calculation with respect
to the $1 billion  figure, the assets of  a bank will be  deemed to include  the
assets of its U.S. and non-U.S. branches.

REPURCHASE AGREEMENTS
The  Fund will invest only in  repurchase agreements collateralized at all times
in an amount at least  equal to the repurchase  price plus accrued interest.  To
the  extent that the proceeds from any sale of such collateral upon a default in
the obligation to repurchase were less than the repurchase price, the Fund would
suffer a loss.  If the financial  institution which is  party to the  repurchase
agreement petitions for bankruptcy or otherwise becomes subject to bankruptcy or
other  liquidation proceedings, there may be  restrictions on the Fund's ability
to sell the collateral and the Fund  could suffer a loss. However, with  respect
to  financial  institutions  whose  bankruptcy  or  liquidation  proceedings are
subject to the U.S. Bankruptcy Code, the Fund intends to comply with  provisions
under  the U.S. Bankruptcy  Code that would  allow it immediately  to resell the
collateral. There is no limitation on the  amount of the Fund's assets that  may
be  subject to repurchase agreements at any  given time. The Fund will not enter
into a repurchase agreement  with a maturity  of more than seven  days if, as  a
result,  more than 15% of the value of  its net assets would be invested in such
repurchase agreements and other illiquid investments.

BORROWING, REVERSE REPURCHASE AGREEMENTS AND "ROLL" TRANSACTIONS
Each Fund's borrowings will not exceed 33  1/3% of its total assets, i.e.,  each
Fund's  total assets  at all  times will equal  at least  300% of  the amount of
outstanding borrowings. No  Fund will purchase  securities while borrowings  are
outstanding.  If market fluctuations in the value of a Fund's portfolio holdings
or other  factors cause  the ratio  of the  Fund's total  assets to  outstanding
borrowings  to  fall  below  300%,  within  three  days  (excluding  Sundays and
holidays) of such event the Fund may be required to sell portfolio securities to
restore the 300% asset coverage, even though from an investment standpoint  such
sales  might be disadvantageous. Each Fund also may borrow up to 5% of its total
assets for temporary or emergency purposes  other than to meet redemptions.  Any
borrowing  by a Fund  may cause greater  fluctuation in the  value of its shares
than would be the case if the Fund did not borrow.

Each Fund's fundamental investment limitations  permit the Fund to borrow  money
for  leveraging purposes. Each Fund,  however, currently is prohibited, pursuant
to a  non-fundamental  investment  policy,  from borrowing  money  in  order  to

                   Statement of Additional Information Page 4
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
purchase  securities. Nevertheless, this policy may  be changed in the future by
the Company's Board of Trustees.  In the event that  a Fund employs leverage  in
the  future, it would  be subject to  certain additional risks.  Use of leverage
creates an opportunity for  greater growth of capital  but would exaggerate  any
increases or decreases in a Fund's net asset value. When the income and gains on
securities  purchased with the  proceeds of borrowings exceed  the costs of such
borrowings, a  Fund's earnings  or net  asset value  will increase  faster  than
otherwise would be the case; conversely, if such income and gains fail to exceed
such costs, a Fund's earnings or net asset value would decline faster than would
otherwise be the case.

Each  Fund may  enter into reverse  repurchase agreements.  A reverse repurchase
agreement is a borrowing transaction in which the Fund transfers possession of a
security to another party, such as a  bank or broker/dealer in return for  cash,
and  agrees to repurchase  the security in  the future at  an agreed upon price,
which includes  an interest  component.  Each Fund  also  may engage  in  "roll"
borrowing  transactions  which involve  the Fund's  sale of  Government National
Mortgage Association ("GNMA") certificates or  other securities together with  a
commitment  (for which a  Fund may receive  a fee) to  purchase similar, but not
identical, securities at a  future date. A Fund  will maintain, in a  segregated
account with a custodian, cash, U.S. government securities or other liquid, high
grade  debt securities  in an amount  sufficient to cover  its obligations under
"roll" transactions and  reverse repurchase agreements  with broker/dealers.  No
segregation is required for reverse repurchase agreements with banks.

- --------------------------------------------------------------------------------

                         OPTIONS, FUTURES AND CURRENCY
                                   STRATEGIES

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SPECIAL RISKS OF OPTIONS, FUTURES AND CURRENCY STRATEGIES
The  use of options, futures contracts  and forward currency contracts ("Forward
Contracts") involves special considerations and risks, as described below. Risks
pertaining to particular instruments are described in the sections that follow.

        (1) Successful  use  of most  of  these instruments  depends  upon  G.T.
    Capital's  ability  to  predict  movements  of  the  overall  securities and
    currency markets, which requires different skills than predicting changes in
    the prices of individual  securities. While G.T.  Capital is experienced  in
    the  use of these instruments, there can be no assurance that any particular
    strategy adopted will succeed.

        (2) There  might  be  imperfect correlation,  or  even  no  correlation,
    between  price  movements  of  an  instrument  and  price  movements  of the
    investments being hedged. For example, if the value of an instrument used in
    a short hedge  increased by less  than the  decline in value  of the  hedged
    investment,  the  hedge  would  not  be fully  successful.  Such  a  lack of
    correlation might  occur  due to  factors  unrelated  to the  value  of  the
    investments  being hedged,  such as  speculative or  other pressures  on the
    markets in  which the  hedging instrument  is traded.  The effectiveness  of
    hedges  using hedging  instruments on indices  will depend on  the degree of
    correlation between price movements in the index and price movements in  the
    investments being hedged.

        (3) Hedging strategies, if successful, can reduce risk of loss by wholly
    or  partially offsetting the negative  effect of unfavorable price movements
    in the investments being hedged. However, hedging strategies can also reduce
    opportunity for gain by  offsetting the positive  effect of favorable  price
    movements  in the hedged investments. For example,  if a Fund entered into a
    short hedge  because G.T.  Capital projected  a decline  in the  price of  a
    security  in the Fund's portfolio, and  the price of that security increased
    instead, the gain from threat increase  might by wholly or partially  offset
    by  a decline in the price of the hedging instrument. Moreover, if the price
    of the hedging instrument declined by more than the increase in the price of
    the security, the Fund could  suffer a loss. In  either such case, the  Fund
    would have been in a better position had it not hedged at all.

        (4)  As described below, a Fund might  be required to maintain assets as
    "cover," maintain segregated accounts or make margin payments when it  takes
    positions  in  instruments  involving obligations  to  third  parties (I.E.,
    instruments other than purchased options). If the Fund were unable to  close
    out  its positions in such instruments, it  might be required to continue to
    maintain such assets or  accounts or make such  payments until the  position
    expired or matured. The requirements might impair the Fund's ability to sell
    a portfolio security or make an investment at a time when it would otherwise
    be favorable to do so, or require that the Fund sell a portfolio security at
    a  disadvantageous time. The  Fund's ability to  close out a  position in an
    instrument prior to  expiration or maturity  depends on the  existence of  a
    liquid secondary market or, in the absence of such a market, the ability and
    willingness of the other

                   Statement of Additional Information Page 5
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                            G.T. GLOBAL GROWTH FUNDS
    party  to  the  transaction ("contra  party")  to enter  into  a transaction
    closing out the position. Therefore, there is no assurance that any position
    can be closed out at a time and price that is favorable to the Fund.

WRITING CALL OPTIONS
A Fund may write (sell) call options on securities, indices and currencies. Call
options generally will  be written  on securities  and currencies  that, in  the
opinion  of G.T. Capital, are not expected to  make any major price moves in the
near future  but  that,  over  the  long  term,  are  deemed  to  be  attractive
investments for the Fund.

A  call option  gives the  holder (buyer)  the right  to purchase  a security or
currency at a specified price (the  exercise price) at any time until  (American
style)  or on (European style) a certain  date (the expiration date). So long as
the obligation of the writer of a  call option continues, he may be assigned  an
exercise  notice, requiring him  to deliver the  underlying security or currency
against payment  of the  exercise  price. This  obligation terminates  upon  the
expiration  of the call option, or such earlier time at which the writer effects
a closing  purchase  transaction  by  purchasing an  option  identical  to  that
previously sold.

Portfolio  securities or currencies on which call options may be written will be
purchased solely on the basis of investment considerations consistent with  each
Fund's  investment objectives. When writing a call option, a Fund, in return for
the premium, gives up the  opportunity for profit from  a price increase in  the
underlying  security or currency above the  exercise price, and retains the risk
of loss should the  price of the  security or currency  decline. Unlike one  who
owns  securities or currencies not  subject to an option,  a Fund has no control
over when it may  be required to sell  the underlying securities or  currencies,
since  most  options  may  be  exercised  at  any  time  prior  to  the option's
expiration. If a  call option that  a Fund  has written expires,  the Fund  will
realize a gain in the amount of the premium; however, such gain may be offset by
a  decline in the market value of the underlying security or currency during the
option period. If the call option is exercised, the Fund will realize a gain  or
loss  from  the sale  of  the underlying  security  or currency,  which  will be
increased or  offset by  the premium  received.  The Fund  does not  consider  a
security  or currency covered by  a call option to be  "pledged" as that term is
used in the Fund's policy that limits the pledging or mortgaging of its assets.

Writing call options can serve as a limited short hedge because declines in  the
value  of the  hedged investment would  be offset  to the extent  of the premium
received  for  writing  the  option.  However,  if  the  security  or   currency
appreciates to a price higher than the exercise price of the call option, it can
be  expected that the option  will be exercised and a  Fund will be obligated to
sell the security or currency at less than its market value.

The premium  that  a Fund  receives  for writing  a  call option  is  deemed  to
constitute  the market value of an option.  The premium a Fund will receive from
writing a call option will reflect, among other things, the current market price
of the underlying  investment, the relationship  of the exercise  price to  such
market  price, the historical price volatility of the underlying investment, and
the length of the option period. In determining whether a particular call option
should be  written,  G.T.  Capital  will  consider  the  reasonableness  of  the
anticipated premium and the likelihood that a liquid secondary market will exist
for those options.

Closing  transactions  will be  effected  in order  to  realize a  profit  on an
outstanding call  option, to  prevent an  underlying security  or currency  from
being  called, or  to permit  the sale of  the underlying  security or currency.
Furthermore, effecting  a closing  transaction  will permit  the Fund  to  write
another  call  option  on the  underlying  security  or currency  with  either a
different exercise price or expiration date or both.

The Funds will pay transaction costs  in connection with the writing of  options
and  in entering into closing purchase  contracts. Transaction costs relating to
options activity  normally are  higher than  those applicable  to purchases  and
sales of portfolio securities.

The  exercise price of the  options may be below, equal  to or above the current
market values of the underlying securities or currencies at the time the options
are written. From time to  time, a Fund may  purchase an underlying security  or
currency  for delivery in accordance with the exercise of an option, rather than
delivering such  security  or  currency  from  its  portfolio.  In  such  cases,
additional costs will be incurred.

A  Fund will realize a profit or loss from a closing purchase transaction if the
cost of the transaction is less or more, respectively, than the premium received
from writing the option. Because increases in the market price of a call  option
generally  will reflect increases in the market price of the underlying security
or currency, any loss resulting from the  repurchase of a call option is  likely
to  be offset in whole or in part  by appreciation of the underlying security or
currency owned by the Fund.

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                            G.T. GLOBAL GROWTH FUNDS

WRITING PUT OPTIONS
The Funds may  write put options  on securities, indices  and currencies. A  put
option  gives the  purchaser of  the option  the right  to sell,  and the writer
(seller) the  obligation to  buy, the  underlying security  or currency  at  the
exercise  price at any  time until (American  style) or on  (European style) the
expiration date. The operation of put options in other respects, including their
related risks and rewards, is substantially identical to that of call options.

A Fund generally  would write put  options in circumstances  where G.T.  Capital
wishes  to purchase the underlying security or currency for the Fund's portfolio
at a price lower than the current  market price of the security or currency.  In
such event, the Fund would write a put option at an exercise price that, reduced
by the premium received on the option, reflects the lower price it is willing to
pay. Since the Fund also would receive interest on debt securities or currencies
maintained  to cover the exercise  price of the option,  this technique could be
used to enhance current return during periods of market uncertainty. The risk in
such a transaction would be that the market price of the underlying security  or
currency would decline below the exercise price, less the premium received.

Writing  put options can serve as a  limited long hedge because increases in the
value of the  hedged investment would  be offset  to the extent  of the  premium
received   for  writing  the  option.  However,  if  the  security  or  currency
depreciates to a price lower than the  exercise price of the put option, it  can
be  expected that the put option will be  exercised and a Fund will be obligated
to purchase the security or currency at more than its market value.

PURCHASING PUT OPTIONS
Each Fund may purchase put options on securities, indices and currencies. As the
holder of a  put option,  a Fund  would have the  right to  sell the  underlying
security or currency at the exercise price at any time until (American style) or
on  (European style)  the expiration  date. A Fund  may enter  into closing sale
transactions with respect to  such option, exercise such  option or permit  such
option to expire.

A  Fund  may  purchase  a  put option  on  an  underlying  security  or currency
("protective put") owned by the Fund in order to protect against an  anticipated
decline  in the  value of  the security  or currency.  Such hedge  protection is
provided only during the life of the put option when the Fund, as the holder  of
the  put option, is able to sell the  underlying security or currency at the put
exercise price regardless  of any  decline in the  underlying security's  market
price  or currency's exchange value. For example,  a put option may be purchased
in order to protect unrealized appreciation of a security or currency when  G.T.
Capital  deems it desirable to continue to hold the security or currency because
of tax considerations. The premium paid  for the put option and any  transaction
costs  would reduce  any profit  otherwise available  for distribution  when the
security or currency eventually is sold.

A Fund also may purchase put  options at a time when  the Fund does not own  the
underlying  security or  currency. By  purchasing put  options on  a security or
currency it does not own, a Fund seeks  to benefit from a decline in the  market
price of the underlying security or currency. If the put option is not sold when
it  has remaining value, and  if the market price  of the underlying security or
currency remains equal to or greater than the exercise price during the life  of
the  put option, the Fund will lose its  entire investment in the put option. In
order for the purchase of a put option to be profitable, the market price of the
underlying security or  currency must  decline sufficiently  below the  exercise
price  to cover the premium and transaction costs, unless the put option is sold
in a closing sale transaction.

PURCHASING CALL OPTIONS
Each Fund may purchase  call options on securities,  indices and currencies.  As
the  holder  of a  call option,  a Fund  would  have the  right to  purchase the
underlying security  or  currency  at  the exercise  price  at  any  time  until
(American  style) or on (European  style) the expiration date.  A Fund may enter
into closing sale transactions with respect to such option, exercise such option
or permit such option to expire.

Call options  may be  purchased  by a  Fund for  the  purpose of  acquiring  the
underlying security or currency for its portfolio. Utilized in this fashion, the
purchase of call options would enable a Fund to acquire the security or currency
at  the exercise price of  the call option plus the  premium paid. At times, the
net cost of acquiring the security or  currency in this manner may be less  than
the cost of acquiring the security or currency directly. This technique also may
be  useful to the Funds in purchasing a  large block of securities that would be
more difficult to acquire by direct market purchases. As long as it holds such a
call option, rather than the underlying  security or currency itself, a Fund  is
partially  protected  from any  unexpected decline  in the  market price  of the
underlying security or currency and, in such event, could allow the call  option
to  expire, incurring  a loss  only to the  extent of  the premium  paid for the
option.

Each Fund also may purchase call options on underlying securities or  currencies
it  owns in order to protect unrealized gains on call options previously written
by  it.  A  call  option  could   be  purchased  for  this  purpose  where   tax
considerations  make  it inadvisable  to realize  such  gains through  a closing
purchase   transaction.    Call   options    also    may   be    purchased    at

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                            G.T. GLOBAL GROWTH FUNDS
times  to avoid realizing  losses that would  result in a  reduction of a Fund's
current return.  For example,  where a  Fund has  written a  call option  on  an
underlying security or currency having a current market value below the price at
which  such security or currency  was purchased by the  Fund, an increase in the
market price could result in the exercise of the call option written by the Fund
and  the  realization  of  a  loss  on  the  underlying  security  or  currency.
Accordingly,  the  Fund could  purchase  a call  option  on the  same underlying
security or currency, which  could be exercised to  fulfill the Fund's  delivery
obligations  under its  written call (if  it is exercised).  This strategy could
allow the Fund to  avoid selling the  portfolio security or  currency at a  time
when it has an unrealized loss; however, the Fund would have to pay a premium to
purchase the call option plus transaction costs.

Aggregate  premiums paid  for put and  call options  will not exceed  5% of such
Fund's total assets at the time of purchase.

Each Fund may  attempt to  accomplish objectives  similar to  those involved  in
using  Forward Contracts by purchasing put or  call options on currencies. A put
option gives a Fund as  purchaser the right (but not  the obligation) to sell  a
specified  amount of currency at the exercise  price at any time until (American
style) or on (European style) the expiration of the option. A call option  gives
a  Fund as purchaser the right (but  not the obligation) to purchase a specified
amount of currency at the exercise price  at any time until (American style)  or
on  (European style) the expiration date of  the option. A Fund might purchase a
currency put option,  for example, to  protect itself against  a decline in  the
dollar  value of a currency in which it holds or anticipates holding securities.
If the currency's value should decline against the dollar, the loss in  currency
value  should be offset, in whole or in part, by an increase in the value of the
put. If the value of  the currency instead should  rise against the dollar,  any
gain to the Fund would be reduced by the premium it had paid for the put option.
A  currency call option might be purchased,  for example, in anticipation of, or
to protect against,  a rise in  the value against  the dollar of  a currency  in
which the Fund anticipates purchasing securities.

Options  may be either listed on an exchange or traded over-the-counter ("OTC").
Listed options are third-party contracts  (I.E., performance of the  obligations
of  the  purchaser  and  seller  is  guaranteed  by  the  exchange  or  clearing
corporation), and  have standardized  strike prices  and expiration  dates.  OTC
options  are two-party  contracts with  negotiated strike  prices and expiration
dates. A Fund  will not purchase  an OTC  option unless it  believes that  daily
valuations  for such  options are  readily obtainable.  OTC options  differ from
exchange-traded options in that OTC options are transacted with dealers directly
and  not  through  a   clearing  corporation  (which  guarantees   performance).
Consequently,  there  is  a risk  of  non-performance  by the  dealer.  Since no
exchange is involved, OTC options are valued on the basis of a quote provided by
the dealer. In the case of OTC options, there can be no assurance that a  liquid
secondary market will exist for any particular option at any specific time.

The  Securities and Exchange Commission's  ("SEC") staff considers purchased OTC
options to be  illiquid securities. A  Fund may  also sell OTC  options and,  in
connection  therewith, segregate assets or cover its obligations with respect to
OTC options  written by  the Fund.  The assets  used as  cover for  OTC  options
written by a Fund will be considered illiquid unless the OTC options are sold to
qualified  dealers who  agree that  the Fund  may repurchase  any OTC  option it
writes at a maximum price to be calculated by a formula set forth in the  option
agreement.  The cover for an OTC option  written subject to this procedure would
be considered illiquid  only to  the extent  that the  maximum repurchase  price
under the formula exceeds the intrinsic value of the option.

A Fund's ability to establish and close out positions in exchange-listed options
depends on the existence of a liquid market. A Fund intends to purchase or write
only  those  exchange-traded options  for  which there  appears  to be  a liquid
secondary market. However,  there can be  no assurance that  such a market  will
exist  at any particular time. Closing transactions  can be made for OTC options
only by negotiating directly with the contra  party, or by a transaction in  the
secondary  market if any such market exists. Although a Fund will enter into OTC
options only with  contra parties that  are expected to  be capable of  entering
into  closing transactions with  the Fund, there  is no assurance  that the Fund
will in fact be able  to close out an OTC  option position at a favorable  price
prior  to expiration. In the extent of  insolvency of the contra party, the Fund
might be unable to  close out an OTC  option position at any  time prior to  its
expiration.

INDEX OPTIONS
Puts and calls on indices are similar to puts and calls on securities or futures
contracts  except that all settlements  are in cash and  gain or loss depends on
changes in the index in question (and thus on price movements in the  securities
market  or a particular market sector  generally) rather than on price movements
in individual securities or futures contracts. When  a Fund writes a call on  an
index,  it receives a premium and agrees that, prior to the expiration date, the
purchaser of the call, upon exercise of the call, will receive from the Fund  an
amount of cash if the closing level of the index upon which the call is based is
greater  than the exercise price of the call. The amount of cash is equal to the
difference between the closing price of the index and the exercise price of  the
call  times a specified multiple (the  "multiplier"), which determines the total
dollar value for each point  of such difference. When a  Fund buys a call on  an
index, it pays a premium and has the same

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                            G.T. GLOBAL GROWTH FUNDS
rights  as to such calls  as are indicated above.  When a Fund buys  a put on an
index, it pays a  premium and has  the right, prior to  the expiration date,  to
require  the seller of the put, upon the  Fund's exercise of the put, to deliver
to the Fund an amount of cash if  the closing level of the index upon which  the
put is based is less than the exercise price of the put, which amount of cash is
determined by the multiplier, as described above for calls. When a Fund writes a
put on an index, it receives a premium and the purchaser has the right, prior to
the  expiration date,  to require the  Fund to deliver  to it an  amount of cash
equal to the difference between the closing level of the index and the  exercise
price  times the  multiplier, if  the closing  level is  less than  the exercise
price.

The risks  of  investment  in index  options  may  be greater  than  options  on
securities. Because index options are settled in cash, when a Fund writes a call
on  an  index  it  cannot  provide  in  advance  for  its  potential  settlement
obligations by  acquiring and  holding  the underlying  securities. A  Fund  can
offset  some of the  risk of writing a  call index option  position by holding a
diversified portfolio of  securities similar  to those on  which the  underlying
index  is based. However, a Fund cannot, as a practical matter, acquire and hold
a portfolio containing exactly the same securities as underlie the index and, as
a result, bears a risk that the value of the securities held will vary from  the
value of the index.

Even if a Fund could assemble a securities portfolio that exactly reproduced the
composition  of the underlying index, it still would not be fully covered from a
risk standpoint because of the "timing risk" inherent in writing index  options.
When  an  index option  is  exercised, the  amount of  cash  that the  holder is
entitled to receive is determined by  the difference between the exercise  price
and  the closing index level  on the date when the  option is exercised. As with
other kinds of options, the  Fund as the call writer  will not know that it  has
been  assigned until the next business day at the earliest. The time lag between
exercise and notice of assignment poses no risk for the writer of a covered call
on a  specific underlying  security, such  as common  stock, because  there  the
writer's  obligation is to deliver the underlying security, not to pay its value
as of  a  fixed time  in  the past.  So  long as  the  writer already  owns  the
underlying  security,  it  can  satisfy  its  settlement  obligations  by simply
delivering it, and the risk that its value may have declined since the  exercise
date  is borne by the  exercising holder. In contrast, even  if the writer of an
index call holds securities that exactly match the composition of the underlying
index, it will not be able  to satisfy its assignment obligations by  delivering
those  securities against  payment of  the exercise  price. Instead,  it will be
required to  pay cash  in an  amount based  on the  closing index  value on  the
exercise  date; and by the  time it learns that it  has been assigned, the index
may have declined, with a corresponding  decline in the value of its  securities
portfolio.  This "timing risk" is an inherent limitation on the ability of index
call writers to cover their risk exposure by holding securities positions.

If a Fund  has purchased an  index option  and exercises it  before the  closing
index  value for that day is  available, it runs the risk  that the level of the
underlying index may subsequently change. If such a change causes the  exercised
option to fall out-of-the-money, the Fund will be required to pay the difference
between  the closing index value and the exercise price of the option (times the
applicable multiplier) to the assigned writer.

INTEREST RATE, CURRENCY AND STOCK INDEX FUTURES CONTRACTS
The Funds  may  enter  into  interest rate,  currency  or  stock  index  futures
contracts  ("Futures"  or "Futures  Contracts") as  a  hedge against  changes in
prevailing levels  of interest  rates, currency  exchange rates  or stock  price
levels  in order to establish more definitely the effective return on securities
or currencies held or intended to be  acquired by the Funds. The Funds'  hedging
may  include  sales of  Futures  as an  offset  against the  effect  of expected
increases in interest rates, or decreases  in currency exchange rates and  stock
prices,  and purchases of  Futures as an  offset against the  effect of expected
declines in interest  rates, or increases  in currency exchange  rates or  stock
prices.

The  Funds only  will enter  into Futures Contracts  that are  traded on futures
exchanges and  are standardized  as to  maturity date  and underlying  financial
instrument.  Futures  exchanges and  trading thereon  in  the United  States are
regulated under  the Commodity  Exchange Act  by the  Commodity Futures  Trading
Commission ("CFTC"). Futures are exchanged in London at the London International
Financial Futures Exchange.

Although techniques other than sales and purchases of Futures Contracts could be
used  to reduce the Funds' exposure to  interest rate and currency exchange rate
fluctuations, the Funds may be able  to hedge its exposure more effectively  and
at a lower cost through using Futures Contracts.

A  Futures Contract provides  for the future  sale by one  party and purchase by
another party of a specified amount of a specific financial instrument (security
or currency) for a specified price at a designated date, time and place. A stock
index Futures Contract provides for the delivery, at a designated date, time and
place, of  an amount  of  cash equal  to a  specified  dollar amount  times  the
difference between the stock index value at the close of trading on the contract
and  the price at which  the Futures Contract is  originally struck; no physical
delivery  of   stocks   comprising   the   index   is   made.   Brokerage   fees

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                            G.T. GLOBAL GROWTH FUNDS
are incurred when a Futures Contract is bought or sold, and margin deposits must
be maintained at all times the Futures Contract is outstanding.

Although  Futures Contracts typically require future delivery of and payment for
financial instruments or  currencies, Futures Contracts  usually are closed  out
before  the delivery date. Closing out an open Futures Contract sale or purchase
is effected by entering  into an offsetting Futures  Contract purchase or  sale,
respectively,   for  the  same  aggregate  amount  of  the  identical  financial
instrument or currency and  the same delivery date.  If the offsetting  purchase
price  is less than the original sale price,  the Fund realizes a gain; if it is
more, the Fund realizes a loss. Conversely, if the offsetting sale price is more
than the original purchase price, the Fund  realizes a gain; if it is less,  the
Fund  realizes a  loss. The  transaction costs  also must  be included  in these
calculations. There can be no assurance, however, that the Funds will be able to
enter into  an  offsetting transaction  with  respect to  a  particular  Futures
Contract at a particular time. If a Fund is not able to enter into an offsetting
transaction,  the  Fund will  continue  to be  required  to maintain  the margin
deposits on the Futures Contract.

As an example of an offsetting transaction, the contractual obligations  arising
from  the sale of one Futures Contract of September Deutschemarks on an exchange
may be  fulfilled at  any time  before delivery  under the  Futures Contract  is
required  (I.E., on a specified date in  September, the "delivery month") by the
purchase of  another Futures  Contract of  September Deutschemarks  on the  same
exchange.  In  such instance,  the  difference between  the  price at  which the
Futures Contract was sold and the price paid for the offsetting purchase,  after
allowance for transaction costs, represents the profit or loss to the Fund.

The  Funds' Futures transactions will be entered into for hedging purposes; that
is, Futures Contracts will be sold to protect against a decline in the price  of
securities  or  currencies that  the  Funds own,  or  Futures Contracts  will be
purchased to protect the Funds against an increase in the price of securities or
currencies it has committed to purchase or expects to purchase.

"Margin" with respect to Futures Contracts is  the amount of funds that must  be
deposited  by a Fund  in order to  initiate Futures trading  and to maintain the
Fund's open  positions in  Futures Contracts.  A margin  deposit made  when  the
Futures  Contract is entered  into ("initial margin") is  intended to ensure the
Fund's performance  under  the  Futures  Contract. The  margin  required  for  a
particular Futures Contract is set by the exchange on which the Futures Contract
is  traded and may be  significantly modified from time  to time by the exchange
during the term of the Futures Contract.

Subsequent  payments,  called  "variation  margin,"  to  and  from  the  futures
commission  merchant through  which the Fund  entered into  the Futures Contract
will be made on a daily basis as the price of the underlying security,  currency
or index fluctuates making the Futures Contract more or less valuable, a process
known as marking-to-market.

    RISKS  OF  USING  FUTURES CONTRACTS.  The  prices of  Futures  Contracts are
volatile and  are influenced  by,  among other  things, actual  and  anticipated
changes in interest and currency rates, which in turn are affected by fiscal and
monetary policies and national and international political and economic events.

There  is a risk of  imperfect correlation between changes  in prices of Futures
Contracts and prices  of the securities  or currencies in  the Fund's  portfolio
being   hedged.  The  degree   of  imperfection  of   correlation  depends  upon
circumstances such as: variations in  speculative market demand for Futures  and
for securities or currencies, including technical influences in Futures trading;
and   differences  between  the  financial  instruments  being  hedged  and  the
instruments underlying the standard Futures  Contracts available for trading.  A
decision of whether, when and how to hedge involves skill and judgment, and even
a  well-conceived hedge may be unsuccessful to some degree because of unexpected
market behavior or interest or currency rate trends.

Because of  the  low  margin  deposits required,  Futures  trading  involves  an
extremely  high  degree  of leverage.  As  a  result, a  relatively  small price
movement in a Futures Contract may result in immediate and substantial loss,  as
well  as gain, to the investor. For example,  if at the time of purchase, 10% of
the value  of the  Futures Contract  is deposited  as margin,  a subsequent  10%
decrease  in the value of  the Futures Contract would result  in a total loss of
the margin  deposit, before  any deduction  for the  transaction costs,  if  the
account  were then closed  out. A 15% decrease  would result in  a loss equal to
150% of the original  margin deposit, if the  Futures Contract were closed  out.
Thus, a purchase or sale of a Futures Contract may result in losses in excess of
the amount invested in the Futures Contract.

Most U.S. Futures exchanges limit the amount of fluctuation permitted in Futures
Contract  and option on Futures Contract prices during a single trading day. The
daily limit establishes the maximum amount that the price of a Futures  Contract
or option may vary either up or down from the previous day's settlement price at
the  end  of a  trading session.  Once the  daily  limit has  been reached  in a
particular type of Futures Contract or option, no trades may be made on that day
at a price beyond that limit. The daily limit governs only price movement during
a particular trading day and

                  Statement of Additional Information Page 10
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
therefore does not  limit potential losses,  because the limit  may prevent  the
liquidation  of  unfavorable  positions.  Futures  Contract  and  option  prices
occasionally have moved to the daily limit for several consecutive trading  days
with  little or no  trading, thereby preventing  prompt liquidation of positions
and subjecting some traders to substantial losses.

If a Fund were unable to liquidate  a Futures or option on Futures position  due
to  the absence of a liquid secondary  market or the imposition of price limits,
it could incur  substantial losses.  The Fund would  continue to  be subject  to
market  risk with respect  to the position.  In addition, except  in the case of
purchased options,  the  Fund  would  continue to  be  required  to  make  daily
variation  margin payments and might be  required to maintain the position being
hedged by the Future or option or to maintain cash or securities in a segregated
account.

Certain characteristics  of the  Futures  market might  increase the  risk  that
movements  in the prices  of Futures Contracts  or options on  Futures might not
correlate perfectly  with  movements in  the  prices of  the  investments  being
hedged.  For example,  all participants  in the  Futures and  options on Futures
markets are subject to  daily variation margin calls  and might be compelled  to
liquidate  Futures  or  options on  Futures  positions whose  prices  are moving
unfavorably to avoid being  subject to further  calls. These liquidations  could
increase  price  volatility  of the  instruments  and distort  the  normal price
relationship between the Futures  or options and  the investments being  hedged.
Also, because initial margin deposit requirements in the Futures market are less
onerous  than  margin requirements  in the  securities  markets, there  might be
increased  participation   by  speculators   in   the  Futures   markets.   This
participation  also  might  cause  temporary  price  distortions.  In  addition,
activities of large traders in both the Futures and securities markets involving
arbitrage, "program trading"  and other  investment strategies  might result  in
temporary price distortions.

OPTIONS ON FUTURES CONTRACTS
Options on Futures Contracts are similar to options on securities or currencies,
except that options on Futures Contracts give the purchaser the right, in return
for  the  premium paid,  to  assume a  position in  a  Futures Contract  (a long
position if the option is a call and a short position if the option is a put) at
a specified exercise price  at any time  during the period  of the option.  Upon
exercise  of the option, the  delivery of the Futures  position by the writer of
the option to the holder  of the option will be  accompanied by delivery of  the
accumulated balance in the writer's Futures margin account, which represents the
amount  by which the market price of  the Futures Contract, at exercise, exceeds
(in the case of  a call) or  is less than (in  the case of  a put) the  exercise
price  of the option on  the Futures Contract. If an  option is exercised on the
last trading day prior to the expiration date of the option, the settlement will
be made entirely in cash equal to  the difference between the exercise price  of
the  option and the  closing level of  the securities, currencies  or index upon
which the  Futures Contract  is  based on  the  expiration date.  Purchasers  of
options  who fail to exercise their options  prior to the exercise date suffer a
loss of the premium paid.

The purchase of  call options  on Futures  can serve as  a long  hedge, and  the
purchase  of put  options on Futures  can serve  as a short  hedge. Writing call
options on Futures can serve as a  limited short hedge, and writing put  options
on  Futures can serve as a limited long  hedge, using a strategy similar to that
used for writing options on securities, foreign currencies or indices.

If a Fund writes an option on a Futures Contract, it will be required to deposit
initial  and  variation  margin  pursuant  to  requirements  similar  to   those
applicable to Futures Contracts. Premiums received from the writing of an option
on a Futures Contract are included in the initial margin deposit.

The Funds may seek to close out an option position by selling an option covering
the  same Futures  Contract and  having the  same exercise  price and expiration
date. The ability to  establish and close  out positions on  such options is  be
subject to the maintenance of a liquid secondary market.

LIMITATION  ON  USE  OF  FUTURES,  OPTIONS ON  FUTURES  AND  CERTAIN  OPTIONS ON
CURRENCIES
To the extent  that a  Fund enters into  Futures Contracts,  options on  Futures
Contracts,  and  options  on  foreign  currencies  traded  on  a  CFTC-regulated
exchange, in each case other than for BONA FIDE hedging purposes (as defined  by
the CFTC), the aggregate initial margin and premiums required to establish those
positions  (excluding the amount  by which options  are "in-the-money") will not
exceed 5% of the  liquidation value of the  Fund's portfolio, after taking  into
account  unrealized profits and unrealized losses  on any contracts the Fund has
entered into. In general, a call option on a Futures Contract is  "in-the-money"
if  the  value of  the  underlying Futures  Contract  exceeds the  strike, I.E.,
exercise,  price  of  the  call;  a   put  option  on  a  Futures  Contract   is
"in-the-money"  if the value  of the underlying Futures  Contract is exceeded by
the strike price of  the put. This  guideline may be  modified by the  Company's
Board of Trustees without a shareholder vote. This limitation does not limit the
percentage of a Fund's assets at risk to 5%.

                  Statement of Additional Information Page 11
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

FORWARD CURRENCY CONTRACTS
A  Forward Contract is an obligation, usually arranged with a commercial bank or
other currency dealer, to purchase or  sell a currency against another  currency
at  a future date  and price as  agreed upon by  the parties. A  Fund may either
accept or make delivery of the currency at the maturity of the Forward Contract.
A Fund may  also if  its contra  party agrees prior  to maturity,  enter into  a
closing transaction involving the purchase or sale of an offsetting contract.

A Fund engages in forward currency transactions in anticipation of or to protect
itself  against fluctuations in  exchange rates. A Fund  might sell a particular
foreign currency forward,  for example,  when it  holds bonds  denominated in  a
foreign  currency but anticipates, and seeks  to be protected against, a decline
in the currency against the U.S. dollar.  Similarly, a Fund might sell the  U.S.
dollar  forward when it holds bonds denominated in U.S. dollars but anticipates,
and seeks to  be protected against,  a decline  in the U.S.  dollar relative  to
other currencies. Further, a Fund might purchase a currency forward to "lock in"
the  price  of  securities  denominated in  that  currency  that  it anticipates
purchasing.

Forward Contracts are traded in the interbank market conducted directly  between
currency traders (usually large commercial banks) and their customers. A Forward
Contract generally has no deposit requirement, and no commissions are charged at
any  stage for  trades. Each  Fund will enter  into such  Forward Contracts with
major U.S. or  foreign banks and  securities or currency  dealers in  accordance
with guidelines approved by the Company's Board of Trustees.

Each  Fund  may enter  into Forward  Contracts either  with respect  to specific
transactions or with respect to the overall investments of the Fund. The precise
matching of the Forward  Contract amounts and the  value of specific  securities
generally  will not be possible  because the future value  of such securities in
foreign currencies will change as a consequence of market movements in the value
of those securities between  the date the Forward  Contract is entered into  and
the  date it matures.  Accordingly, it may  be necessary for  a Fund to purchase
additional foreign  currency on  the  spot (I.E.,  cash)  market (and  bear  the
expense  of such purchase) if the market value  of the security is less than the
amount of foreign currency the Fund is obligated to deliver and if a decision is
made to sell the security and make delivery of the foreign currency. Conversely,
it may be necessary to sell on the spot market some of the foreign currency  the
Fund  is  obligated to  deliver. The  projection  of short-term  currency market
movements is extremely difficult, and  the successful execution of a  short-term
hedging  strategy is highly  uncertain. Forward Contracts  involve the risk that
anticipated currency movements will not be predicted accurately, causing a  Fund
to sustain losses on these contracts and transaction costs.

At  or before  the maturity  of a Forward  Contract requiring  a Fund  to sell a
currency, the  Fund  either may  sell  a portfolio  security  and use  the  sale
proceeds  to make delivery of the currency or retain the security and offset its
contractual obligation to deliver the  currency by purchasing a second  contract
pursuant to which the Fund will obtain, on the maturity date, the same amount of
the  currency that it is obligated to deliver. Similarly, a Fund may close out a
Forward Contract requiring it to purchase a specified currency by, if its contra
party agrees, entering  into a  second contract entitling  it to  sell the  same
amount of the same currency on the maturity date of the first contract. The Fund
would  realize a gain  or loss as a  result of entering  into such an offsetting
Forward Contract under either  circumstance to the extent  the exchange rate  or
rates  between the currencies involved moved  between the execution dates of the
first contract and the offsetting contract.

The cost to a Fund of engaging in Forward Contracts varies with factors such  as
the  currencies  involved, the  length  of the  contract  period and  the market
conditions then prevailing. Because Forward  Contracts usually are entered  into
on  a principal basis, no  fees or commissions are  involved. The use of Forward
Contracts does  not  eliminate fluctuations  in  the prices  of  the  underlying
securities  a Fund owns or  intends to acquire, but it  does establish a rate of
exchange in advance. In  additional, while Forward Contracts  limit the risk  of
loss due to a decline in the value of the hedged currencies, they also limit any
potential gain that might result should the value of the currencies increase.

FOREIGN CURRENCY STRATEGIES -- SPECIAL CONSIDERATIONS
A  Fund may  use options on  foreign currencies, Futures  on foreign currencies,
options on Futures on foreign currencies and Forward Contracts to hedge  against
movements in the values of the foreign currencies in which the Fund's securities
are  denominated. Such currency hedges can  protect against price movements in a
security that a Fund owns or intends to acquire that are attributable to changes
in the value of  the currency in  which it is denominated.  Such hedges do  not,
however, protect against price movements in the securities that are attributable
to other causes.

A Fund might seek to hedge against changes in the value of a particular currency
when  no Futures Contract, Forward Contract or option involving that currency is
available or  one  of  such  contracts is  more  expensive  than  certain  other
contracts.  In such cases,  the Fund may  hedge against price  movements in that
currency  by  entering  into  a  contract  on  another  currency  or  basket  of
currencies,  the  values of  which G.T.  Capital believes  will have  a positive
correlation to the value of the  currency being hedged. The risk that  movements
in  the price of the contract will not correlate perfectly with movements in the
price of the currency being hedged is magnified when this strategy is used.

                  Statement of Additional Information Page 12
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

The value of Futures Contracts, options on Futures Contracts, Forward  Contracts
and  options  on  foreign currencies  depends  on  the value  of  the underlying
currency relative  to the  U.S. dollar.  Because foreign  currency  transactions
occurring  in the  interbank market  might involve  substantially larger amounts
than those  involved in  the  use of  Futures  Contracts, Forward  Contracts  or
options,  a  Fund  could be  disadvantaged  by  dealing in  the  odd  lot market
(generally  consisting  of  transactions  of  less  than  $1  million)  for  the
underlying  foreign currencies at prices that  are less favorable than for round
lots.

There is no systematic reporting of last sale information for foreign currencies
or any  regulatory requirements  that quotations  available through  dealers  or
other market sources be firm or revised on a timely basis. Quotation information
generally  is representative of very large  transactions in the interbank market
and thus  might not  reflect  odd-lot transactions  where  rates might  be  less
favorable.   The   interbank  market   in  foreign   currencies  is   a  global,
round-the-clock market. To the  extent the U.S. options  or Futures markets  are
closed  while the markets for the underlying currencies remain open, significant
price and rate movements might take place in the underlying markets that  cannot
be  reflected in  the markets  for the Futures  contracts or  options until they
reopen.

Settlement of Futures Contracts, Forward Contracts and options involving foreign
currencies might  be required  to  take place  within  the country  issuing  the
underlying  currency. Thus, a Fund might be  required to accept or make delivery
of the  underlying foreign  currency  in accordance  with  any U.S.  or  foreign
regulations  regarding the maintenance  of foreign banking  arrangements by U.S.
residents and might be  required to pay any  fees, taxes and charges  associated
with such delivery assessed in the issuing country.

COVER
Transactions  using Forward Contracts, Futures Contracts and options (other than
options that a Fund has purchased) expose  the Fund to an obligation to  another
party.  A Fund will not  enter into any such  transactions unless it owns either
(1) an  offsetting  ("covered") position  in  securities, currencies,  or  other
options,  Forward Contracts or  Futures Contracts, or  (2) cash, receivables and
short-term debt securities with  a value sufficient at  all times its  potential
obligations not covered as provided in (1) above. Each Fund will comply with SEC
guidelines  regarding  cover for  these instruments  and,  if the  guidelines so
require, set aside cash, U.S. government securities or other liquid,  high-grade
debt  securities in  a segregated account  with its custodian  in the prescribed
amount.

Assets used as cover or  held in a segregated account  cannot be sold while  the
position  in the corresponding  Forward Contract, Futures  Contract or option is
open, unless they are replaced with other appropriate assets. If a large portion
of a Fund's assets are  used for cover or  segregated accounts, it could  affect
portfolio  management or the Fund's ability to meet redemption requests or other
current obligations.

- --------------------------------------------------------------------------------

                                  RISK FACTORS

- --------------------------------------------------------------------------------

    POLITICAL, SOCIAL AND  ECONOMIC RISKS. Investing  in securities of  non-U.S.
companies may entail additional risks due to the potential political, social and
economic  instability  of  certain  countries and  the  risks  of expropriation,
nationalization, confiscation  or  the  imposition of  restrictions  on  foreign
investment,  convertibility of currencies into  U.S. dollars and on repatriation
of capital  invested. In  the event  of such  expropriation, nationalization  or
other  confiscation by any country,  a Fund could lose  its entire investment in
any such country.

Certain countries  in which  a Fund  may invest  may have  groups that  advocate
radical  religious or revolutionary philosophies or support ethnic independence.
Any disturbance on the  part of such individuals  could carry the potential  for
widespread  destruction  or confiscation  of property  owned by  individuals and
entities foreign  to  such  country and  could  cause  the loss  of  the  Fund's
investment  in those  countries. Instability may  also result  from, among other
things: (i) authoritarian governments or  military involvement in political  and
economic    decision-making,   including    changes   in    government   through
extra-constitutional means;  (ii) popular  unrest  associated with  demands  for
improved  political, economic and social conditions; and (iii) hostile relations
with neighboring  or  other  countries.  Such  political,  social  and  economic
instability  could  disrupt  the principal  financial  markets in  which  a Fund
invests and adversely affect the value of the Fund's assets.

                  Statement of Additional Information Page 13
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

    ILLIQUID SECURITIES.  A Fund  may invest  up to  15% of  its net  assets  in
illiquid  securities. Securities  may be  considered illiquid  if a  Fund cannot
reasonably expect within seven days to sell the securities for approximately the
amount at which the Fund  values such securities. See "Investment  Limitations."
The  sale of  illiquid securities  if they  can be  sold at  all, generally will
require more time and result in higher brokerage charges or dealer discounts and
other selling expenses  than the sale  of liquid securities  such as  securities
eligible  for  trading  on U.S.  securities  exchanges  or in  the  OTC markets.
Moreover, restricted  securities, which  may be  illiquid for  purposes of  this
limitation, often sell, if at all, at a price lower than similar securities that
are not subject to restrictions on resale.

With  respect  to liquidity  determinations  generally, the  Company's  Board of
Trustees has  the  ultimate  responsibility  for  determining  whether  specific
securities,  including restricted  securities eligible  for resale  to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of 1933, are
liquid or illiquid. The Board of  Trustees has delegated the function of  making
day-to-day  determinations  of  liquidity  to G.T.  Capital  in  accordance with
procedures approved by the Company's Board of Trustees. G.T. Capital takes  into
account  a number of factors in reaching liquidity decisions, including, but not
limited to: (i) the  frequency of trading  in the security;  (ii) the number  of
dealers  who make quotes for the security;  (iii) the number of dealers who have
undertaken to make a market in the security; (iv) the number of other  potential
purchasers;  and (v)  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.)  G.T. Capital monitors  the liquidity  of securities in
each Fund's  portfolio  and  periodically reports  such  determinations  to  the
Company's  Board  of Trustees.  Moreover, as  noted  in the  Prospectus, certain
securities, such  as those  subject to  repatriation restrictions  of more  than
seven days, will generally be treated as illiquid.

    FOREIGN  INVESTMENT  RESTRICTIONS.  Certain  countries  prohibit  or  impose
substantial restrictions on investments  in their capital markets,  particularly
their  equity markets, by foreign entities such as a Fund. These restrictions or
controls may at times limit or preclude investment in certain securities and may
increase the  cost and  expenses of  the Fund.  For example,  certain  countries
require prior governmental approval before investments by foreign persons may be
made,  or may limit the amount of  investment by foreign persons in a particular
company, or limit the investment by foreign persons to only a specific class  of
securities of a company that may have less advantageous terms than securities of
the company available for purchase by nationals. Moreover, the national policies
of  certain  countries  may  restrict  investment  opportunities  in  issuers or
industries deemed sensitive to national  interests. In addition, some  countries
require governmental approval for the repatriation of investment income, capital
or  the proceeds of securities sales by foreign investors. In addition, if there
is a deterioration in a  country's balance of payments  or for other reasons,  a
country  may impose restrictions  on foreign capital  remittances abroad. A Fund
could be adversely affected by  delays in, or a  refusal to grant, any  required
governmental  approval for repatriation, as well as  by the application to it of
other restrictions on investments.

    NON-UNIFORM CORPORATE DISCLOSURE STANDARDS AND GOVERNMENTAL
REGULATION. Foreign companies are subject to accounting, auditing and  financial
standards  and requirements that differ, in some cases significantly, from those
applicable to  U.S.  companies.  In particular,  the  assets,  liabilities,  and
profits  appearing on the financial statements of such a company may not reflect
its financial  position  or results  of  operations in  the  way they  would  be
reflected  had such financial  statements been prepared  in accordance with U.S.
generally accepted accounting principles. Most of the securities held by a  Fund
(other  than the America Fund) will not be registered with the SEC or regulators
of any foreign country,  nor will the  issuers thereof be  subject to the  SEC's
reporting   requirements.  Thus,  there  will   be  less  available  information
concerning most foreign issuers of securities  held by a Fund than is  available
concerning  U.S.  issuers. In  instances where  the  financial statements  of an
issuer are  not deemed  to reflect  accurately the  financial situation  of  the
issuer,  G.T.  Capital  will take  appropriate  steps to  evaluate  the proposed
investment, which may include on-site inspection of the issuer, interviews  with
its   management  and   consultations  with   accountants,  bankers   and  other
specialists. There is  substantially less publicly  available information  about
foreign  companies  than  there are  reports  and ratings  published  about U.S.
companies and  the U.S.  government. In  addition, where  public information  is
available, it may be less reliable than such information regarding U.S. issuers.
Issuers  of securities in foreign jurisdictions are generally not subject to the
same degree of regulation as  are U.S. issuers with  respect to such matters  as
restrictions  on market  manipulation, insider trading  rules, shareholder proxy
requirements and timely disclosure of information.

    CURRENCY FLUCTUATIONS. Because each Fund, other than the America Fund, under
normal circumstances will invest  a substantial portion of  its total assets  in
the  securities of foreign issuers which  are denominated in foreign currencies,
the strength or weakness of the U.S. dollar against such foreign currencies will
account for a significant part of  the Fund's investment performance. A  decline
in  the value of  any particular currency  against the U.S.  dollar will cause a
decline in the U.S.  dollar value of  a Fund's holdings  of securities and  cash
denominated  in such currency  and, therefore, will cause  an overall decline in
the Fund's  net asset  value and  any net  investment income  and capital  gains
derived  from such securities to be  distributed in U.S. dollars to shareholders
of the  Fund. Moreover,  if  the value  of the  foreign  currencies in  which  a

                  Statement of Additional Information Page 14
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
Fund  receives its income declines relative  to U.S. dollars between the receipt
of income and  the making of  Fund distributions,  the Fund may  be required  to
liquidate securities in order to make distributions if the Fund has insufficient
cash in U.S. dollars to meet distribution requirements.

The  rate of exchange between the U.S. dollar and other currencies is determined
by several factors, including the  supply and demand for particular  currencies,
central  bank efforts to support particular currencies, the relative movement of
interest rates and  pace of  business activity in  the other  countries and  the
United  States, and other economic and  financial conditions affecting the world
economy.

Although each Fund values its assets daily  in terms of U.S. dollars, the  Funds
do  not intend to convert their holdings of foreign currencies into U.S. dollars
on a daily basis. Each Fund will do so, from time to time, and investors  should
be  aware of the costs of currency conversion. Although foreign exchange dealers
do not  charge a  fee for  conversion, they  do realize  a profit  based on  the
difference  ("spread") between  the prices  at which  they buy  and sell various
currencies. Thus, a dealer may offer to sell a foreign currency to a Fund at one
rate, while offering a lesser rate of exchange should a Fund desire to sell that
currency to the dealer.

    ADVERSE MARKET CHARACTERISTICS.  Securities of many  foreign issuers may  be
less  liquid and their  prices more volatile than  securities of comparable U.S.
issuers. In  addition,  foreign securities  markets  and brokers  generally  are
subject  to  less governmental  supervision and  regulation  than in  the United
States, and  foreign  securities  transactions  usually  are  subject  to  fixed
commissions,  which  generally are  higher than  negotiated commissions  on U.S.
transactions. In addition,  foreign securities  transactions may  be subject  to
difficulties  associated  with the  settlement of  such transactions.  Delays in
settlement could  result  in  temporary  periods  when  assets  of  a  Fund  are
uninvested  and no  return is earned  thereon. The  inability of a  Fund to make
intended security purchases due to settlement  problems could cause the Fund  to
miss  attractive investment opportunities.  Inability to dispose  of a portfolio
security due to settlement problems either could result in losses to a Fund  due
to  subsequent declines  in value of  the portfolio  security or, if  a Fund has
entered into a contract to sell the security, could result in possible liability
to the purchaser. G.T. Capital will consider such difficulties when  determining
the  allocation of  each Fund's assets,  although G.T. Capital  does not believe
that such  difficulties  will have  a  material  adverse effect  on  the  Funds'
portfolio trading activities.

The  Funds may use  foreign custodians, which  may involve risks  in addition to
those related to the  use of U.S. custodians.  Such risks include  uncertainties
relating  to: (i) determining and  monitoring the financial strength, reputation
and standing of the foreign  custodian; (ii) maintaining appropriate  safeguards
to  protect the Funds' investments and  (iii) possible difficulties in obtaining
and enforcing judgments against such custodians.

    WITHHOLDING TAXES. A Fund's net  investment income from foreign issuers  may
be  subject  to  non-U.S. withholding  taxes  by the  foreign  issuer's country,
thereby reducing the  Fund's net investment  income or delaying  the receipt  of
income whose those taxes may be recaptured. See "Taxes."

    SPECIAL  CONSIDERATIONS AFFECTING EUROPE. The  countries that are members of
the European  Economic Community  ("Common Market")  (Belgium, Denmark,  France,
Germany,  Greece, Ireland, Italy, Luxembourg,  Netherlands, Portugal, Spain, and
the United Kingdom) eliminated certain import tariffs and quotas and other trade
barriers with respect to one another  over the past several years. G.T.  Capital
believes that this deregulation should improve the prospects for economic growth
in  many European countries.  Among other things,  the deregulation could enable
companies domiciled in  one country  to avail  themselves of  lower labor  costs
existing  in  other  countries.  In addition,  this  deregulation  could benefit
companies domiciled in one country by opening additional markets for their goods
and services in other countries.  Since, however, it is  not clear at this  time
what the exact form or effect of these Common Market reforms will be on business
in  Western Europe or the emerging European markets, it is impossible to predict
the long-term impact of the implementation  of these programs on the  securities
owned by the Fund.

    SPECIAL   CONSIDERATIONS  AFFECTING  JAPAN  AND  HONG  KONG.  Investment  in
securities  of  issuers  domiciled  in  Japan  and  Hong  Kong  entails  special
considerations.  Overseas trade is  important to Japan's  economy. Japan has few
natural resources  and  must  export to  pay  for  its imports  of  these  basic
requirements. Because of the concentration of Japanese exports in highly visible
products,   Japan  has  had  difficult  relations  with  its  trading  partners,
particularly the U.S., where the trade imbalance is the greatest. It is possible
that  trade  sanctions  or  other  protectionist  measures  could  impact  Japan
adversely  in both the short and the  long term. The Japanese securities markets
are less regulated than  those in the United  States. Evidence has emerged  from
time  to  time  of distortion  of  market  prices to  serve  political  or other
purposes. Shareholders' rights are not always equally enforced.

Hong Kong is  a British colony  which will transfer  sovereignty to the  Peoples
Republic  of China  in 1997.  China has  espoused policies  antagonistic to free
enterprise capitalism and  democracy. There  can be no  guarantee that  property

                  Statement of Additional Information Page 15
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
rights  will  continue  to be  safeguarded  in  Hong Kong  after  1997, although
recently, China  has moved  toward free  enterprise, and  has established  stock
exchanges of its own.

    SPECIAL   CONSIDERATIONS  AFFECTING  EMERGING   MARKETS.  Investing  in  the
securities of issuers domiciled  in emerging markets,  including the markets  of
Latin  America and certain Asian markets such as Taiwan, Malaysia and Indonesia,
may entail  special  risks relating  to  the potential  political  and  economic
instability and the risks of expropriation, nationalization, confiscation or the
imposition  of restrictions on foreign investment, converting of currencies into
U.S. dollars  and on  repatriation of  capital invested.  In the  event of  such
expropriation,  nationalization  or other  confiscation by  any country,  a Fund
could lose its entire investment in any such country.

Emerging securities  markets are  substantially  smaller, less  developed,  less
liquid  and more volatile than the major securities markets. The limited size of
emerging securities markets and  limited trading volume  in issuers compared  to
the  volume of trading in  U.S. securities could cause  prices to be erratic for
reasons apart  from factors  that  affect the  quality  of the  securities.  For
example, limited market size may cause prices to be unduly influenced by traders
who  control  large  positions. Adverse  publicity  and  investors' perceptions,
whether or  not  based on  fundamental  analysis,  may decrease  the  value  and
liquidity  of  portfolio securities  in these  markets. In  addition, securities
traded in  certain  emerging  markets  may  be  subject  to  risks  due  to  the
inexperience  of financial intermediaries, a lack of modern technology, the lack
of a sufficient capital base to expand business operations, and the  possibility
of permanent or temporary termination of trading.

Settlement  mechanisms in emerging securities markets  may be less efficient and
reliable than in  more developed  markets. In such  emerging securities  markets
there may be share registration and delivery delays or failures.

Most  Latin American countries have experienced substantial, and in some periods
extremely  high,  rates  of  inflation  for  many  years.  Inflation  and  rapid
fluctuations in inflation rates and corresponding currency devaluations have had
and  may  continue to  have  negative effects  on  the economies  and securities
markets of certain Latin American countries.

                  Statement of Additional Information Page 16
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                             INVESTMENT LIMITATIONS

- --------------------------------------------------------------------------------

Each  Fund  has  adopted  the following  fundamental  investment  limitations as
fundamental policies which (unless otherwise  noted) may not be changed  without
approval  by  the  holders  of the  lesser  of  (i) 67%  of  that  Fund's shares
represented at a meeting at  which more than 50%  of the outstanding shares  are
represented,  and (ii) more than  50% of the Fund's  outstanding shares. No Fund
may:

        (1) Invest  in  companies  for  the purpose  of  exercising  control  or
    management;

        (2)  Purchase or sell  real estate; provided  that a Fund  may invest in
    securities secured  by  real  estate  or  interests  therein  or  issued  by
    companies that invest in real estate or interests therein;

        (3)  Purchase or sell interests in oil, gas or other mineral exploration
    or development programs, except that the  Fund may invest in the  securities
    of companies that engage in these activities;

        (4) Purchase or sell commodities or commodity contracts, except that the
    Fund  may purchase  and sell  financial and  currency futures  contracts and
    options thereon,  and  may purchase  and  sell currency  forward  contracts,
    options on foreign currencies and may otherwise engage in other transactions
    in foreign currencies;

        (5) Mortgage, pledge or in any other manner transfer as security for any
    indebtedness,  any  of its  assets  except to  secure  permitted borrowings.
    Collateral arrangements  with respect  to initial  or variation  margin  for
    futures contracts will not be deemed to be a pledge of a Fund's assets;

        (6)  Borrow  money in  excess  of 33  1/3%  of the  Fund's  total assets
    (including the  amount  borrowed),  less all  liabilities  and  indebtedness
    (other  than borrowing). Transactions  involving options, futures contracts,
    options on futures contracts and forward currency contracts, and  collateral
    arrangements relating thereto will not be deemed to be borrowings;

        (7)  Purchase securities on margin or  effect short sales, except that a
    Fund may  obtain  such  short-term  credits as  may  be  necessary  for  the
    clearance  of purchases or sales of securities and except in connection with
    the use of options, futures  contracts, options thereon or forward  currency
    contracts.  The Funds may make deposits of margin in connection with futures
    and forward contracts and options thereon;

        (8) Participate on a joint or a  joint and several basis in any  trading
    account in securities. (The "bunching" of orders for the sale or purchase of
    marketable  portfolio securities with other accounts under the management of
    G.T. Capital to  save brokerage costs  or average prices  among them is  not
    deemed to result in a securities trading account);

        (9)  Make loans, except  that the Fund may  purchase debt securities and
    enter into repurchase agreements and make loans of portfolio securities;

       (10) Purchase or  retain the securities  of an issuer  if, to the  Fund's
    knowledge,  one or more of  the Trustees or officers  of the Company or G.T.
    Capital individually own beneficially more than 1/2 of 1% of the  securities
    of  such  issuer  and  together  own  beneficially  more  than  5%  of  such
    securities;

       (11) Underwrite securities of other  issuers, except to the extent  that,
    in  connection with the disposition of portfolio securities, the Fund may be
    deemed an underwriter under federal or state securities laws; and

       (12) Invest more  than 25% of  the value  of the Fund's  total assets  in
    securities  of issuers conducting their principal business activities in any
    one industry,  except that  this limitation  shall not  apply to  securities
    issued  or guaranteed as to principal and interest by the U.S. government or
    any of its agencies or instrumentalities.

For purposes of  the concentration policy  of the Fund  contained in  limitation
(12)  above,  the  Fund intends  to  comply  with the  SEC  staff  position that
securities issued  or guaranteed  as to  principal and  interest by  any  single
foreign  government  or any  supranational  organizations in  the  aggregate are
considered to be securities of issuers in the same industry.

                  Statement of Additional Information Page 17
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

The following investment restrictions of each Fund are not fundamental  policies
and  may  be  changed  by  vote  of  the  Company's  Board  of  Trustees without
shareholder approval. Each Fund may not:

        (1) Invest more  than 15% of  its net assets  in illiquid securities,  a
    term  which means securities that cannot be disposed of within seven days in
    the normal course of business at approximately the amount at which the  Fund
    has  valued  the securities  and  includes, among  other  things, repurchase
    agreements maturing in more than seven days;

        (2) Invest more than 5% of its assets in securities of companies  which,
    together  with any predecessors, have been  in operation for less than three
    years;

        (3) Borrow money  except for  temporary or emergency  purposes (not  for
    leveraging)  not  in excess  of 33  1/3% of  the value  of the  Fund's total
    assets; or

        (4) Enter into a futures contract, an option on a future contract, or an
    option on foreign currency traded on a CFTC-regulated exchange, in each case
    other than for BONA FIDE hedging purposes  (as defined by the CFTC), if  the
    aggregate  initial margin  and premiums required  to establish  all of these
    positions (excluding the amount by which options are "in-the-money") exceeds
    5% of  the liquidation  value of  the Fund's  portfolio, after  taking  into
    account  unrealized profits and unrealized losses  on any contracts the Fund
    has entered into.

                            ----------------------------

A Fund will not knowingly exercise  rights or otherwise acquire securities  when
to  do so would jeopardize the Fund's status under the 1940 Act as a diversified
investment company. If a percentage restriction on investment or utilization  of
assets  in a  fundamental policy  or restriction  is adhered  to at  the time an
investment is made, a later change in percentage ownership of a security or kind
of securities resulting from changing market  values or a similar type of  event
will  not  be  considered  a  violation  of  a  Fund's  investment  policies  or
restrictions.  A   Fund  may   exchange  securities,   exercise  conversion   or
subscription rights, warrants, or other rights to purchase common stock or other
equity  securities and may hold,  except to the extent  limited by the 1940 Act,
any such securities so acquired without regard to the Fund's investment policies
and restrictions.  The original  cost  of the  securities  so acquired  will  be
included  in  any  subsequent  determination of  a  Fund's  compliance  with the
investment percentage limitations referred to above and in the Prospectus.

Investors should refer to the Prospectus for further information with respect to
each Fund's investment objective, which may not be changed without the  approval
of shareholders, and other investment policies, techniques and limitations which
may be changed without shareholder approval.

                  Statement of Additional Information Page 18
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                             EXECUTION OF PORTFOLIO
                                  TRANSACTIONS

- --------------------------------------------------------------------------------

Subject to policies established by the Company's Board of Trustees, G.T. Capital
is  responsible for the  execution of the Funds'  portfolio transactions and the
selection of  brokers/dealers who  execute such  transactions on  behalf of  the
Funds.  In executing  portfolio transactions,  G.T. Capital  seeks the  best net
results for each Fund, taking into account such factors as the price  (including
the  applicable  brokerage  commission or  dealer  spread), size  of  the order,
difficulty of  execution  and  operational  facilities  of  the  firm  involved.
Although  G.T. Capital  generally seeks reasonably  competitive commission rates
and spreads,  payment of  the lowest  commission or  spread is  not  necessarily
consistent  with the best net results. While the Funds may engage in soft dollar
arrangements for  research  services, as  described  below, the  Funds  have  no
obligation  to deal  with any  broker/dealer or  group of  broker/dealers in the
execution of portfolio transactions.

Consistent with the interests of the  Funds, G.T. Capital may select brokers  to
execute  the Fund's portfolio transactions on the basis of the research services
they provide to G.T.  Capital for its  use in managing the  Funds and its  other
advisory  accounts. Such services  may include furnishing  analysis, reports and
information concerning  issuers,  industries,  securities,  geographic  regions,
economic  factors and trends,  portfolio strategy, and  performance of accounts;
and  effecting  securities  transactions  and  performing  functions  incidental
thereto  (such  as clearance  and settlement).  Research and  brokerage services
received from such broker is  in addition to, and not  in lieu of, the  services
required  to be performed by G.T. Capital under the Management Contract (defined
below). A commission paid to such broker  may be higher than that which  another
qualified broker would have charged for effecting the same transaction, provided
that G.T. Capital determines in good faith that such commission is reasonable in
terms  either of  that particular transaction  or the  overall responsibility of
G.T. Capital to the Funds and its  other clients and that the total  commissions
paid by each Fund will be reasonable in relation to the benefits received by the
Funds  over the long term.  Research services may also  be received from dealers
who execute Fund transactions in over-the-counter markets.

G.T. Capital  may allocate  brokerage transactions  to broker/dealers  who  have
entered  into arrangements under which the  broker/dealer allocates a portion of
the commissions paid by the Fund toward payment of the Fund's expenses, such  as
transfer agent and custodian fees.

Investment  decisions for each Fund and for other investment accounts managed by
G.T. Capital  are  made  independently  of each  other  in  light  of  differing
conditions.  However, the same investment decision  occasionally may be made for
two or  more of  such accounts,  including one  or more  Funds. In  such  cases,
simultaneous transactions may occur. Purchases or sales are then allocated as to
price  or amount in a manner deemed fair and equitable to all accounts involved.
While in some cases this practice could have a detrimental effect upon the price
or value of  the security as  far as a  Fund is concerned,  in other cases  G.T.
Capital  believes that  coordination and  the ability  to participate  in volume
transactions will be beneficial to the Funds.

Under a policy adopted by  the Company's Board of  Trustees, and subject to  the
policy  of  obtaining  the  best  net  results,  G.T.  Capital  may  consider  a
broker/dealer's sale of the shares  of the Funds and  the other funds for  which
G.T.  Capital  serves as  investment manager  and/or administrator  in selecting
broker/dealers for the execution of portfolio transactions. This policy does not
imply a commitment to execute portfolio transactions through all  broker/dealers
that sell shares of the Funds and such other funds.

Each  Fund contemplates purchasing most foreign equity securities in OTC markets
or stock exchanges located  in the countries in  which the respective  principal
offices  of the issuers  of the various  securities are located,  if that is the
best available market. The fixed commissions  paid in connection with most  such
foreign  stock transactions generally are  higher than negotiated commissions on
United States transactions. There generally  is less government supervision  and
regulation  of foreign  stock exchanges and  brokers than in  the United States.
Foreign security settlements  may in  some instances  be subject  to delays  and
related administrative uncertainties.

Foreign equity securities may be held by a Fund in the form of ADRs, ADSs, EDRs,
CDRs  or securities convertible into foreign equity securities. ADRs, ADSs, EDRs
and CDRs may be listed on stock exchanges,  or traded in the OTC markets in  the
United  States or Europe, as the case may be. ADRs, like other securities traded
in the  United States,  will  be subject  to  negotiated commission  rates.  The
foreign  and domestic debt securities and  money market instruments in which the
Funds may invest are generally traded in the OTC markets.

                  Statement of Additional Information Page 19
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

The Fund contemplates that, consistent with the policy of obtaining the best net
results,  brokerage transactions may be conducted through certain companies that
are members of the  BIL GT Group.  The Company's Board  of Trustees has  adopted
procedures  in conformity with Rule 17e-1 under  the 1940 Act to ensure that all
brokerage commissions paid  to such affiliates  are reasonable and  fair in  the
context of the market in which they are operating. Any such transactions will be
effected  and related compensation  paid only in  accordance with applicable SEC
regulations. For the fiscal year ended  December 31, 1994, the Europe Fund  paid
to  BIL Frankfurt and BIL  Vaduz, each an "affiliated"  broker as defined in the
1940 Act, aggregate  brokerage commissions of  $58,346 and $26,599  respectively
for  transactions involving  purchases and  sales of  portfolio securities which
represented 2.67% and  1.22%, respectively, of  the total brokerage  commissions
paid  by the  Europe Fund  and 1.20% and  0.71%, respectively,  of the aggregate
dollar amount of  transactions involving  payment of commissions  by the  Europe
Fund.

Aggregate  brokerage commissions paid  by the Funds for  their three most recent
fiscal years were:

<TABLE>
<CAPTION>
FUND                                                                              1994           1993           1992
- ----------------------------------------------------------------------------  -------------  -------------  -------------
<S>                                                                           <C>            <C>            <C>
America
 Fund.......................................................................  $   1,082,311        185,402        174,319
Europe
  Fund......................................................................  $   2,185,831      1,935,775      2,278,856
International
  Fund......................................................................  $   1,090,763      2,163,843      1,922,811
Japan
  Fund......................................................................  $     838,666        133,436        424,159
Pacific
  Fund......................................................................  $   2,746,761      3,832,898      1,415,883
Worldwide
  Fund......................................................................  $     954,962        711,034        514,210
</TABLE>

PORTFOLIO TRADING AND TURNOVER
Although the Funds generally do not intend to trade for short-term profits,  the
securities  in a Fund's portfolio will be sold whenever G.T. Capital believes it
is appropriate to  do so,  without regard  to the  length of  time a  particular
security  may have been held, except when doing so could violate the Short-Short
Limitation described below in "Taxes."

Each Fund engages in portfolio trading when G.T. Capital has concluded that  the
sale of a security owned by the Fund and/ or the purchase of another security of
better  value can  enhance principal and/or  increase income. A  security may be
sold to avoid  any prospective decline  in market  value, or a  security may  be
purchased  in  anticipation  of  a  market  rise.  Consistent  with  each Fund's
investment objective or objectives, a security also may be sold and a comparable
security purchased coincidentally in order to take advantage of what is believed
to be a disparity  in the normal  yield and price  relationship between the  two
securities.

Each  Fund anticipates that its annual portfolio turnover rate should not exceed
200%; however, the portfolio  turnover rate will not  be a limiting factor  when
management  deems portfolio changes appropriate. A 200% portfolio turnover rate,
which would be considered high for a  long-term growth fund, would occur if  the
lesser of the value of purchases or sales of portfolio securities for a Fund for
a  year  (excluding  purchases of  U.S.  Treasury  and other  securities  with a
maturity at the date of purchase of one year or less) were equal to 200% of  the
average  monthly value of the securities, excluding short-term investments, held
by  that   Fund   during  such   year.   Higher  portfolio   turnover   involves
correspondingly greater brokerage commissions and other transaction costs that a
Fund will bear directly. The portfolio turnover rates for the fiscal years ended
December 31, 1994 and 1993 were as follows:

<TABLE>
<CAPTION>
                                                                                                           1994        1993
                                                                                                        ----------  ----------
<S>                                                                                                     <C>         <C>
America Fund..........................................................................................        102%      92.0 %
Europe Fund...........................................................................................         91       67.0
International Fund....................................................................................         96       90.0
Japan Fund............................................................................................         49      104.0
Pacific Fund..........................................................................................         87      117.0
Worldwide Fund........................................................................................         86       92.0
</TABLE>

                  Statement of Additional Information Page 20
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                        TRUSTEES AND EXECUTIVE OFFICERS

- --------------------------------------------------------------------------------

The Company's Trustees and Executive Officers are listed below.

<TABLE>
<CAPTION>
NAME, POSITION(S) WITH THE               PRINCIPAL OCCUPATIONS AND BUSINESS
COMPANY AND ADDRESS                      EXPERIENCE FOR PAST 5 YEARS
- ---------------------------------------  ------------------------------------------------------------------------------------------
<S>                                      <C>
David A. Minella*, 42                    Director of BIL G.T. Group Limited (holding company of the various international G.T.
Trustee, Chairman of the Board and       companies) since 1990; Director and President of G.T. Capital since 1989; Director and
President                                President of G.T. Global since 1987; and Director and President of G.T. Services since
50 California St.                        1990. Prior to 1987 Mr. Minella held various positions with the Putnam Companies (a mutual
San Francisco, CA 94111                  fund and investment advisory organization). Mr. Minella also is a director or trustee of
                                         each of the other investment companies registered under the 1940 Act that is managed or
                                         administered by G.T. Capital.

C. Derek Anderson, 53                    Chairman, Anderson Capital Management, Inc. from 1988 to present; Chairman, Plantagenet
Trustee                                  Holdings, Ltd. from 1991 to present; Director Munsingwear, Inc.; Director, American
220 Sansome Street                       Heritage Group Inc.; Director, T.L. Higgins Inc. and various other companies. Mr. Anderson
Suite 400                                also is a director or trustee of each of the other investment companies registered under
San Francisco, CA 94104                  the 1940 Act that is managed or administered by G.T. Capital.

Frank S. Bayley, 55                      A partner of Baker & McKenzie (a law firm), and serves as Director and Chairman of C.D.
Trustee                                  Stimson Company (a private investment company); Trustee, Seattle Art Museum. Mr. Bayley
2 Embarcadero Center                     also is a director or trustee of each of the other investment companies registered under
Suite 2400                               the 1940 Act that is managed or administered by G.T. Capital.
San Francisco, CA 94111

Arthur C. Patterson, 52                  Managing Partner of Accel Partners (a venture capital firm). Mr. Patterson also serves as
Trustee                                  a director of various computing and software companies. Mr. Patterson also is a director
One Embarcadero Center                   or trustee of each of the other investment companies registered under the 1940 Act that is
Suite 3820                               managed or administered by G.T. Capital.
San Francisco, CA 94111

Ruth H. Quigley, 59                      Private investor. From 1984 to 1986, Miss Quigley was President of Quigley Friedlander &
Trustee                                  Co., Inc. (a financial advisory services firm). Ms. Quigley also is a director or trustee
1055 California Street                   of each of the other investment companies registered under the 1940 Act that is managed or
San Francisco, CA 94108                  administered by G.T. Capital.

F. Christian Wignall, 39                 Senior Vice President, Chief Investment Officer -- Global Equities and a Director of G.T.
Vice President and Chief Investment      Capital since 1987, and Chairman of the Investment Policy Committee of the affiliated
Officer --                               international G.T. companies since 1990.
Global Equities
50 California Street
San Francisco, CA 94111

Gary Kreps, 40                           Senior Vice President and Chief Investment Officer -- Global Fixed Income Investments and
Vice President and Chief Investment      a Director of G.T. Capital since 1992. Prior to joining G.T. Capital, Mr. Kreps was Senior
Officer -- Global Fixed Income           Vice President of the Putnam Companies from 1988 to 1992.
50 California Street
San Francisco, CA 94111
</TABLE>

                  Statement of Additional Information Page 21
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
<TABLE>
<CAPTION>
NAME, POSITION(S) WITH THE               PRINCIPAL OCCUPATIONS AND BUSINESS
COMPANY AND ADDRESS                      EXPERIENCE FOR PAST 5 YEARS
- ---------------------------------------  ------------------------------------------------------------------------------------------
Helge K. Lee, 48                         Senior Vice President, General Counsel and Secretary of G.T. Capital, G.T. Global and G.T.
Vice President and Secretary             Services since May, 1994. Mr. Lee was the Senior Vice President, General Counsel and
50 California Street                     Secretary of Strong/Corneliuson Management, Inc. and Secretary of each of the Strong Funds
San Francisco, CA 94111                  from October, 1991 through May, 1994. For more than five years prior to October, 1991, he
                                         was a shareholder in the law firm of Godfrey & Kahn, S.C., Milwaukee, Wisconsin.
<S>                                      <C>

Peter R. Guarino, 36                     Assistant General Counsel of G.T. Capital, G.T. Global and G.T. Services since 1991. From
Assistant Secretary                      1989 to 1991, Mr. Guarino was an attorney at The Dreyfus Corporation. Prior thereto, he
50 California Street                     was associated with Colonial Management Associates, Inc.
San Francisco, CA 94111

David J. Thelander, 39                   Assistant General Counsel of G.T. Capital since January 1995. From 1993 to 1994, Mr.
Assistant Secretary                      Thelander was an associate at Kirkpatrick & Lockhart LLP (a law firm). Prior thereto, he
50 California Street                     was an attorney with the U.S. Securities and Exchange Commission.
San Francisco, CA 94111

James R. Tufts, 37                       Senior Vice President -- Finance and Administration of G.T. Capital, G.T. Global and G.T.
Vice President and Chief Financial       Services since 1994. Prior thereto, Mr. Tufts was Vice President -- Finance of G.T.
Officer                                  Capital and G.T. Global since 1987; Vice President -- Finance of G.T. Services since 1990;
50 California Street                     and a Director of G.T. Capital, G.T Global and G.T. Services since 1991.
San Francisco, CA 94111

Kenneth W. Chancey, 50                   Vice President of G.T. Capital and G.T. Global since 1992. Mr. Chancey was Vice President
Vice President and Principal Accounting  of Putnam Fiduciary Trust Company from 1989 to 1992.
Officer
50 California Street
San Francisco, CA 94111
<FN>
- ------------------
*    Mr. Minella is an "interested person" of the Company as defined by the 1940
     Act due to his affiliation with the G.T. companies.
</TABLE>

The  Board of Trustees has  a Nominating and Audit  Committee, comprised of Miss
Quigley and Messrs.  Anderson, Bayley  and Patterson, which  is responsible  for
nominating persons to serve as Trustees, reviewing audits of the Company and its
Funds  and recommending firms  to serve as independent  auditors of the Company.
Each of the Trustees and Officers of the Company is also a Director and  Officer
of G.T. Investment Portfolios, Inc., G.T. Investment Funds, Inc. and G.T. Global
Developing  Markets Fund, Inc. and a Trustee  and Officer of G.T. Greater Europe
Fund, G.T. Global  Variable Investment  Trust, G.T.  Global Variable  Investment
Series,  and  G.T.  Global  High Income  Portfolio,  which  also  are registered
investment companies managed by G.T. Capital. Each Trustee and Officer serves in
total as a Director  and or Trustee and  Officer, respectively, of 9  registered
investment companies with 38 series managed or administered by G.T. Capital. The
Company  pays each Trustee  who is not  a director, officer  or employee of G.T.
Capital or any affiliated company $5,000 per  annum plus $300 per Fund for  each
meeting  of the Board attended  by the Trustee, and  reimburses travel and other
expenses incurred in connection with attendance at such meetings. Other Trustees
and officers receive no compensation or expense reimbursements from the Company.
For the fiscal year ended December 31, 1994, the Company paid Mr. Anderson,  Mr.
Bayley,  Mr. Patterson and Ms. Quigley Trustees' fees and expense reimbursements
of $22,887,  $23,518, $19,104  and $19,941,  respectively. For  the fiscal  year
ended  December  31,  1994, Mr.  Anderson,  Mr.  Bayley, Mr.  Patterson  and Ms.
Quigley, who are  not directors, officers  or employees of  G.T. Capital or  any
affiliated  company, each received total compensation of $86,260.80, $91,278.79,
$74,492.00 and $78,665.19, respectively, from the 38 G.T. Funds for which he  or
she serves as a Director or Trustee. Fees and expenses disbursed to the Trustees
contained  no accrued or payable pension, or retirement benefits. As of the date
of this Statement of Additional Information, the officers and Trustees and their
families as a group owned in the  aggregate beneficially or of record less  than
1%  of the outstanding shares of any Fund  or of all the Company's Funds, except
in the Worldwide Growth Fund, in the aggregate. As of the date of this Statement
of Additional Information, the  officers and Directors and  their families as  a
group  owned in  aggregate beneficially  or of  record 1.12%  of the outstanding
shares of the Worldwide Growth Fund.

                  Statement of Additional Information Page 22
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                   MANAGEMENT

- --------------------------------------------------------------------------------

INVESTMENT MANAGEMENT AND ADMINISTRATION SERVICES
G.T. Capital serves as each Fund's investment manager and administrator under an
Investment   Management  and  Administration  Contract  ("Management  Contract")
between the Company and G.T.  Capital. As investment manager and  administrator,
G.T.  Capital makes all investment decisions  for each Fund and administers each
Fund's affairs. Among other things, G.T. Capital furnishes the services and pays
the compensation  and travel  expenses  of persons  who perform  the  executive,
administrative, clerical and bookkeeping functions of the Company and the Funds,
and  provides suitable  office space, and  necessary small  office equipment and
utilities. Prior to July  1, 1993, each  Fund other than  the America Fund  paid
investment  management and administration fees to G.T. Capital at the annualized
rate of 1.00% of  each Fund's average  daily net assets.  The America Fund  paid
investment  management and administration fees to G.T. Capital at the annualized
rate of 0.75% of the Fund's average daily net assets. The America Fund pays G.T.
Capital investment management and administration  fees, computed daily and  paid
monthly,  based on its average daily net assets, at the annualized rate of .725%
on the first $500 million, .70% on the next $500 million, .675% on the next $500
million, and  .65% on  amounts thereafter.  Each  of the  other Funds  pay  G.T.
Capital  investment management and administration  fees, computed daily and paid
monthly, based on its average daily net assets, at the annualized rate of  .975%
on the first $500 million, .95% on the next $500 million, .925% on the next $500
million, and .90% on amounts thereafter.

The  Management Contract took effect on May  1, 1989 and had an initial two-year
term with  respect to  each Fund.  The Management  Contract may  be renewed  for
additional  one-year terms thereafter  with respect to  each Fund, provided that
any such renewal has  been specifically approved at  least annually by: (i)  the
Company's  Board  of  Trustees, or  by  the vote  of  a majority  of  the Fund's
outstanding voting securities (as defined in the 1940 Act), and (ii) a  majority
of  Trustees  who are  not  parties to  the  Management Contract  or "interested
persons" of any such  party (as defined in  the 1940 Act), cast  in person at  a
meeting  called  for  the  specific  purpose of  voting  on  such  approval. The
Management Contract most recently was approved on June 15, 1994 by the Board  of
Trustees of the Company, including a majority of Trustees who are not parties to
the Management Agreement or "interested persons" of any such party. With respect
to  any Fund  either the  Company or G.T.  Capital may  terminate the Management
Contract without  penalty upon  sixty (60)  days' written  notice to  the  other
party.  The Management  Contract terminates  automatically in  the event  of its
assignment (as defined in the 1940 Act).

Under the Management Contract, G.T. Capital has agreed to reimburse each Fund if
that Fund's annual ordinary expenses exceed the most stringent limits prescribed
by any state in  which the Fund's  shares are offered  for sale. Currently,  the
most  restrictive applicable limitation provides that  a Fund's expenses may not
exceed an annual rate of 2 1/2% of the first $30 million of average net  assets,
2%  of the next $70 million of average net assets and 1 1/2% of assets in excess
of that amount. Expenses which are not subject to this limitation are  interest,
taxes,  brokerage  commissions,  the  amortization  of  organizational expenses,
payments of distribution fees, in part, and extraordinary expenses. In addition,
G.T. Capital and G.T. Global voluntarily  have undertaken to limit the  expenses
of  each Fund,  other than  those of  the America  Fund (exclusive  of brokerage
commissions, taxes, interest and extraordinary  expenses) to the maximum  annual
level  of 1.90%  of the average  daily net  assets of each  Fund's Advisor Class
shares. Similarly, G.T.  Capital and G.T.  Global have undertaken  to limit  the
America Fund's expenses (exclusive of brokerage commissions, taxes, interest and
extraordinary  expenses) to  the maximum  annual level  of 1.65%  of the average
daily net assets of the Fund's Advisor Class shares.

                  Statement of Additional Information Page 23
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

The amounts of investment management and  administration fees paid by each  Fund
to  G.T.  Capital during  the  Funds' three  most  recent fiscal  years  were as
follows:

<TABLE>
<CAPTION>
                            FUND                                   1994             1993             1992
- ------------------------------------------------------------  ---------------  ---------------  ---------------
<S>                                                           <C>              <C>              <C>
America Fund................................................   $   1,283,893        1,058,534          796,850
Europe Fund.................................................   $   8,319,087        7,839,132        9,952,613*
International Fund..........................................   $   5,368,669        4,488,221        4,543,544
Japan Fund..................................................   $   1,345,064        1,058,002          683,869*
Pacific Fund................................................   $   5,563,245        3,820,147        3,125,059
Worldwide Fund..............................................   $   3,355,681        1,665,771        1,406,291
<FN>
- ------------------
*    Net of reimbursement of  Europe Fund and Japan  Fund operating expenses  by
     G.T. Capital of $67,704 and $79,440, respectively.
</TABLE>

DISTRIBUTION SERVICES
Each  Fund's Advisor  Class shares are  offered continuously  through the Funds'
principal underwriter and distributor,  G.T. Global, on  a "best efforts"  basis
without a sales charge or a contingent deferred sales charge.

TRANSFER AGENCY SERVICES
G.T.  Global Investor Services, Inc. ("Transfer Agent") has been retained by the
Funds to perform  shareholder servicing,  reporting and  general transfer  agent
functions  for the  Funds. For  these services,  the Transfer  Agent receives an
annual maintenance fee of  $17.50 per account,  a new account  fee of $4.00  per
account,  a  per  transaction  fee  of $1.75  for  all  transactions  other than
exchanges and a per exchange fee of $2.25. The Transfer Agent also is reimbursed
by the Funds for  its out-of-pocket expenses for  such items as postage,  forms,
telephone charges, stationery and office supplies.

EXPENSES OF THE FUNDS
Each  Fund pays all expenses not assumed  by G.T. Capital, G.T. Global and other
agents. These  expenses  include, in  addition  to the  advisory,  distribution,
transfer  agency and brokerage  fees discussed above,  legal and audit expenses,
custodian fees, trustees'  fees, organizational  fees, fidelity  bond and  other
insurance  premiums, taxes, extraordinary  expenses and expenses  of reports and
prospectuses sent  to existing  investors. Certain  of these  expenses, such  as
custodial  fees and brokerage fees generally are higher for non-U.S. securities.
The allocation of general Company expenses and expenses shared by the Funds with
one another, are made on a basis deemed fair and equitable, and may be based  on
the relative net assets of the Funds or the nature of the services performed and
relative  applicability to each Fund.  Expenditures, including costs incurred in
connection with  the  purchase  or  sale  of  portfolio  securities,  which  are
capitalized   in  accordance  with   generally  accepted  accounting  principles
applicable to investment companies, are accounted  for as capital items and  not
as  expenses. The ratio of  each Fund's, other than  America Fund's, expenses to
its relative net assets can be expected to be higher than the expense ratios  of
funds investing solely in domestic securities, since the cost of maintaining the
custody of foreign securities and the rate of investment management fees paid by
each Fund generally are higher than the comparable expenses of such other funds.

- --------------------------------------------------------------------------------

                              VALUATION OF SHARES

- --------------------------------------------------------------------------------
As  described in the Prospectus, each Fund's  net asset value per share for each
class of shares is determined  at the close of regular  trading on The New  York
Stock  Exchange,  Inc.  ("NYSE")  (currently,  4:00  P.M.  Eastern  time, unless
weather, equipment failure  or other  factors contribute to  an earlier  closing
time). Currently, the NYSE is closed on weekends and on certain days relating to
the  following holidays: New Year's Day,  Presidents' Day, Good Friday, Memorial
Day, July 4th, Labor Day, Thanksgiving Day and Christmas Day.

The Funds' portfolio securities and other assets are valued as follows:

Equity securities, including  ADRs, ADSs  and EDRs,  which are  traded on  stock
exchanges,  are valued  at the  last sale  price on  the exchange  on which such
securities are traded, as of the close of business on the day the securities are
being valued or, lacking any  sales, at the last  available bid price. In  cases
where securities are traded on more than one exchange, the securities are valued
on  the exchange determined by G.T. Capital to be the primary market. Securities
traded in the OTC market are valued at the last available bid price prior to the
time   of    valuation.    Securities    and    assets    for    which    market

                  Statement of Additional Information Page 24
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
quotations  are not readily available (including restricted securities which are
subject to limitations as to their sale) are valued at fair value as  determined
in good faith by or under the direction of the Board of Trustees.

Long-term  debt obligations are valued at  the mean of representative quoted bid
or asked prices for  such securities or,  if such prices  are not available,  at
prices  for securities of  comparable maturity, quality  and type; however, when
G.T. Capital deems it appropriate, prices obtained for the day of valuation from
a bond pricing service will be  used. Short-term debt investments are  amortized
to  maturity based  on their  cost, adjusted  for foreign  exchange translation,
provided that such valuations represent fair value.

Options on indices, securities and currencies purchased by the Funds are  valued
at  their last bid price in the case of  listed options or at the average of the
last bid prices obtained from dealers in  the case of OTC options. The value  of
each  security  denominated  in  a  currency other  than  U.S.  dollars  will be
translated into U.S. dollars  at the prevailing exchange  rate as determined  by
G.T.  Capital on  that day.  When market quotations  for futures  and options on
futures held by  a Fund are  readily available, those  positions will be  valued
based upon such quotations.

Securities  and  other  assets  for  which  market  quotations  are  not readily
available are valued at fair value as  determined in good faith by or under  the
direction  of the Company's Board of  Trustees. The valuation procedures applied
in any  specific  instance  are likely  to  vary  from case  to  case.  However,
consideration  generally is  given to the  financial position of  the issuer and
other fundamental analytical data relating to  the investment and to the  nature
of the restrictions on disposition of the securities (including any registration
expenses  that might be borne by a Fund in connection with such disposition). In
addition, other factors, such as the cost of the investment, the market value of
any unrestricted securities of the same class (both at the time of purchase  and
at  the time of  valuation), the size of  the holding, the  prices of any recent
transactions or  offers  with  respect  to such  securities  and  any  available
analysts' reports regarding the issuer, generally are considered.

The  fair value  of any  other assets is  added to  the value  of all securities
positions to arrive at the value of a Fund's total assets. A Fund's liabilities,
including accruals for expenses,  are deducted from its  total assets. Once  the
total  value of a Fund's net assets is so determined, that value is then divided
by the total number of shares  outstanding (excluding treasury shares), and  the
result, rounded to the nearer cent, is the net asset value per share.

Any assets or liabilities initially expressed in terms of foreign currencies are
translated into U.S. dollars at the official exchange rate or, alternatively, at
the mean of the current bid and asked prices of such currencies against the U.S.
dollar  last quoted by a major bank that is a regular participant in the foreign
exchange market or on the basis of a pricing service that takes into account the
quotes provided by a number of such  major banks. If none of these  alternatives
are  available  or  none  are  deemed  to  provide  a  suitable  methodology for
converting a foreign currency into U.S. dollars, the Board of Trustees, in  good
faith, will establish a conversion rate for such currency.

European, Far Eastern or Latin American securities trading may not take place on
all  days on which  the NYSE is  open. Further, trading  takes place in Japanese
markets on certain Saturdays and in various foreign markets on days on which the
NYSE is not open. In addition, trading in securities on European and Far Eastern
securities exchanges  and OTC  markets generally  is completed  well before  the
close  of the  business day  in New York.  Consequently, the  calculation of the
Funds'  net  asset  values  may  not  take  place  contemporaneously  with   the
determination  of the prices  of securities held by  the Funds. Events affecting
the values of portfolio securities that occur between the time their prices  are
determined and the close of regular trading on the NYSE will not be reflected in
the  Funds' net asset values  unless G.T. Capital, under  the supervision of the
Company's  Board  of  Trustees,  determines  that  the  particular  event  would
materially  affect net asset value. As a result, a Fund's net asset value may be
significantly affected by such trading on days when a shareholder has no  access
to the Fund.

- --------------------------------------------------------------------------------

                         INFORMATION RELATING TO SALES
                                AND REDEMPTIONS

- --------------------------------------------------------------------------------

PAYMENT AND TERMS OF OFFERING
Payment  for Advisor Class shares purchased should accompany the purchase order,
or funds should be wired to the  Transfer Agent as described in the  Prospectus.
Payment, other than by wire transfer, must be made by check or money order drawn
on a U.S. bank. Checks or money orders must be payable in U.S. dollars.

                  Statement of Additional Information Page 25
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

As  a condition of this offering, if an order to purchase either class of shares
is cancelled due  to nonpayment (for  example, because a  check is returned  for
"not  sufficient funds"), the person who made  the order will be responsible for
any loss  incurred  by a  Fund  by reason  of  such cancellation,  and  if  such
purchaser  is a shareholder, that Fund shall  have the authority as agent of the
shareholder to redeem  shares in his  or her account  at their then-current  net
asset  value per share to  reimburse that Fund for  the loss incurred. Investors
whose purchase orders have  been cancelled due to  nonpayment may be  prohibited
from placing future orders.

The  Funds  reserve the  right  at any  time to  waive  or increase  the minimum
requirements applicable to initial or subsequent investments with respect to any
person or class of persons. An order to purchase shares is not binding on a Fund
until it  has  been  confirmed  in  writing by  the  Transfer  Agent  (or  other
arrangements  made with the Fund, in the  case of orders utilizing wire transfer
of funds, as described above) and payment has been received. To protect existing
shareholders, the Funds reserve the right to reject any offer for a purchase  of
shares by any individual.

SALES OUTSIDE THE UNITED STATES
Sales  of Fund shares made through brokers  outside the United States will be at
net asset value plus a sales commission,  if any, established by that broker  or
by  local law.  Such commission,  if any,  may be  more or  less than  the sales
charges listed in the sales charge table included in the Prospectus.

EXCHANGES BETWEEN FUNDS
Shares of a Fund may be exchanged for shares of other G.T. Global Mutual  Funds,
based  on  their respective  net asset  values without  imposition of  any sales
charges provided that the registration  remains identical. Advisor Class  shares
may  be exchanged  only for  Advisor Class  shares of  other G.T.  Global Mutual
Funds. The exchange privilege is not an  option or right to purchase shares  but
is  permitted under  the current policies  of the respective  G.T. Global Mutual
Funds. The privilege may be  discontinued or changed at any  time by any of  the
Funds upon 60 days' prior written notice to the shareholders of such Fund and is
available  only  in  states  where  the exchange  may  be  made  legally. Before
purchasing shares through the exercise of the exchange privilege, a  shareholder
should  obtain and read a copy of the Prospectus of the Fund to be purchased and
should consider the investment objective(s) of that Fund.

TELEPHONE REDEMPTIONS
A corporation or  partnership wishing to  utilize telephone redemption  services
must  submit a "Corporate Resolution" or "Certificate of Partnership" indicating
the names, titles and the required number of signatures of persons authorized to
act on  its  behalf.  The  certificate  must be  signed  by  a  duly  authorized
officer(s)  and,  in the  case  of a  corporation,  the corporate  seal  must be
affixed. All shareholders may request that redemption proceeds be transmitted by
bank wire directly to the shareholder's predesignated account at a domestic bank
or savings institution if the proceeds are at least $1,000. Costs in  connection
with  the administration of this service,  including wire charges, will be borne
by the Funds. Proceeds of less than  $1,000 will be mailed to the  shareholder's
registered address of record. The Funds and the Transfer Agent reserve the right
to  refuse  any telephone  instructions and  may discontinue  the aforementioned
redemption options upon 30 days' written notice.

SUSPENSION OF REDEMPTION PRIVILEGES
The Funds may suspend redemption privileges or postpone the date of payment  for
more  than seven days after  a redemption or der  is received during any period:
(1) when the NYSE is closed  other than customary weekend and holiday  closings,
or  when trading on the NYSE  is restricted as directed by  the SEC; (2) when an
emergency exists, as  defined by  the SEC, which  will prohibit  the Funds  from
disposing  of portfolio  securities owned by  them or in  fairly determining the
value of their assets; or (3) as the SEC may otherwise permit.

REDEMPTIONS IN KIND
It is possible  that conditions  may arise  in the  future which  would, in  the
opinion  of the Company's Board  of Trustees, make it  undesirable for a Fund to
pay for all redemptions in cash. In such cases, the Board may authorize  payment
to  be  made in  portfolio securities  or other  property of  a Fund,  so called
"redemptions in kind." Payment  of redemptions in kind  will be made in  readily
marketable securities. Such securities delivered in payment of redemptions would
be  valued at the same  value assigned to them in  computing the net asset value
per share. Shareholders receiving such securities would incur brokerage costs in
selling any such securities so received and would be subject to any increase  or
decrease in the value of the securities until they were sold.+

                  Statement of Additional Information Page 26
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     TAXES

- --------------------------------------------------------------------------------

GENERAL
Each  Fund is treated as a separate  corporation for federal income purposes. In
order to continue  to qualify for  treatment as a  regulated investment  company
("RIC")  under the Internal Revenue Code of 1986, as amended ("Code"), each Fund
must distribute to its shareholders  for each taxable year  at least 90% of  its
investment  company  taxable  income  (consisting  generally  of  net investment
income, net short-term capital gain and net gains from certain foreign  currency
transactions)  ("Distribution  Requirement")  and must  meet  several additional
requirements.  With  respect  to  each  Fund,  these  requirements  include  the
following:  (1)  the Fund  must 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  securities  or  foreign
currencies,  or other income  (including gains from  options, Futures or Forward
Contracts) derived with respect  to its business of  investing in securities  or
those  currencies ("Income Requirement"); (2) the Fund must derive less than 30%
of its gross  income each taxable  year from  the sale or  other disposition  of
securities,  or  any  of the  following,  that  were held  for  less  than three
months--options or Futures (other than those on foreign currencies), or  foreign
currencies  (or  options, Futures  or Forward  Contracts  thereon) that  are not
directly related to the Fund's principal business of investing in securities (or
options and Futures with respect to securities) ("Short-Short Limitation");  (3)
at  the close of  each quarter of the  Fund's taxable year, at  least 50% of the
value of its  total assets  must be  represented by  cash and  cash items,  U.S.
government securities, securities of other RICs and other securities, with these
other securities limited, with respect to any one issuer, to an amount that does
not  exceed  5% of  the  value of  the  Fund's total  assets  and that  does not
represent more than 10% of the  issuer's outstanding voting securities; and  (4)
at  the close of each quarter  of the Fund's taxable year,  not more than 25% of
the value of its  total assets may  be invested in  securities (other than  U.S.
government securities or the securities of other RICs) of any one issuer.

Dividends  and  other  distributions  declared  by a  Fund  in,  and  payable to
shareholders of record as  of a date  in, October, November  or December of  any
year  will  be  deemed  to have  been  paid  by  the Fund  and  received  by the
shareholders on December 31 of  that year if the  distributions are paid by  the
Fund  during  the following  January. Accordingly,  those distributions  will be
taxed to shareholders for the year in which that December 31 falls.

A portion  of the  dividends from  a Fund's  investment company  taxable  income
(whether  paid in cash or  reinvested in additional shares)  may be eligible for
the dividends-received deduction allowed  to corporations. The eligible  portion
may   not  exceed  the  aggregate  dividends   received  by  a  Fund  from  U.S.
corporations.  However,  dividends  received  by  a  corporate  shareholder  and
deducted  by  it  pursuant  to  the  dividends-received  deduction  are  subject
indirectly to the alternative minimum tax.

If Fund shares are sold at a loss  after being held for six months or less,  the
loss  will be treated as  long-term, instead of short-term,  capital loss to the
extent of any  capital gain  distributions received on  those shares.  Investors
also should be aware that if shares are purchased shortly before the record date
for  any dividend or other distribution, the shareholder will pay full price for
the shares and receive some portion of the price back as a taxable distribution.

Each Fund will be subject to a nondeductible 4% excise tax ("Excise Tax") to the
extent it fails to distribute by the end of any calendar year substantially  all
of  its  ordinary income  for  that year  and capital  gain  net income  for the
one-year period ending on October 31 of that year, plus certain other amounts.

FOREIGN TAXES
Dividends and interest received by a Fund may be subject to income,  withholding
or  other taxes imposed by foreign countries  that would reduce the yield on its
securities. Tax conventions between certain countries and the United States  may
reduce  or eliminate these foreign taxes, however, and many foreign countries do
not impose  taxes  on  capital  gains  in  respect  of  investments  by  foreign
investors.  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, and may, file an election with the Internal Revenue Service
that  will enable  its shareholders,  in effect, to  receive the  benefit of the
foreign tax credit with respect to any foreign income taxes paid by it. Pursuant
to the  election,  a Fund  will  treat those  taxes  as dividends  paid  to  its
shareholders  and  each shareholder  will be  required to  (1) include  in gross
income, and treat as paid by him, his

                  Statement of Additional Information Page 27
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
proportionate share of those taxes,  (2) treat his share  of those taxes and  of
any dividend paid by the Fund that represents income from foreign sources as his
own  income from those sources,  and (3) either deduct  the taxes deemed paid by
him in  computing  his  taxable  income or,  alternatively,  use  the  foregoing
information  in calculating  the foreign tax  credit against  his federal income
tax. Each Fund will report to  its shareholders shortly after each taxable  year
their respective shares of the Fund's income from sources within, and taxes paid
to, foreign countries if it makes this election.

PASSIVE FOREIGN INVESTMENT COMPANIES
Each  Fund (other  than the America  Fund) may  invest in the  stock of "passive
foreign investment companies" ("PFICs"). A  PFIC is a foreign corporation  that,
in  general, meets either of the following tests:  (1) at least 75% of its gross
income is passive or (2)  an average of at least  50% of its assets produce,  or
are  held for the production of,  passive income. Under certain circumstances, a
Fund will  be  subject  to federal  income  tax  on a  portion  of  any  "excess
distribution"  received on, or of any gain  from disposition of, stock of a PFIC
(collectively  "PFIC  income"),  plus  interest   thereon,  even  if  the   Fund
distributes  the  PFIC income  as a  taxable dividend  to its  shareholders. The
balance of the  PFIC income will  be included in  the Fund's investment  company
taxable  income and, accordingly, will not be  taxable to the Fund to the extent
that income is distributed to its shareholders.

If a  Fund invests  in a  PFIC and  elects to  treat the  PFIC as  a  "qualified
electing  fund"  ("QEF"),  then  in  lieu  of  the  foregoing  tax  and interest
obligation, the Fund will  be required to  include in income  each year its  pro
rata  share of  the QEF's  annual ordinary  earnings and  net capital  gain (the
excess of net long-term capital gain over net short-term capital loss) --  which
most likely would have to be distributed to satisfy the Distribution Requirement
and  to avoid imposition  of the Excise Tax  -- even if  those earnings and gain
were not received by the Fund. In most instances, it will be very difficult,  if
not impossible, to make this election because of certain requirements thereof.

The  "Tax Simplification and Technical Corrections  Bill of 1993," passed in May
1994 by the House of Representatives, would substantially modify the taxation of
U.S. shareholders of foreign corporations, including eliminating the  provisions
described  above dealing  with PFICs and  replacing them  (and other provisions)
with  a   regulatory  scheme   involving   entities  called   "passive   foreign
corporations."  Three similar bills were passed by Congress in 1991 and 1992 and
vetoed. It is  unclear at  this time  whether, and  in what  form, the  proposed
modifications may be enacted into law.

Pursuant  to proposed  regulations, open-end RICs,  such as the  Funds, would be
entitled  to  elect   to  "mark-to-market"   their  stock   in  certain   PFICs.
"Marking-to-market," in this context, means recognizing as gain for each taxable
year  the excess, as of the  end of that year, of  the fair market value of each
such  PFIC's  stock   over  the   adjusted  basis  in   that  stock   (including
mark-to-market gain for each prior year for which an election was in effect).

NON-U.S. SHAREHOLDERS
Dividends  paid by a  Fund to a shareholder  who, as to the  United States, is a
nonresident alien individual, nonresident alien fiduciary of a trust or  estate,
foreign  corporation  or  foreign partnership  ("foreign  shareholder")  will be
subject to  U.S. withholding  tax  (at a  rate of  30%  or lower  treaty  rate).
Withholding will not apply if a dividend paid by a Fund to a foreign shareholder
is  "effectively connected  with the  conduct of a  U.S. trade  or business," in
which case the  reporting and  withholding requirements  applicable to  domestic
shareholders  will apply. Distributions  of net capital gain  are not subject to
withholding, but in the case of a foreign shareholder who is a nonresident alien
individual, such distributions ordinarily will be subject to U.S. income tax  at
a  rate of 30% (or lower treaty rate) if the individual is physically present in
the United  States for  more  than 182  days during  the  taxable year  and  the
distributions  are attributable to  a fixed place of  business maintained by the
individual in the United States.

OPTIONS, FUTURES AND FOREIGN CURRENCY TRANSACTIONS
The use  of  hedging transactions,  such  as selling  (writing)  and  purchasing
options  and  Futures Contracts  and entering  into Forward  Contracts, involves
complex rules  that  will  determine,  for  federal  income  tax  purposes,  the
character  and timing of recognition of the  gains and losses a Fund realizes in
connection therewith.  Income  from  foreign currencies  (except  certain  gains
therefrom  that  may  be  excluded  by  future  regulations),  and  income  from
transactions in options, Futures  and Forward Contracts derived  by a Fund  with
respect  to its business of investing  in securities or foreign currencies, will
qualify as permissible income under the Income Requirement. However, income from
the disposition by a Fund  of options and Futures  (other than those on  foreign
currencies)  will be subject to the Short-Short  Limitation if they are held for
less than  three  months. Income  from  the disposition  by  a Fund  of  foreign
currencies,  and options, Futures  and Forward Contracts  on foreign currencies,
that are not directly related to  the Fund's principal business of investing  in
securities (or options and Futures with respect thereto) also will be subject to
the Short-Short Limitation if they are held for less than three months.

If  a Fund satisfies certain  requirements, any increase in  value of a position
that is part of  a "designated hedge"  will be offset by  any decrease in  value
(whether  realized or not) of the  offsetting hedging position during the period
of the hedge for

                  Statement of Additional Information Page 28
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
purposes of determining whether the  Fund satisfies the Short-Short  Limitation.
Thus,  only the net gain (if any) from  the designated hedge will be included in
gross income for purposes  of that limitation. Each  Fund intends that, when  it
engages  in hedging transactions, it will qualify for this treatment, but at the
present time it is not  clear whether this treatment  will be available for  all
those transactions. To the extent this treatment is not available, a Fund may be
forced to defer the closing out of certain options, Future, Forward Contracts or
foreign   currency  positions  beyond  the  time  when  it  otherwise  would  be
advantageous to do so, in order for the Fund to continue to qualify as a RIC.

Futures and  Forward Contracts  that are  subject to  section 1256  of the  Code
(other  than  those  that  are  part  of  a  "mixed  straddle")  ("Section  1256
Contracts") and that are held by a Fund at the end of its taxable year generally
will be  deemed  to have  been  sold at  market  value for  federal  income  tax
purposes.  Sixty percent  of any  net gain  or loss  recognized on  these deemed
sales, and 60% of any net realized gain or loss from any actual sales of Section
1256 Contracts,  will be  treated as  long-term capital  gain or  loss, and  the
balance  will be treated as short-term capital  gain or loss. Section 988 of the
Code also may apply to gains and losses from transactions in foreign currencies,
foreign-currency-denominated debt securities  and options,  Futures and  Forward
Contracts  on foreign  currencies. Each  section 988  gain or  loss generally is
computed separately  and treated  as ordinary  income or  loss. In  the case  of
overlap  between  sections  1256  and  988,  special  provisions  determine  the
character and timing of any income, gain or loss. Each Fund attempts to  monitor
section 988 transactions to minimize any adverse tax impact.

The foregoing is a general and abbreviated summary of certain federal income tax
considerations  affecting the Funds and  their shareholders. Investors are urged
to consult  their  own  tax  advisers for  more  detailed  information  and  for
information   regarding  any  foreign,  state  and  local  taxes  applicable  to
distributions received from a Fund.

                  Statement of Additional Information Page 29
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                             ADDITIONAL INFORMATION

- --------------------------------------------------------------------------------

BIL GT GROUP
Other subsidiaries of the BIL GT Group include the Bank in Liechtenstein AG,  an
international  financial  services institution  founded in  1920, with  over $17
billion  in  assets  under  administration  and  principal  offices  in   Vaduz,
Liechtenstein,  Bank  of  Liechtenstein  (Frankfurt)  GmbH,  and  Bilfinanz  und
Verwaltung AG located in Zurich, Switzerland. In total, BIL GT Group encompasses
over $43 billion in assets under management and administration.

CUSTODIAN
State Street  Bank and  Trust  Company ("State  Street"), 225  Franklin  Street,
Boston,  Massachusetts  02110, acts  as custodian  of  the Funds'  assets. State
Street is  authorized to  establish  and has  established separate  accounts  in
foreign currencies and to cause securities of the Company to be held in separate
accounts outside the United States in the custody of non-U.S. banks.

INDEPENDENT ACCOUNTANTS
The  Company's and  the Funds'  independent accountants  are Coopers  & Lybrand,
L.L.P., One Post Office Square, Boston, Massachusetts 02109. Coopers &  Lybrand,
L.L.P.,  conducts annual audits of the Funds,  assists in the preparation of the
Funds' federal and state  income tax returns and  consults with the Company  and
the Funds as to matters of accounting,
regulatory filings and federal and state income taxation.

The  audited financial statements  of the Company included  in this Statement of
Additional Information  have been  examined  by Coopers  & Lybrand,  L.L.P.,  as
stated  in their opinion appearing herein and are included in reliance upon such
opinion given  upon the  authority of  said firm  as experts  in accounting  and
auditing.

USE OF NAME
G.T.  Capital has granted the  Company the right to use  the "G.T." name and has
reserved the  right to  withdraw its  consent to  the use  of such  name by  the
Company and/or any of the Funds at any time, or to grant the use of such name to
any other company.

SHAREHOLDER LIABILITY
Under  certain  circumstances, shareholders  of a  Fund  may be  held personally
liable for  the obligations  of the  Fund. The  Company's Declaration  of  Trust
provides  that shareholders shall  not be subject to  any personal liability for
the acts  or  obligations of  a  Fund or  the  Company and  that  every  written
agreement,  obligation or  other undertaking  made or  issued by  a Fund  or the
Company shall  contain a  provision  to the  effect  that shareholders  are  not
personally   liable   thereunder.  The   Declaration   of  Trust   provides  for
indemnification out of  the Company's  assets under  certain circumstances,  and
further provides that the Company shall, upon request, assume the defense of any
act  or obligation  of a  Fund or  the Company  and that  the Fund  in which the
shareholder holds shares will indemnify the shareholder for all legal and  other
expenses  incurred  therewith. Thus,  the  risk of  any  shareholder's incurring
financial loss  beyond  his  or  her investment,  because  of  this  theoretical
shareholder  liability, is  limited to  circumstances in  which the  Fund or the
Company itself would be unable to meet its obligations.

                  Statement of Additional Information Page 30
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                               INVESTMENT RESULTS

- --------------------------------------------------------------------------------

A  Fund's "Standardized  Return", as referred  to in the  Prospectus (see "Other
Information --  Performance  Information"  in  the  Prospectus),  is  calculated
separately  for  Class A,  Class  B and  Advisor Class  shares  of each  Fund as
follows: Standardized Return ("T") is computed by using the value at the end  of
the  period ("EV") of a  hypothetical initial investment of  $1,000 ("P") over a
period of years  ("n") according  to the following  formula as  required by  the
Securities  and  Exchange  Commission:  P(1+T)  to the  (n)th  power  =  EV. The
following assumptions will be reflected in computations made in accordance  with
this  formula: (1) for Class  A shares deduction of  the maximum sales charge of
4.75% from the $1,000 initial investment;  (2) for Class B shares, deduction  of
the applicable contingent deferred sales charge imposed on a redemption of Class
B shares held for the period; (3) reinvestment of dividends and distributions at
net  asset value  on the reinvestment  date determined  by the Board;  and (4) a
complete redemption at the end of any period illustrated.

The Standardized  Returns  of the  Funds'  Class  A shares,  stated  as  average
annualized total returns, for the periods indicated were as follows:

  AMERICA FUND
    -- For the year ended December 31, 1994: 10.19%

    -- For the five years ended December 31, 1994: 11.68%

    -- For the period June 9, 1987 (commencement of operations)
     through December 31, 1994: 13.22%

  EUROPE FUND
    -- For the year ended December 31, 1994: -10.28%

    -- For the five years ended December 31, 1994: -1.89%

    -- For the period July 19, 1985 (commencement of operations)
     through December 31, 1994: 11.97%

  INTERNATIONAL FUND
    -- For the year ended December 31, 1994: -12.16%

    -- For the five years ended December 31, 1994: 1.50%

    -- For the period July 19, 1985 (commencement of operations)
     through December 31, 1994: 14.59%

  JAPAN FUND
    -- For the year ended December 31, 1994: 1.50%

    -- For the five years ended December 31, 1994: -5.93%

    -- For the period July 19, 1985 (commencement of operations)
     through December 31, 1994: 16.93%

  PACIFIC FUND
    -- For the year ended December 31, 1994: -23.54%

    -- For the five years ended December 31, 1994: 2.62%

    -- For the ten years ended December 31, 1994: 15.09%

    -- For the period January 19, 1977 (commencement of operations)
     through December 31, 1994: 13.47%

                  Statement of Additional Information Page 31
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

  WORLDWIDE FUND
    -- For the year ended December 31, 1994: -11.09%

    -- For the five years ended December 31, 1994: 4.26%

    -- For the period June 9, 1987 (commencement of operations)
     through December 31, 1994: 7.62%

The Standardized Returns of the Fund's Class A shares, stated as aggregate total
return,  for the periods from the commencement of each Fund's operations through
December 31, 1994, were as follows:

  AMERICA FUND
    -- From inception on June 9, 1987: 155.81%

  EUROPE FUND
    -- From inception on July 19, 1985: 191.29%

  INTERNATIONAL FUND
    -- From inception on July 19, 1985: 262.56%

  JAPAN FUND
    -- From inception on July 19, 1985: 338.91%

  PACIFIC FUND
    -- From inception on January 19, 1977: 866.98%

  WORLDWIDE FUND
    -- From inception on June 9, 1987: 74.30%

The Standardized Returns of the Fund's Class B shares, which were first  offered
on  April 1, 1993, stated  as average annualized total  returns, for the periods
indicated, were as follows:

  AMERICA FUND
    -- For the year ended December 31, 1994: 10.06%

    -- For the period April 1, 1993 through December 31, 1994: 15.94%

  EUROPE FUND
    -- For the year ended December 31, 1994: -11.00%

    -- For the period April 1, 1993 through December 31, 1994: 4.94%

  INTERNATIONAL FUND
    -- For the year ended December 31, 1994: -12.49%

    -- For the period April 1, 1993 through December 31, 1994: 6.21%

  JAPAN FUND
    -- For the year ended December 31, 1994: 0.81%

    -- For the period April 1, 1993 through December 31, 1994: 11.13%

  PACIFIC FUND
    -- For the year ended December 31, 1994: -24.09%

    -- For the period April 1, 1993 through December 31, 1994: 7.01%

  WORLDWIDE FUND
    -- For the year ended December 31, 1994: -11.73%

    -- For the period April 1, 1993 through December 31, 1994: 2.71%

The Standardized Returns for the Funds' Class B shares, which were first offered
on April 1, 1993, stated as aggregate total return, for the period April 1, 1993
through December 31, 1994, were as follows:

  AMERICA FUND
        -- For the period April 1, 1993 through December 31, 1994: 29.56%

  EUROPE FUND
        -- For the period April 1, 1993 through December 31, 1994: 8.81%

                  Statement of Additional Information Page 32
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

  INTERNATIONAL FUND
        -- For the period April 1, 1993 through December 31, 1994: 11.13%

  JAPAN FUND
        -- For the period April 1, 1993 through December 31, 1994: 20.28%

  PACIFIC FUND
        -- For the period April 1, 1993 through December 31, 1994: 12.60%

  WORLDWIDE FUND
        -- For the period April 1, 1993 through December 31, 1994: 4.79%

Performance of the Funds is historical and does not necessarily indicate  future
results. The Funds operated in prior periods under different investment policies
and  limitations including  different Primary  Investment Areas.  For example in
January, 1994  Japan was  eliminated from  the Primary  Investment Area  of  the
Pacific Fund. Such policies, limitations and Primary Investment Areas may change
in the future.

As  discussed  in the  Prospectus, each  Fund  may quote  Non-Standardized Total
Returns that  do  not reflect  the  effect of  sales  charges.  Non-Standardized
Returns  may  be  quoted  for  the same  or  different  time  periods  for which
Standardized Returns are  quoted. The  Non-Standardized Returns  for the  Funds'
Class A shares, quoted as average annual returns and as aggregate total returns,
for the periods from the commencement of each Fund's operations through December
31, 1994, were as follows:

<TABLE>
<CAPTION>
                                                                                        AVERAGE
                                                                                         ANNUAL    AGGREGATE
                                                                                         RETURN      RETURN
                                                                                       ----------  ----------
<S>                                                                                    <C>         <C>
America Fund -- from inception on June 9, 1987:                                           13.95 %    168.57 %
Europe Fund -- from inception on July 19, 1985:                                           12.55 %    205.81 %
International Fund -- from inception on July 19, 1985:                                    15.18 %    280.64 %
Japan Fund -- from inception on July 19, 1985:                                            17.63 %    360.79 %
New Pacific Fund -- from inception on January 19, 1977:                                   13.78 %    915.21 %
Worldwide Fund -- from inception on June 9, 1987:                                          8.31 %     82.99 %
</TABLE>

The  Non-Standardized Returns  for the Funds'  Class B shares,  which were first
offered on April 1, 1993, quoted  as average annual returns and aggregate  total
return,  for  the period  April  1, 1993,  through  December 31,  1994,  were as
follows:

<TABLE>
<CAPTION>
                                                                                      AVERAGE ANNUAL RETURN    AGGREGATE RETURN
                                                                                     -----------------------  -------------------
<S>                                                                                  <C>                      <C>
AMERICA FUND                                                                                   17.97%                 35.56%
EUROPE FUND                                                                                     7.13%                 12.81%
INTERNATIONAL FUND                                                                              8.38%                 15.13%
JAPAN FUND                                                                                     13.22%                 24.28%
PACIFIC FUND                                                                                    9.17%                 16.60%
WORLDWIDE FUND                                                                                  4.88%                  8.70%
</TABLE>

Standardized Returns  and Non-Standardized  Returns are  not presented  for  the
Advisor  Class shares  because no shares  of that class  were outstanding during
fiscal year ended December 31, 1994.

Each Fund's investment results will vary from time to time depending upon market
conditions, the composition of the Fund's portfolio and operating expenses of  a
Fund,  so that current  or past yield  or total return  should not be considered
representative of what an investment  in a Fund may  earn in any future  period.
These  factors  and  possible differences  in  the methods  used  in calculating
investment results  should  be considered  when  comparing a  Fund's  investment
results with those published for other investment companies and other investment
vehicles.  A  Fund's results  also should  be considered  relative to  the risks
associated with  such Fund's  investment  objective and  policies. A  Fund  will
include  performance  data  for  all  classes of  shares  of  that  Fund  in any
advertisement or information including performance data for the Fund.

In advertising and sales materials, G.T. Global may make reference to or discuss
its products, services and accomplishments. Among these accomplishments are that
in 1983  G.T. Global  provided assistance  to  the government  of Hong  Kong  in
linking  its currency to the  U.S. dollar, and that  in 1987 Japan's Ministry of
Finance licensed  G.T. Management  (Japan)  Ltd. as  one  of the  first  foreign
discretionary  investment managers for Japanese investors. Such accomplishments,
however, should not be viewed as an endorsement of G.T. Global by the government
of Hong Kong, Japan's Ministry of Finance or

                  Statement of Additional Information Page 33
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
any other government or  government agency. Nor do  any such accomplishments  of
G.T.  Global provide any assurance that the G.T. Global Mutual Funds' investment
objectives will be achieved.

IMPORTANT POINTS TO NOTE ABOUT THE FOLLOWING WORLD FINANCIAL AND ECONOMIC DATA

The following information is based on sources believed to be reliable, but which
may be subject to revision and which has not been independently verified by  the
Company  or G.T. Global. The authors and  publishers of such material are not to
be considered as "experts" under the Securities  Act of 1933, on account of  the
inclusion of such information herein.

A  portion of the performance  figures for each market  includes the positive or
negative effects of the currency exchange rates effective at December 31 of each
year between the U.S. dollar and  currency of the foreign market (e.g.  Japanese
Yen,  German  Deutschemark,  Hong Kong  Dollar).  A foreign  currency  which has
strengthened or weakened against the  U.S. dollar will positively or  negatively
affect the reported returns, as the case may be.

G.T.   Global  believes  that  this  information  may  be  useful  to  investors
considering whether and to  what extent to  diversify their investments  through
the purchase of mutual funds investing in securities on a global basis. However,
this data is not a representation of the past performance of any of these Funds,
nor  is it a prediction  of such performance. The  performance of the Funds will
differ from the  historical performance  of the indices  represented above.  The
performance  of indices  does not  take expenses  into account,  while each Fund
incurs expenses in its operations, which  will reduce performance. Each Fund  is
actively  managed,  I.E.,  G.T.  Capital,  as  each  Fund's  investment manager,
actively purchases  and  sells  securities in  seeking  each  Fund's  investment
objective.  Moreover, each Fund may invest a  portion of its assets in corporate
bonds, while the  below data  relates only to  government bonds.  Each of  these
factors will cause the performance of each Fund to differ from the indices shown
below.

Each  Fund and  G.T. Global  may from  time to  time compare  the Fund  with the
following:

        (1) The Salomon Brothers Non-U.S. Dollars Indices, which are measures of
    the total return  performance of  high quality  non-U.S. dollar  denominated
    securities in major sectors of the worldwide bond markets.

        (2) The Shearson Lehman Hutton Government/Corporate Bond Index, which is
    a  comprehensive  measure of  all public  obligations  of the  U.S. Treasury
    (excluding flower bonds  and foreign targeted  issues), all publicly  issued
    debt   of  agencies  of  the  U.S.  Government  (excluding  mortgage  backed
    securities), and all  public, fixed rate,  non-convertible investment  grade
    domestic  corporate debt  rated at least  Baa by  Moody's Investors Service,
    Inc. or  BBB by  Standard  and Poor's  Ratings Group,  or,  in the  case  of
    nonrated  bonds, BBB  by Fitch  Investors Service  (excluding Collateralized
    Mortgage Obligations).

        (3) The Consumer Price Index, which  is a measure of the average  change
    in  prices over time in  a fixed market basket  of goods and services (e.g.,
    food, clothing, shelter, fuels,  transportation fares, charges for  doctors'
    and dentists' services, prescription medicines, and other goods and services
    that  people buy for day-to-day living).  There is inflation risk which does
    not affect a  security's value  but its purchasing  power i.e.  the risk  of
    changing  price levels  in the economy  that affects security  prices or the
    price of goods and services.

        (4) Data  and  mutual fund  rankings  published or  prepared  by  Lipper
    Analytical  Data  Services,  Inc.  ("Lipper"),  CDA/Wiesenberger  Investment
    Company  Services  ("CDA/Wiesenberger"),  Morningstar,  Inc.  and/or   other
    companies  that  rank and/or  compare mutual  funds by  overall performance,
    investment objectives, assets, expense  levels, periods of existence  and/or
    other  factors. In this regard each Fund may be compared to the Fund's "peer
    group" as  defined by  Lipper,  CDA/Wiesenberger, Morningstar  and/or  other
    firms,  as applicable,  or to  specific funds or  groups of  funds within or
    without such peer group. Lipper generally ranks funds on the basis of  total
    return,  assuming  reinvestment of  distributions, but  does not  take sales
    charges or  redemption  fees into  consideration,  and is  prepared  without
    regard  to tax  consequences. In addition  to the mutual  fund rankings, the
    Fund's performance  may  be  compared to  mutual  fund  performance  indices
    prepared  by Lipper. Morningstar  is a mutual fund  rating service that also
    rates mutual funds  on the basis  of risk-adjusted performance.  Morningstar
    ratings are calculated from a fund's three, five and ten year average annual
    returns  with appropriate  fee adjustments and  a risk  factor that reflects
    fund performance  relative to  the three-month  U.S. Treasury  bill  monthly
    returns.  Ten percent  of the funds  in an investment  category receive five
    stars and 22.5% receive four stars.  The ratings are subject to change  each
    month.

        (5)  Bear  Stearns Foreign  Bond  Index, which  provides  simple average
    returns for individual countries and GNP-weighted index, beginning in  1975.
    The returns are broken down by local market and currency.

        (6)  Ibbottson  Associates International  Bond  Index, which  provides a
    detailed breakdown of local market and currency returns since 1960.

                  Statement of Additional Information Page 34
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

        (7) Standard & Poor's 500 Composite Stock Price Index which is a  widely
    recognized  index  composed of  the  capitalization-weighted average  of the
    price of 500 of the largest publicly traded stocks in the U.S.

        (8) Salomon Brothers Broad Investment Grade Index which is a widely used
    index composed of  U.S. domestic government,  corporate and  mortgage-backed
    fixed income securities.

        (9) Dow Jones Industrial Average.

       (10) CNBC/Financial News Composite Index.

       (11) Morgan Stanley Capital International World Indices, including, among
    others, the Morgan Stanley Capital International Europe, Australia, Far East
    Index  ("EAFE Index").  The EAFE  index is an  unmanaged index  of more than
    1,000 companies of Europe, Australia and the Far East.

       (12) Salomon Brothers  World Government Bond  Index and Salomon  Brothers
    World  Government Bond Index-Non-U.S. are each  a widely used index composed
    of world government bonds.

       (13) The World Bank Publication of Trends in Developing Countries (TIDE).
    TIDE provides brief reports on most  of the World Bank's borrowing  members.
    The  World Development Report is published  annually and looks at global and
    regional  economic  trends  and   their  implications  for  the   developing
    economies.

       (14)  Salomon  Brothers Global  Telecommunications  Index is  composed of
    telecommunications companies in the developing and emerging countries.

       (15) Datastream  and Worldscope  each is  an on-line  database  retrieval
    service  for  information  including,  but  not  limited  to,  international
    financial and economic data.

       (16)  International  Financial  Statistics,  which  is  produced  by  the
    International Monetary Fund.

       (17)  Various publications and annual reports, produced by the World Bank
    and its affiliates.

       (18) Various publications from the International Bank for  Reconstruction
    and Development.

       (19)  Various publications including, but not limited to ratings agencies
    such as  Moody's  Investors Service,  Fitch  Investors Service,  Standard  &
    Poor's Ratings Group.

       (20)  Wilshire Associates which is  an on-line database for international
    financial and economic data including  performance measure for a wide  range
    of securities.

       (21)  Bank Rate National Monitor Index, which is an average of the quoted
    rates for 100 leading banks and thrifts in ten U.S. cities.

       (22) International Finance Corporation  (IFC) Emerging Markets Data  Base
    which  provides detailed statistics on stock  and bond markets in developing
    countries.

       (23) Various publications from the Organization for Economic  Cooperation
    and Development (OECD).

       (24)  Average of  Savings Accounts,  which is a  measure of  all kinds of
    savings deposits,  including  longer-term  certificates  (based  on  figures
    supplied by the U.S. League of Savings Institutions). Savings accounts offer
    a  guaranteed rate  of return on  principal, but no  opportunity for capital
    growth. During  a portion  of the  period, the  maximum rates  paid on  some
    savings deposits were fixed by law.

Indices,  economic and  financial data prepared  by the  research departments of
such financial organizations as Salomon Brothers, Inc., Lehman Brothers, Merrill
Lynch, Pierce, Fenner & Smith, Inc., J. P. Morgan, Morgan Stanley, Smith  Barney
Shearson,  S.G.  Warburg, Jardine  Flemming,  Barings Securities,  The  Bank for
International  Settlements,  Asian  Development   Bank,  Bloomberg,  L.P.,   and
Ibbottson Associates may be used, as well as information reported by the Federal
Reserve  and the respective Central Banks  of various nations. In addition, G.T.
Global  may   use  performance   rankings,  ratings   and  commentary   reported
periodically  in national financial  publications, including but  not limited to
Money Magazine, Smart Money, Global Finance, EuroMoney, Financial World, Forbes,
Fortune, Business Week, Latin Finance, the Wall Street Journal, Emerging Markets
Weekly, Kiplinger's Guide  To Personal Finance,  Barron's, The Financial  Times,
USA  Today, The New York  Times, Far Eastern Economic  Review, The Economist and
Investors Business Digest.  Each Fund  may compare  its performance  to that  of
other  compilations or indices  of comparable quality to  those listed above and
other indices which may be developed and made available in the future.

                  Statement of Additional Information Page 35
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

From time  to time,  each  Fund and  G.T.  Global may  refer  to the  number  of
shareholders  in the Funds or  the aggregate number of  shareholders in all G.T.
Global Mutual Funds or the dollar amount of each Fund's assets under  management
in advertising materials.

G.T.  Global  believes  each Fund  is  an appropriate  investment  for long-term
investment goals including, but  not limited to  funding retirement, paying  for
education or purchasing a house. G.T. Global may provide information designed to
help individuals understand their investment goals and explore various financial
strategies.  For  example,  G.T.  Global  may  describe  general  principles  of
investing, such as  asset allocation, diversification  and risk tolerance.  Each
Fund  does not represent a complete  investment program and the investors should
consider each Fund  as appropriate  for a  portion of  their overall  investment
portfolio with regard to their long-term investment goals. There is no assurance
that any such information will lead to achieving these goals or guarantee future
results.

From  time to  time, G.T.  Global may refer  to or  advertise the  names of such
companies, or their products  although there can be  no assurance that any  G.T.
Global Mutual Fund may own the securities of these companies.

Ibbotson  Associates of Chicago, Illinois (Ibbotson) provides historical returns
of the capital  markets in  the United  States, including  common stocks,  small
capitalization  stocks, long-term corporate  bonds, intermediate-term government
bonds, long-term government bonds,  Treasury bills, the  U.S. rate of  inflation
(based on the CPI), and combinations of various capital markets. The performance
of these capital markets are based on the returns of different indices.

G.T.  Global Funds may use the performance  of these capital markets in order to
demonstrate  general   risk-versus-reward  investment   scenarios.   Performance
comparisons  may also include the  value of a hypothetical  investment in any of
these capital  markets. The  risks associated  with the  security types  in  any
capital  market  may or  may  not correspond  directly  to those  of  the funds.
Ibbotson calculates total returns in the same method as the funds. The funds may
also compare performance to  that of other compilations  or indices that may  be
developed and made available in the future.

Each  Fund may  quote various measures  of volatility  and benchmark correlation
such as beta, standard deviation and R(2) in advertising. In addition, each Fund
may compare these measures to those of other funds. Measures of volatility  seek
to  compare each  Fund's historical  share price  fluctuations or  total returns
compared to those of a benchmark. All measures of volatility and correlation are
calculated using averages of historical data.

Each Fund may advertise  examples of the effects  of periodic investment  plans,
including the principle of dollar cost averaging programs. In such a program, an
investor  invests a fixed dollar amount in a fund at periodic intervals, thereby
purchasing fewer shares  when prices are  high and more  shares when prices  are
low.  While such a strategy does not assure  a profit or guard against loss in a
declining market, the  investor's average cost  per share can  be lower than  if
fixed  numbers of shares are purchased at the same intervals. In evaluating such
a plan, investors should  consider their ability  to continue purchasing  shares
through periods of low price levels.

Each  Fund  may be  available  for purchase  through  retirement plans  or other
programs offering deferral of or exemption from income taxes, which may  produce
superior  after tax returns over time. For example, a $10,000 investment earning
a taxable return of 10% annually would have an after-tax value of $17,976  after
ten  years, assuming tax was deducted from the return each year at a 39.6% rate.
An equivalent tax-deferred investment would  have an after-tax value of  $19,626
after  ten years, assuming  tax was deducted  at a 39.6%  rate from the deferred
earnings at the end of the ten-year period.

Each Fund may describe in its sales material and advertisements how an  investor
may  invest in the G.T. Global Funds through various retirement plans that offer
deferral of income taxes on investment earnings and may also enable an  investor
to  make pre-tax  contributions. Because  of their  advantages, these retirement
plans may produce returns superior to comparable non-retirement investments. The
Funds may also discuss these plans, which include:

INDIVIDUAL RETIREMENT ACCOUNTS (IRAS): Any individual who receives earned income
from employment (including  self-employment) can  contribute up  to $2,000  each
year  to  an IRA  (or if  less, 100%  of  compensation). If  your spouse  is not
employed, a total of $2,250 may be contributed each year to IRAs set up for  you
and  your  spouse  (subject  to  the maximum  of  $2,000  to  either  IRA). Some
individuals may be able  to take an income  tax deduction for the  contribution.
Regular  contributions  may not  be  made for  the year  you  become 70  1/2, or
thereafter. Please consult your tax advisor for more information.

ROLLOVER IRAS: Individuals who  receive distributions from qualified  retirement
plans  (other than  required distributions) and  who wish to  keep their savings
growing  tax-deferred  can  rollover  (or  make  a  direct  transfer  of)  their
distribution  to a  Rollover IRA. These  accounts can also  receive rollovers or
transfers from an existing IRA. If  an "eligible roll-over distribution" from  a
qualified  employer-sponsored retirement plan is not  directly rolled over to an
IRA (or  certain  qualified plans),  withholding  at the  rate  of 20%  will  be
required   for   federal   income   tax   purposes.   A   distribution   from  a

                  Statement of Additional Information Page 36
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
qualified plan  that is  not an  "eligible rollover  distribution," including  a
distribution  that is one of a  series of substantially equal periodic payments,
generally is subject to regular wage  withholding or withholding at the rate  of
10% (depending on the type and amount of the distribution), unless you elect not
to  have  any  withholding  apply.  Please consult  your  tax  advisor  for more
information.

SEP-IRAS AND SALARY-REDUCTION SEP-IRAS: Simplified employee pension (SEP)  plans
and  salary-reduction SEPs  provide self-employed individuals  (and any eligible
employees) with benefits similar to Keogh-type  plans or 401(k) plans, but  with
fewer   administrative  requirements   and  therefore   potential  lower  annual
administration expenses.

403(B)(7) CUSTODIAL  ACCOUNTS:  Employees  of  public  schools  and  most  other
not-for-profit  organizations can make pre-tax salary reduction contributions to
these accounts.

PROFIT-SHARING (INCLUDING 401(K)) AND MONEY PURCHASE PENSION PLANS: Corporations
can sponsor these qualified  defined contribution plans  for their employees.  A
401(k)  plan, a type of profit-sharing  plan, additionally permits the eligible,
participating employees to  make pre-tax salary  reduction contributions to  the
plan (up to certain limitations).

G.T. Global may from time to time in its sales materials and advertising discuss
the  risks inherent in investing. The major  types of investment risk are market
risk, industry risk, credit  risk, interest rate risk  and inflation risk.  Risk
represents the possibility that you may lose some or all of your investment over
a  period  of time.  A basic  tenet of  investing is  the greater  the potential
reward, the greater the risk.

From time to time,  the Funds and G.T.  Global will quote information  including
but  not limited to  data regarding: individual  countries, regions, world stock
exchanges, and  economic and  demographic statistics  from sources  G.T.  Global
deems  reliable including but not limited to  the economic and financial data of
the referenced financial organizations such as:

 1) Stock market  capitalization:  Morgan Stanley  Capital  International  World
    Indices, International Finance Corporation and Datastream.

 2) Stock  market  trading volume:  Morgan  Stanley Capital  International World
    Indices, International Finance Corporation.

 3) The number  of listed  companies:  International Finance  Corporation,  G.T.
    Guide  to World  Equity Markets,  Salomon Brothers,  Inc., S.G.  Warburg and
    Barings Securities.

 4) Wage rates: U.S. Department of  Labor Statistics and Morgan Stanley  Capital
    International World Indices.

 5) International  industry  performance: Morgan  Stanley  Capital International
    World Indices, Wilshire Associates and Salomon Brothers, Inc.

 6) Stock  market  performance:  Morgan  Stanley  Capital  International   World
    Indices, International Finance Corporation and Datastream.

 7) The  Consumer Price Index and inflation rate: The World Bank, Datastream and
    International Finance Corporation.

 8) Gross Domestic Product (GDP): Datastream and The World Bank.

 9) GDP growth  rate:  International Finance  Corporation,  The World  Bank  and
    Datastream.

10) Population: The World Bank, Datastream and United Nations.

11) Average annual growth rate (%) of population: The World Bank, Datastream and
    United Nations.

12) Age  distribution within populations:  Organization for Economic Cooperation
    and Development and United Nations.

13) Total exports and  imports by year:  International Finance Corporation,  The
    World Bank and Datastream.

14) Top three companies by country or market: International Finance Corporation,
    G.T.  Guide to World Equity Markets, Salomon Brothers Inc., S.G. Warburg and
    Barings Securities.

15) Foreign direct  investments  to developing  countries:  The World  Bank  and
    Datastream.

16) Supply,  consumption,  demand  and  growth in  demand  of  certain products,
    services and industries, including, but  not limited to electricity,  water,
    transportation,   construction   materials,  natural   resources,  financial
    services, health care services and supplies, consumer products and  services
    and  telecommunications equipment and services  (sources of such information
    may include,  but  would not  be  limited to,  The  World Bank,  OECD,  IMF,
    Bloomberg and Datastream).

From  time  to time,  G.T. Global  may  include in  its advertisement  and sales
material, information about privatization which is an economic process involving
the sale of state-owned companies to the private sector.

                  Statement of Additional Information Page 37
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

In advertising and sales materials, G.T. Global may make reference to or discuss
its products, services and accomplishments. Among these accomplishments are that
in 1983  G.T. Global  provided assistance  to  the government  of Hong  Kong  in
linking  its currency to the  U.S. dollar, and that  in 1987 Japan's Ministry of
Finance licensed  G.T. Management  (Japan)  Ltd. as  one  of the  first  foreign
discretionary  investment managers for Japanese investors. Such accomplishments,
however, should not be viewed as an endorsement of G.T. Global by the government
of Hong Kong, Japan's Ministry of Finance or any other government or  government
agency.  Nor do  any such accomplishments  of G.T. Global  provide any assurance
that the G.T. Global Mutual Fund's investment objectives will be achieved.

THE G.T. ADVANTAGE
G.T. Capital has developed a unique team approach to its global money management
which we call the G.T. Advantage. G.T Capital's money management style  combines
the  best of the  "top-down" and "bottom-up"  investment manager strategies. The
top-down approach is implemented by G.T. Capital's Investment Policy  Committee,
which  sets broad guidelines for asset allocation and currency management, based
on G.T. Capital's own  macroeconomic forecasts and  research from our  worldwide
offices.  The bottom-up approach utilizes regional teams of individual portfolio
managers to implement the committee's  guidelines by selecting local  securities
that offer strong growth and income potential.

                  Statement of Additional Information Page 38
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

HISTORICAL WORLD BOND PERFORMANCE
The following chart shows the yield to maturity (including interest payments and
principal  repayment at par) of  10 year government bonds,  as priced by Salomon
Brothers, Inc. This data is  based on U.S. dollar values  on December 31 of  the
years  shown. The actual  total returns of  foreign bonds held  to maturity will
differ depending on exchange rates during a bond's life.

                                GOVERNMENT BONDS
                          YEAR-END YIELDS TO MATURITY
<TABLE>
<CAPTION>
                                                       U.S.       Canada       Germany       Japan       U.K.      Switz.
                                                     ---------  -----------  -----------  -----------  ---------  ---------
<S>                                                  <C>        <C>          <C>          <C>          <C>        <C>
1994...............................................       7.82        9.14         7.62         4.57        8.71       5.22
1993...............................................       6.35        6.61         5.54         3.18        6.39       4.06
1992...............................................       6.67        7.95         7.27         4.70        8.16       5.85
1991...............................................       6.70        8.26         7.92         5.51        9.80       6.30
1990...............................................       8.09       10.27         8.70         6.53       10.93       6.37
1989...............................................       7.90        9.63         7.27         5.57       10.58       5.67
1988...............................................       9.19       10.17         6.54         4.70       10.07       4.11
1987...............................................       8.86       10.09         6.56         4.90        9.65       3.74
1986...............................................       7.23        8.75         6.05         5.30       10.54       4.32
1985...............................................       9.01        9.65         6.28         6.18       10.96       4.46

<CAPTION>
                                                       Neth.      France      Austl.
                                                     ---------  -----------  ---------
<S>                                                  <C>        <C>          <C>
1994...............................................       7.75        8.27        9.99
1993...............................................       5.56        5.60        6.68
1992...............................................       7.29        8.09        8.95
1991...............................................       8.33        8.40        9.35
1990...............................................       8.98       10.00       12.04
1989...............................................       7.59        8.93       12.93
1988...............................................       6.46        8.43       12.85
1987...............................................       6.74        9.82       12.84
1986...............................................       6.25        8.87       13.27
1985...............................................       6.81       10.10       14.86
</TABLE>

The following charts show  total returns as  of December 31  for the years  1985
through 1994, on bonds issued by various governments. All returns are calculated
in  U.S. dollars  and include  reinvestment of gross  yields, and  do not assure
deduction of any withholding taxes. These  charts were prepared by G.T.  Capital
based  on  Salomon Brothers,  Inc. indexes  of  government bonds  with remaining
maturities of at least one year. The time periods shown were generally a  period
of  decreasing  interest rates  and increasing  market  prices for  Global fixed
income securities.

                                GOVERNMENT BONDS
                              ANNUAL TOTAL RETURNS

<TABLE>
<CAPTION>
                                            AUSTRALIA   BELGIUM   CANADA   FRANCE   GERMANY    ITALY     JAPAN      UK      USA
                                            ---------   -------   ------   ------   -------   -------   -------   ------   ------
<S>                                         <C>         <C>       <C>      <C>      <C>       <C>       <C>       <C>      <C>
1994......................................     6.88%    12.22%    -9.86%    4.37%    9.98%      4.57%     8.88%   -1.54%   -3.36%
1993......................................    15.66%     4.00%    12.01%   13.15%    6.70%     11.08%    27.58%   19.53%   10.69%
1992......................................    -0.26%     7.64%    -0.42%    4.27%    5.94%    -13.88%    10.84%   -4.12%    7.21%
1991......................................    23.49%    10.89%    21.59%   12.51%    9.75%     13.24%    22.46%   12.65%   15.30%
1990......................................    16.24%      n/a      7.69%   23.52%   16.36%      n/a       7.83%   30.88%    8.62%
1989......................................     5.62%      n/a     16.23%    9.14%    6.35%      n/a     -14.26%   -3.91%   14.40%
1988......................................    28.80%      n/a     19.41%    1.63%   -7.12%      n/a       3.04%    2.44%    7.07%
1987......................................    28.99%      n/a     10.00%   26.58%   29.38%      n/a      38.12%   46.61%    1.93%
1986......................................    16.64%      n/a     15.72%   34.09%   37.17%      n/a      40.09%   14.77%   15.73%
1985......................................   -12.06%      n/a     14.80%   50.51%   43.02%      n/a      36.85%   40.18%   20.94%
10 Year Average Annualized Returns from 12/85-12/94
                                              12.28%      N/A     10.32%   17.10%   14.81%      N/A      16.88%   14.47%    9.64%
<FN>
- --------------
Source:  Salomon Brothers, Inc. Countries  Identified As "N/A" Were Not Part  of
the Salomon Brothers World Government Bond Index During the Years Indicated.
</TABLE>

                  Statement of Additional Information Page 39
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

EQUITY MARKET DIVERSIFICATION
As indicated by the following table, a globally diversified equity portfolio for
the  ten year  period ended  December 31, 1994,  resulted in  greater return and
reduced  risk  (as  measured  by  price  volatility)  relative  to  a  portfolio
consisting  solely of  U.S. equities. The  following chart was  prepared by G.T.
Capital. It  uses the  Morgan  Stanley Capital  International  EAFE Index  as  a
"proxy"  for  the non-North  America  investment universe  ("Non-U.S.")  and the
Standard &  Poor's 500  Index  as a  "proxy" for  the  universe of  U.S.  stocks
("U.S.").  All dividends  and distributions were  assumed to  be reinvested. The
time period shown was generally a period of increasing market prices for  global
equity securities.

                         EQUITY MARKET DIVERSIFICATION
                        10 YEARS ENDED DECEMBER 31, 1994

<TABLE>
<CAPTION>
     PORTFOLIO          STANDARD       AVERAGE ANNUAL
 % NON-U.S./% U.S.    DEVIATION (%)   TOTAL RETURN (%)
- -------------------  ---------------  -----------------
<S>                  <C>              <C>
         100/0              19.35             17.89
         90/10              18.15             17.59
         80/20              17.06             17.27
         70/30              16.11             16.95
         60/40              15.32             16.61
         50/50              14.73             16.27
         40/60              14.35             15.92
         30/70              14.20             15.56
         20/80              14.29             15.19
         10/90              14.61             14.81
         0/100              15.16             14.42
<FN>
- --------------
Source:  Morgan Stanley Capital International (MSCI) Europe, Australia, Far East
(EAFE) Index vs. MSCI  U.S. Index, December 31,  1994. Prepared by G.T.  Capital
Management, Inc.
</TABLE>

Standard  deviation of returns is a statistical measure of the degree to which a
value tends to vary from its average annual mean. In general, greater risk  must
be  assumed to generate  greater returns. This  data will not  correspond to the
actual performance of any of the G.T. Global Mutual Funds. There is no guarantee
that stock market diversification will provide greater total return and/or  less
volitility than non-diversification during a particular time.

                  Statement of Additional Information Page 40
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

From  time to  time, each Fund  and G.T.  Global may quote  information on stock
market capitalization and total returns for,  but not limited to, the  following
Morgan Stanley Capital International stock market indices:

                      MORGAN STANLEY CAPITAL INTERNATIONAL
        INTERNATIONAL INDICES 12/31/94 (US$, GROSS DIVIDENDS REINVESTED)

<TABLE>
<CAPTION>
                                              MARKET              ANNUALIZED RETURNS (%)
                                          CAPITALIZATION   ------------------------------------
                                             (US$BN)       1 YEAR  3 YEARS   5 YEARS   10 YEARS
                                          --------------   ------  -------   -------   --------
<S>                                       <C>              <C>     <C>       <C>       <C>
International Indices
  THE WORLD.............................     7,592.9         5.58    7.42      4.24     15.51
  NORTH AMERICA.........................     2,918.2         1.73    6.07      8.52     13.94
  EAFE..................................     4,661.8         8.06    8.19      1.82     17.89
  EUROPE 14.............................     2,084.1         2.66    8.46      6.98     18.99
  NORDIC COUNTRIES......................       156.2        20.57   11.62      5.06     19.79
  PACIFIC...............................     2,577.6        13.03    7.93     -1.62     17.06
  FAR EAST..............................     2,436.8        13.45    7.78     -2.07     17.22
Free Indices
  THE WORLD FREE........................     7,602.4         5.57    7.43      4.27
  EAFE FREE.............................     4,671.3        -4.17    7.57      1.78
  EUROPE 14 FREE........................     2,080.5        -3.09    8.28      7.11
  EUROPE 14 FREE EX UK..................                    -0.57   10.02      6.44
  NORDIC COUNTRIES FREE.................       152.6         4.91   12.16      6.51
  PACIFIC FREE..........................     2,590.0        -5.04    7.06     -1.76
  PACIFIC FREE EX JAPAN.................                   -18.65   14.34     14.00
  FAR EAST FREE.........................                    -4.81    6.91     -2.18
Special Areas
  THE WORLD EX USA......................                     7.64    7.93      1.76     17.13
  EAFE + CANADA.........................                     7.65    7.89      1.76     17.29
  KOKUSAI (WORLD EX JAPAN)..............                     0.55    7.85      8.35     15.51
  EASEA (EAFE EX JAPAN).................                    -0.77    9.83      8.05     18.98
  PACIFIC EX JAPAN......................                   -13.99   18.42     15.31     18.80
  THE WORLD EX THE UK...................                     6.48    7.63      3.82     15.21
  EAFE EX THE UK........................                    10.22    8.74      0.70     17.97
  EUROPE 14 EX THE UK...................     1,351.6         5.27   10.22      6.08     19.87
  THE WORLD EX AUSTRALIA................                     5.57    7.39      4.19     15.51
National Indices
  AUSTRALIA.............................       122.8         6.48    9.48      8.37     15.98
  AUSTRIA...............................        17.5        -6.05    2.74      0.40     23.31
  BELGIUM...............................        48.5         9.43   10.92      7.23     24.90
  CANADA................................       168.1        -2.43    0.76      0.12      8.17
  DENMARK...............................        34.4         4.25    0.09      3.17     17.17
  FINLAND...............................        25.9        52.47   34.70      6.81
  FINLAND FREE..........................        25.9        52.47   33.65      7.77
  FRANCE................................       275.0        -4.70    6.20      4.23     20.83
  GERMANY...............................       290.1         5.11    8.95      5.09     18.73
  GREECE................................         7.6        -0.78   -0.81      8.05
  HONG KONG.............................       154.1       -28.90   26.79     27.18     26.50
  IRELAND...............................        12.1        14.50    8.71      3.71
  ITALY.................................        98.5        12.13    4.52     -1.54     17.14
  JAPAN.................................     2,121.1        21.62    6.36     -3.43     16.86
  MALAYSIA..............................       105.3       -19.94   25.57     13.86
  NETHERLANDS...........................       163.9        12.66   16.74     13.18     22.05
  NEW ZEALAND...........................        18.1        10.27   23.39      7.57
  NORWAY................................        18.5        24.07   11.39      3.49     16.03
  NORWAY FREE...........................        14.8        27.41   13.14      4.78
  PORTUGAL..............................         8.5        11.95    8.01     -3.48
  SINGAPORE.............................        56.3         6.68   23.95     16.02     16.50
  SINGAPORE FREE........................        69.5         5.81   24.23     18.65
</TABLE>

                  Statement of Additional Information Page 41
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

<TABLE>
<CAPTION>
                                              MARKET              ANNUALIZED RETURNS (%)
                                          CAPITALIZATION   ------------------------------------
                                             (US$BN)       1 YEAR  3 YEARS   5 YEARS   10 YEARS
                                          --------------   ------  -------   -------   --------

<S>                                       <C>              <C>     <C>       <C>       <C>
  SPAIN.................................        80.0        -3.93   -0.08      0.37     20.05
  SWEDEN................................        77.4        18.80   12.22      5.37     21.43
  SWEDEN FREE...........................        77.4        18.80   15.40      7.70
  SWITZERLAND...........................       210.0         4.18   21.77     14.81     21.32
  SWITZERLAND FREE......................       210.0         4.18   21.97     14.85
  UNITED KINGDOM........................       732.6        -1.63    5.65      8.58     17.73
  USA...................................     2,750.1         2.00    6.42      9.16     14.36
  EAFE (GDP WEIGHTED)...................                     8.21    9.65      3.97     19.91
EMERGING MARKETS
  EMG (EMERGING MARKETS GLOBAL).........       840.4        -1.07   20.41      9.52
  EMG FAR EAST..........................       469.4         1.05   21.99      2.43
  EMG LATIN AMERICA.....................       281.0        -3.69   19.73     32.62
  EMF (EMERGING MARKETS FREE)...........       594.2        -7.32   21.76     20.89
  EMF FAR EAST..........................       235.5       -13.97   26.90     13.12
  EMF LATIN AMERICA.....................       268.7         0.64   20.66     32.23
  INDIA.................................        55.2         9.93
  INDONESIA.............................        22.1       -25.92   14.98     -2.15
  KOREA.................................       121.5        23.67   18.17      0.26
  MALAYSIA..............................       105.3       -19.94   25.57     13.86
  PAKISTAN..............................         6.9        -7.09    0.00      0.00
  PHILIPPINES...........................        20.9         0.80   47.51     21.44
  PHILIPPINES FREE......................        13.2        -7.88   41.69     23.46
  SRI LANKA.............................         1.3        -3.03
  TAIWAN................................       129.0        20.78   19.40     -2.98
  THAILAND..............................        70.6        -9.03   35.86     17.47
  ARGENTINA.............................        24.2       -23.63   -9.39     28.67
  BRAZIL................................        94.8        65.73   46.49     26.87
  CHILE.................................        38.8        44.76   34.06     46.83
  COLOMBIA..............................         7.3        21.30
  MEXICO................................       108.4       -43.39    2.94     29.69
  MEXICO FREE...........................        96.7       -40.55    3.53     32.47
  PERU..................................         4.3        45.42
  VENEZUELA.............................         3.0       -34.14
  VENEZUELA FREE........................         2.4       -14.55
  GREECE................................         7.6        -0.78   -0.81      8.05
  ISRAEL................................        13.2
  ISRAEL - DOMESTIC.....................        10.9
  ISRAEL - NON DOMESTIC.................         2.3
  JORDAN................................         1.2        -8.70   15.66     10.60
  PORTUGAL..............................         8.5        11.95    8.01     -3.48
  TURKEY................................         9.3       -50.49   -4.23     -7.47
  COMBINED FAR EAST FREE................     2,580.2        12.07    8.44     -1.68
  COMBINED FAR EAST EX JAPAN............       679.8        -7.40   24.17      9.17
  COMBINED FAR EAST FREE EX JAPAN.......       459.2       -17.48   26.91     20.14
  EAFE + EMG............................     5,396.8         6.42    8.79      2.22
  EAFE + EMF............................     5,150.7         5.91    8.39      2.25
  ALL-COUNTRY WORLD INDEX...............     8,344.7         3.85    7.50      4.21
</TABLE>

The  Fund and G.T. Global may also quote information similar to that shown above
from other sources, but  not limited to,  the International Finance  Corporation
(IFC) S.G. Warburg, Salomon Brothers, Wilshire Associates, Inc. and Datastream.

Market  capitalization is not a  measure of investment performance. Accordingly,
the  above  market  capitalization  figures  are  not  intended  to   illustrate
investment  performance in any individual developing market. Although the period
from December  31,  1984  to  December  31,  1994  was  one  of  growing  market
capitalization  throughout the world, market  capitalization in certain emerging
markets encountered  periods of  volatility rather  than a  steadily  increasing
trend.

The investment objectives and policies of the G.T. Global Mutual Funds and their
portfolios  will  not  correspond to  the  composition and  performance  of MSCI
industry indices.

                  Statement of Additional Information Page 42
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

From time  to  time,  each  Fund  and  G.T.  Global  may  quote  information  on
sector/industry  stock market  capitalization and  total returns  for the Morgan
Stanley Capital International industry indices.

                      MORGAN STANLEY CAPITAL INTERNATIONAL
    INTERNATIONAL INDUSTRY INDICES DECEMBER 31, 1994 (US$ WITHOUT DIVIDENDS)

<TABLE>
<CAPTION>
                                                                                   ANNUALIZED RETURNS (%)
                                                    MARKET CAPITALIZATION   ------------------------------------
                                                          (US$ BN)          1 YEAR  3 YEARS   5 YEARS   10 YEARS
                                                    ---------------------   ------  -------   -------   --------
<S>                                                 <C>                     <C>     <C>       <C>       <C>
ENERGY
  Energy Sources..................................          447.6             5.40     4.05      2.35     10.72
  Utilities -- Electrical & Gas...................          412.8           -11.94    -0.05     -1.03      9.88
    Sector........................................          860.4
MATERIALS
  Building Materials & Components.................          107.9            -4.87     5.17     -1.34     13.68
  Chemicals.......................................          303.5            15.59     7.33      2.47     14.06
  Forest Products & Paper.........................          111.2             9.97     5.74      0.96     10.76
  Metals -- Non Ferrous...........................           92.1            12.77     9.54      1.49     10.42
  Metals -- Steel.................................          109.8            26.99     6.24     -7.78     13.56
  Misc. Materials & Commodities...................           73.1             9.52     6.97     -0.72     12.00
    Sector........................................          797.6
CAPITAL EQUIPMENT
  Aerospace & Military Technology.................           59.1             6.34     8.97      6.06      7.13
  Construction & Housing..........................          103.1             2.36    -5.42     -9.33     16.82
  Data Processing & Reproduction..................          107.0            22.96    -0.53     -3.43     -1.20
  Electrical & Electronics........................          264.9             3.77     7.35      2.80     11.80
  Electronic Components & Instruments.............          177.2            15.59     7.33      2.47     14.06
  Energy Equipment & Services.....................           20.7           -13.03    -3.86     -3.90      3.21
  Industrial Components...........................          126.7            16.11    14.02      2.49     12.22
  Machinery & Engineering.........................          177.8            18.97     9.29      0.32     14.45
    Sector........................................         1036.5
CONSUMER GOODS
  Appliances & Household Durables.................          136.5            18.11    10.40      0.39     11.20
  Automobiles.....................................          233.7            12.06    15.36      2.61     12.27
  Beverages & Tobacco.............................          260.5             4.93    -1.30      6.57     18.26
  Food & Household Products.......................          277.8             5.12     2.10      4.68     17.21
  Health & Personal Care..........................          517.4             9.54    -0.91      8.69     17.09
  Recreation, Other Consumer Goods................           93.5             9.20     4.78      1.49      9.86
  Textiles & Apparel..............................           30.9             5.21    -3.29     -5.32     11.12
    Sector........................................         1550.3
SERVICES
  Broadcasting & Publishing.......................          145.4             0.80    13.97      5.08     13.77
  Business & Public Services......................          267.2             9.71    10.04      5.61     13.82
  Leisure & Tourism...............................          114.3            -2.56    11.13      3.04     15.59
  Merchandising...................................          389.4            -2.54     2.66      5.45     15.15
  Telecommunications..............................          375.5            -5.99     5.72      3.36     11.47
  Transportation -- Airlines......................           50.1             4.61     0.86     -3.68     10.67
  Transportation -- Road & Rail...................          103.8            -0.70     3.59     -4.67     12.25
  Transportation -- Shipping......................           36.5             7.17     4.04     -4.12     15.00
  Wholesale & International Trade.................           66.0            35.10     9.31     -3.01     14.63
    Sector........................................         1546.2
FINANCE
  Banking.........................................         1008.9             0.71     4.63     -0.66     15.28
  Financial Services..............................          181.9             8.01     5.29     -2.93     13.77
  Insurance.......................................          282.9            -2.55     5.06      1.34     13.21
  Real Estate.....................................          110.6           -20.78     6.62      0.21     15.36
    Sector........................................         1584.3
MULTI INDUSTRY
  Multi-Industry..................................          237.6            -6.75     7.70      4.66     11.80
    Sector........................................          237.6
GOLD MINES
  Gold Mines......................................           37.8           -11.16    14.07      0.20      2.37
    Sector........................................           37.8
<FN>
- --------------
The Fund(s) and G.T. Global may also quote information from, but not limited to,
the International  Finance Corporation  (IFC), S.G.  Warburg, Salomon  Brothers,
World Scope, Bloomberg, Datastream and Wilshire Associates, Inc.
</TABLE>

The investment objectives and policies of the G.T. Global Mutual Funds and their
portfolios  will  not  correspond to  the  composition and  performance  of MSCI
indicies.

                  Statement of Additional Information Page 43
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

From time  to time,  each Fund  and G.T.  Global may  quote the  most  currently
available  data for GDP,  GDP Growth, Population Per  Capita GDP, Total Exports,
Total Imports  and  Inflation Rates  for,  but  not limited  to,  the  following
countries:

<TABLE>
<CAPTION>
                                             GDP (US$      GDP GROWTH   POPULATION   TOTAL EXPORTS    TOTAL IMPORTS    INFLATION
                                            MILLIONS)       RATE (%)    (MILLIONS)   (US$ MILLIONS)   (US$ MILLIONS)   RATE (%)
                                          --------------   ----------   ----------   --------------   --------------   --------
<S>                                       <C>              <C>          <C>          <C>              <C>              <C>
Hong Kong...............................       77,828          5.5           5.8         30,251          123,427            8.5
China...................................      506,075         13.1        1162.2         84,940           80,585           13.0
South Korea.............................      296,136          5.3          43.7         76,394           81,413            4.8
Taiwan..................................          n/a          5.7           n/a         88,337           70,071            2.9
Singapore...............................       46,025          9.8           2.8         63,386           72,067            2.4
Malaysia................................       57,568          7.4          18.6         40,705           38,361            3.6
Indonesia...............................      126,364          6.5         184.3         33,815           27,280            9.7
Thailand................................      110,337          7.8          58.0         32,473           40,466            3.3
Philippines.............................       52,462          1.8          64.3          9,790           15,465            7.6
India...................................      214,598          4.1         883.6         19,795           22,530            9.9
Pakistan................................       41,904          5.1         119.3          7,264            9,360            8.7
Australia...............................      294,760          3.0          17.5         38,045           42,140            1.1
New Zealand.............................       41,304          3.7           3.4          9,338            9,200            1.6
Japan...................................    3,670,979          0.1         124.5        339,492          230,975            1.3
Brazil..................................      360,405          5.0         153.9         35,956           23,115        2,103.3
Mexico..................................      329,011          0.4          85.0         27,166           47,877            9.8
Argentina...............................          n/a          6.0          33.1         12,235           14,864           10.6
Venezuela...............................       61,137         -1.0          20.2         13,997           12,222           38.7
Chile...................................       41,203          6.0          13.6          9,646            9,456           12.7
Portugal................................       79,547         -0.8           9.8         18,541           30,482            6.8
Turkey..................................       99,696          6.8          58.5         14,715           22,871           65.5
Poland..................................       83,823          4.0          38.4         13,324           15,309           35.3
Hungary.................................       35,218         -1.6          10.3         10,700           11,078           22.5
Greece..................................       67,278          n/a          10.3          9,842           23,407           14.0
United Kingdom..........................      903,126          1.9          57.8        190,481          221,658            3.4
France..................................    1,319,883         -0.7          57.4        231,452          238,299            2.1
Netherlands.............................      320,290          3.0          15.2        139,919          134,376            1.5
Spain...................................      574,844         -1.0          39.1         64,302           99,473            4.3
Italy...................................    1,222,962         -7.0          57.8        178,349          184,510            4.4
Switzerland.............................      241,406         -0.7           6.9         65,616           65,603            2.3
Sweden..................................      220,834         -1.7           8.7         55,933           49,849            2.9
Norway..................................      112,906          1.8           4.3         35,178           25,897            2.4
Finland.................................       93,869         -2.6           5.0         23,515           20,741            1.2
Denmark.................................      123,546          0.3           5.2         39,570           33,601            1.2
United States...........................    5,920,199          3.0         255.4        420,812          551,591            3.0
<FN>
- --------------
Sources: 1992 GDP, mid-1992 population, 1992 exports and 1992 imports, The World
Development  Report 1994. The  World Bank, June  1994; 1993 GDP  Growth Rate and
1993 Inflation  Rate,  World Economic  Outlook  -- October  1994,  International
Monetary Fund, October 1994.
</TABLE>

G.T. Global and each Fund may also quote information similar to that shown above
from  other  sources  such  as,  but  not  limited  to,  International Financial
Statistics, an IMF publication, and Trends in Developing Economies, a World Bank
publication.

                  Statement of Additional Information Page 44
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

From time to time, each  Fund and G.T. Global may  quote information on the  top
companies listed on an exchange or index for countries around the world such as,
but not limited to, those listed below.
<TABLE>
<CAPTION>
                    THREE LARGEST COMPANIES

<S>               <C>
MEXICO            Telmex
                  Banacci
                  Tlevisa

CHILE             Telefonos
                  Endesa
                  Enersis

ARGENTINA         YPF
                  Telefonica de Argentina
                  Telecom Arg. Stet-France Telecom.

BRAZIL            Telebras
                  Electrobras
                  Petrobras

JAPAN             Mitsubishi Bank
                  Industrial Bank of Japan
                  Toyota Motor

HONG KONG         HSBC Holdings plc
                  Hong Kong Telecommunications
                  Sun Hung Kai Properties

SOUTH KOREA       KEPCO
                  POSCO
                  Samsung Electronics

TAIWAN            Cathjay Life Insurance Co. Ltd.
                  Hua Nan Commercial Bank
                  First Commercial Bank

SINGAPORE         Singapore Telecom Ltd.
                  OCBC Bank Ltd.
                  Singapore Airlines Ltd.

MALAYSIA          TNB
                  Telekom
                  Resorts

THAILAND          Telecomasia
                  Bangkok Bank
                  Shinawatra

INDONESIA         Barito Pacific Timber
                  Astra Int'l Inc
                  H M Sampoerna

PHILIPPINES       San Miguel Corp. (A & B)
                  Philippine Long Distance Telephone Co.
                  Ayala Corp. (A & B)

AUSTRALIA         BHP
                  News Corporation
                  National Australia Bank

<CAPTION>
                    THREE LARGEST COMPANIES
<S>               <C>

NEW ZEALAND       Telecom Corporation of New Zealand Ltd.
                  Carter Holt Harvey Ltd.
                  Fletcher Challenge Ltd - Ordinary Division

UNITED KINGDOM    British Telecommunications
                  HSBC Holdings
                  Shell Transport & Trading Co. (The)

GERMANY           Allianz AG Holding N-AKT
                  Siemens AG
                  Deutsche Bank AG

FRANCE            Alcatel Alsthom
                  Elf Aquitaine
                  Eaux (Cie Gie des)

NETHERLANDS       Royal Dutch
                  Unilever Cert.
                  Internationale Nederlanden Groep

SPAIN             Endesa
                  Telefonica
                  Bayer AG

ITALY             Generali Assicurazioni
                  Sip
                  Stet

SWITZERLAND       Roche
                  Nestle
                  UBS

SWEDEN            Astra
                  Ericsson
                  ASEA

DENMARK           Novo Nordisk B
                  Den Danske Bank
                  Sophus Berendsen

NORWAY            Norsk Hydro
                  Hafslund Nycomed
                  Kvaerner

FINLAND           Nokia Corporation
                  Repola Ltd.
                  Kymmene Corporation

U.S. (NYSE)       Exxon Corp.
                  General Electric Co.
                  Coca Cola Co.

CANADA            General Motors
                  Mobil Corporation
                  Ford Motor Co.
<FN>
- ------------------
Source:   The  G.  T.  Guide  to   World  Equity  Markets  1994-1995.  Euromoney
Publications Plc, 1994.
</TABLE>

Further, from time  to time, G.T.  Global and each  Fund will quote  information
similar to that described above from sources other than G.T. Capital Management,
Inc.  such  as,  but  not  limited  to,  S.G.  Warburg,  Morgan  Stanley Capital
International, Wilshire Associates and  World Scope. There  can be no  assurance
that  any of the G.T. Global  Mutual Funds will own or  will continue to own the
securities of the companies listed above.

                  Statement of Additional Information Page 45
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

From time to  time, each Fund  and G.T. Global  may quote and  compare real  GDP
growth rates of emerging and established countries.

                 REAL GDP GROWTH RATES (ANNUAL PERCENT CHANGE)

<TABLE>
<CAPTION>
                                                                                         ESTABLISHED  EMERGING
                                                                                          COUNTRIES   COUNTRIES
                                                                                         -----------  ---------
<S>                                                                                      <C>          <C>
1993...................................................................................      1.2%        6.1%
1992...................................................................................      1.6%        5.9%
1991...................................................................................      0.6%        4.4%
1990...................................................................................      2.4%        3.7%
1989...................................................................................      3.3%        4.0%
1988...................................................................................      4.4%        5.3%
1987...................................................................................      3.2%        5.7%
1986...................................................................................      2.9%        5.0%
<FN>
- --------------
Source:  International Monetary  Fund, World  Economic Outlook  -- October 1994,
October 1994.
</TABLE>

                  Statement of Additional Information Page 46
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

WAGE RATES

From time to time the Fund and G.T. Global may quote data on wage rates for, but
not limited to, the following countries:

<TABLE>
<CAPTION>
                                                                                                         US$ PER
                                                                                                          HOUR
                                                                                                       -----------

<S>                                                                                                    <C>
Germany..............................................................................................   $   25.56

Switzerland..........................................................................................   $   22.66

Japan................................................................................................   $   19.20

Sweden...............................................................................................   $   17.91

U.S..................................................................................................   $   16.79

Canada...............................................................................................   $   16.36

France...............................................................................................   $   16.31

Italy................................................................................................   $   15.97

UK...................................................................................................   $   12.82

Australia............................................................................................   $   12.25

Spain................................................................................................   $   11.53

New Zealand..........................................................................................   $    8.01

Singapore............................................................................................   $    5.38

South Korea..........................................................................................   $    5.37

Taiwan...............................................................................................   $    5.23

Asian NIE's..........................................................................................   $    5.15

Portugal.............................................................................................   $    4.60

Hong Kong............................................................................................   $    4.31

Mexico...............................................................................................   $    2.65
<FN>
- --------------
Source: U.S.  Department of  Labor, Bureau  of Labor  Statistics,  International
Comparison of Hourly Compensation Costs for Production Workers in Manufacturing,
1993, Report 873, June 1994.
</TABLE>

G.T. Global and each Fund may also quote information similar to that shown above
from other sources such as, but not limited to, Morgan Stanley and S.G. Warburg.

                  Statement of Additional Information Page 47
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

From  time to time,  each Fund and G.T.  Global may quote  data for stock market
trading volume  and  number of  listed  companies for  various  countries,  from
information provided by the International Finance Corporation (IFC).

                 NUMBER OF LISTED COMPANIES AND TRADING VOLUME

<TABLE>
<CAPTION>
                                                                                      NUMBER OF       ANNUAL
                                                                                       LISTED     TRADING VOLUME
                                                                                      COMPANIES   (US$ MILLIONS)
                                                                                     -----------  ---------------
<S>                                                                                  <C>          <C>
Canada.............................................................................       1,124          142,222
U.S................................................................................       7,607        3,507,223
Argentina..........................................................................         180           10,339
Brazil.............................................................................         550           57,409
Chile..............................................................................         263            2,797
Colombia...........................................................................          89              732
Mexico.............................................................................         190           62,454
Venezuela..........................................................................          93            1,874
Korea..............................................................................         693          211,710
Philippines........................................................................         180            6,785
Taiwan.............................................................................         183           43,395
India..............................................................................       6,800           21,879
Indonesia..........................................................................         174            9,158
Malaysia...........................................................................         410          153,661
Pakistan...........................................................................         653            1,844
Hong Kong..........................................................................         450          131,550
Singapore..........................................................................         178           81,623
Japan..............................................................................       2,155          954,341
Australia..........................................................................       1,070           67,711
New Zealand........................................................................         136            6,785
Greece.............................................................................         143            2,713
Jordan.............................................................................         101            1,377
Nigeria............................................................................         174               10
Portugal...........................................................................         183            4,835
Turkey.............................................................................         152           23,242
UK.................................................................................       1,646          423,526
France.............................................................................         472          174,283
Germany............................................................................         426          302,985
<FN>
- --------------
Source:  Emerging Stock Markets Factbook 1994, International Finance Corporation
(IFC), June 1994.
</TABLE>

Further, from time to time, each Fund and G.T. Global may also quote information
similar to that described above from, but not limited to, other sources, such as
S.G. Warburg, Salomon Brothers, Inc. and Datastream.

                  Statement of Additional Information Page 48
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

IMPORTANT POINTS TO NOTE ABOUT THE ABOVE DATA RELATING TO WORLD EQUITY AND  BOND
MARKET PERFORMANCE AND EQUITY MARKET DIVERSIFICATION

The  information  contained above  relating  to foreign  market  performance and
diversification is based  on sources  believed to  be reliable,  but is  neither
all-inclusive  nor warranted as to accuracy by  the Company or G.T. Capital. The
authors and publishers of  such material are not  to be considered as  "experts"
under the Securities Act of 1933 on account of the inclusion of such information
herein.

A  portion of the performance  figures for each market  includes the positive or
negative effects of the currency exchange rates effective at December 31 of each
year between the U.S. dollar and  currency of the foreign market (e.g.  Japanese
Yen,  German  Deutschemark,  Hong Kong  Dollar).  A foreign  currency  which has
strengthened or weakened against the  U.S. dollar will positively or  negatively
affect the reported returns, as the case may be.

G.T.  Global  believes that  the above  information  relating to  foreign market
performance and diversification may be  useful to investors considering  whether
and to what extent to diversify their investments through the purchase of mutual
funds  investing in securities  on a global  basis. However, this  data is not a
representation of the past performance  of the Fund, nor  is it a prediction  of
such  performance. The performance  of the Fund will  differ from the historical
performance of the indices  represented above. The  performance of indices  does
not take expenses into account, while the Fund incurs expenses in its operations
which  will reduce performance. The Fund is actively managed, I.E. G.T. Capital,
as the Fund's  investment manager,  actively purchases and  sells securities  in
seeking the Fund's investment objective. Moreover, the Fund may invest a portion
of  its  assets  in  corporate  bonds, while  the  above  data  relates  only to
government bonds. Each of these factors  will cause the performance of the  Fund
to differ from the indices shown above.

- --------------------------------------------------------------------------------

                          DESCRIPTION OF DEBT RATINGS

- --------------------------------------------------------------------------------

COMMERCIAL PAPER RATINGS
Standard  & Poor's Ratings  Group ("S&P"). "A-1"  and "A-2" are  the two highest
commercial paper rating categories:

        A-1. This highest category indicates that the degree of safety regarding
    timely payment  is strong.  Issues determined  to possess  extremely  strong
    safety characteristics are denoted with a plus sign (+) designation.

        A-2.  Capacity for  timely payment  on issues  with this  designation is
    satisafactory. However, the relative degree of safety is not as high as  for
    issues designated A-1.

Moody's Investors Service, Inc. ("Moody's"). "Prime-1" and "Prime-2" are the two
highest commercial paper rating categories.

        Prime-1.  Issuers  (or  supporting institutions)  assigned  this highest
    rating have a superior ability for repayment of short-term debt obligations.
    Prime-1  repayment  ability  will  often  be  evidenced  by  the   following
    chargacgteristics:  leading market positions in well established industries;
    high  rates  of  return  on  funds  employed;  conservative   capitalization
    structure  with moderate reliance on debt  and ample asset protection; broad
    margins in earnings coverage  of fixed financial  charges and high  internal
    cash generation; well established access to a range of financial markets and
    assured sources of alternate liquidity.

        Prime-2.  Issuers (or supporting institutions) assigned this rating have
    a strong ability  for repayment  of short-term debt  obligations. This  will
    normally  be evidenced by mny  of the chargacteristics cited  above but to a
    lesser degree. Earnings  trends and  coverage ratios, while  sound, will  be
    more  subject  to  variation.  Capitalization  characteristics,  while still
    appropriate, may  be more  affect by  external conditions.  Ample  alternate
    liquidity is maintained.

DESCRIPTION OF BOND RATINGS
MOODY'S  rates the  long-term debt  securities issued  by various  entities from
"Aaa" to "C." Investment grade ratings are as follows:

        Aaa --  Best quality.  These  securities carry  the smallest  degree  of
    investment  risk  and are  generally referred  to  as "gilt  edge." Interest
    payments are protected by a large, or by an exceptionally stable margin  and
    principal is secure.

                  Statement of Additional Information Page 49
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS
    While  the various protective elements are likely to change, such changes as
    can be  visualized are  most  unlikely to  impair the  fundamentally  strong
    position of such issues.

        Aa  -- High quality by  all standards. Together with  the Aaa group they
    comprise what generally are known as high yield bonds. They are rated  lower
    than  the best bond because margins of protection  may not be as large as in
    Aaa securities,  fluctuation  of  protective  elements  may  be  of  greater
    amplitude,  or there may be other  elements present which make the long-term
    risks appear somewhat greater than for securities rated Aaa.

        A -- Upper medium grade obligations. These bonds possess many  favorable
    investment attributes. Factors giving security to principal and interest are
    considered   adequate,  but  elements   may  be  present   which  suggest  a
    susceptibility to impairment sometime in the future.

        Baa -- Medium grade obligations (i.e., they are neither highly protected
    nor  poorly  secured).  Interest  payments  and  principal  security  appear
    adequate  for the present but certain  protective elements may be lacking or
    may be characteristically  unreliable over  any great length  of time.  Such
    bonds  lack  outstanding  investment  characteristics  and,  in  fact,  have
    speculative characteristics as well.

S&P rates  the  long-term securities  debt  of various  entities  in  categories
ranging  from "AAA" to "D" according to quality. Investment grade ratings are as
follows:

        AAA -- Highest rating. Capacity to  pay interest and repay principal  is
    extremely strong.

        AA  --  High  grade. Very  strong  capacity  to pay  interest  and repay
    principal. Generally, these  bonds differ from  AAA issues only  in a  small
    degree.

        A  --  Have  a strong  capacity  to  pay interest  and  repay principal,
    although they are somewhat more susceptible to the adverse effects of change
    in  circumstances  and  economic  conditions,  than  debt  in  higher  rated
    categories.

        BBB  -- Regarded as  having adequate capacity to  pay interest and repay
    principal. These bonds normally exhibit adequate protection parameters,  but
    adverse  economic conditions  or changing  circumstances are  more likely to
    lead to a  weakened capacity to  pay interest and  repay principal than  for
    debt in higher rated categories.

Further,  both Moody's  and S&P provide  sovereign assessments  and implied debt
ratings to  sovereign  governments.  These assessments  and  ratings  are  broad
qualitative  statements about that government's capacity to meet its senior debt
obligations. These assessments  and ratings  are then translated  to the  letter
grade debt ratings described above.

- --------------------------------------------------------------------------------

                              FINANCIAL STATEMENTS

- --------------------------------------------------------------------------------
The  audited financial statements of each Fund  at December 31, 1994 and for the
year then ended appear on the following pages.

                  Statement of Additional Information Page 50
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

                                   REPORT OF
                            INDEPENDENT ACCOUNTANTS

- --------------------------------------------------------------------------------

ANNUAL REPORT

To the Shareholders and Board of Trustees of
G.T. Global Growth Series:

We have audited the accompanying statement of assets and liabilities of G.T.
Global Worldwide Growth Fund, one of the funds organized as a series of G.T.
Global Growth Series, including the schedule of portfolio of investments, as of
December 31, 1994 and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended and the financial highlights for each of the three years in
the period then ended. These financial statements and the financial highlights
are the responsibility of the Fund's management. Our responsibility is to
express an opinion on these financial statements and financial highlights based
on our audits. The financial highlights for each of the two years in the period
ended December 31, 1991 were audited by other auditors whose report dated
January 31, 1992 expressed an unqualified opinion on such financial highlights.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and the financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1994 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and the financial highlights referred
to above present fairly, in all material respects, the financial position of
G.T. Global Worldwide Growth Fund as of December 31, 1994, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended and the financial highlights for each of
the three years in the period then ended, in conformity with generally accepted
accounting principles.
                                                        COOPERS & LYBRAND L.L.P.

BOSTON, MASSACHUSETTS
FEBRUARY 10, 1995

                  Statement of Additional Information Page 51
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

                            PORTFOLIO OF INVESTMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments              Ctry         Shares         Value        Assets(a)
<S>                   <C>          <C>           <C>             <C>
- -----------------------------------------------------------------------------
Services (16.7%)
- -----------------------------------------------
Shimamura Co. Ltd.           JPN        100,000      $5,022,602         2.1
  RETAILERS-APPAREL
Tandy Corporation      US                66,700       3,343,338          1.4
  RETAILERS - OTHER
Pacific Telesis
 Group                 US               113,500       3,234,750          1.4
  TELEPHONE - REGIONAL/LOCAL
Viacom, Inc. (c)       US                75,100       3,050,938          1.3
  BROADCASTING & PUBLISHING
Granada Group PLC      UK               300,000       2,405,262          1.0
  BROADCASTING & PUBLISHING
Reuters Holdings PLC   UK               327,200       2,397,895          1.0
  BROADCASTING & PUBLISHING
Grupo Televisa, S.A.
 de C.V. GDR (b)       MEX               74,800       2,374,900          1.0
  BROADCASTING & PUBLISHING
Vodafone Group PLC     UK               645,000       2,141,246          0.9
  WIRELESS COMMUNICATIONS
Elsevier N.V.          NETH             200,000       2,085,974          0.9
  BROADCASTING & PUBLISHING
Compass Group PLC      UK               394,007       2,079,241          0.9
  RESTAURANTS
La Quinta Inns Inc.
 (c)                   US                96,663       2,066,161          0.9
  LEISURE & TOURISM
Manpower Inc.          US                68,700       1,932,188          0.8
  BUSINESS & PUBLIC SERVICES
British Sky
 Broadcasting PLC
 (c)                   UK               396,100       1,587,873          0.7
  CABLE TELEVISION
Penney (J.C.) Co.
 Inc.                  US                32,000       1,428,000          0.6
  RETAILERS - OTHER
EMAP PLC               UK               228,000       1,420,983          0.6
  BROADCASTING & PUBLISHING
MacIntosh N.V.         NETH              37,500         961,594          0.4
  RETAILERS - OTHER
Thai Airways
 International Ltd.
 (Foreign)             THAI             360,000         781,829          0.3
  TRANSPORTATION - AIRLINES
Sembawang Corp. Ltd.   SING              75,000         561,470          0.3
  TRANSPORTATION - SHIPPING

<CAPTION>
Equity                                               Market        % of Net
Investments              Ctry         Shares         Value        Assets(a)
<S>                   <C>          <C>           <C>             <C>
- -----------------------------------------------------------------------------
Foodland Associated
 Ltd.                       AUSL         75,000        $229,794         0.1
  RETAILERS - FOOD
Lojas Americanas
 S.A. (Preferred)           BRZL      7,480,000         221,040         0.1
  RETAILERS - OTHER
News Corp. Ltd.        AUSL                 294           1,152           --
  BROADCASTING & PUBLISHING
                                                 --------------
                                                     39,328,230
                                                 --------------
Finance (15.8%)
- -----------------------------------------------
Swiss Reinsurance
 Co. (Registered)
 (c)                   SWTZ               6,500       3,919,373          1.7
  INSURANCE - MULTI-LINE
Skandia Forsakrings
 AB Free               SWDN             210,000       3,633,218          1.6
  INSURANCE - MULTI-LINE
Lehman Brothers
 Holding, Inc.         US               235,100       3,467,725          1.5
  INVESTMENT MANAGEMENT
National Westminster
 Bank PLC              UK               390,000       3,132,947          1.3
  BANKS - MONEY CENTER
Barclays PLC           UK               315,000       3,013,858          1.3
  BANKS - MONEY CENTER
Thai Farmers Bank,
 Ltd. (Foreign)        THAI             341,000       2,772,026          1.2
  BANKS - MONEY CENTER
Banco Popular
 Espanol S.A.          SPN               22,000       2,617,256          1.1
  BANKS - MONEY CENTER
Citicorp               US                57,700       2,387,338          1.0
  BANKS - MONEY CENTER
Warburg (S.G.) Group
 PLC                   UK               215,000       2,329,784          1.0
  INVESTMENT MANAGEMENT
Land and House Co.
 Ltd. (Foreign)        THAI             110,000       1,963,738          0.8
  REAL ESTATE
Axa (Ex-Cie Du Midi)   FR                36,031       1,669,458          0.7
  INSURANCE - MULTI-LINE
Development Bank of
 Singapore Ltd.
 (Foreign)             SING             156,250       1,609,718          0.7
  BANKS - MONEY CENTER
Swedbank (d)           SWDN             160,000       1,234,365          0.5
  BANKS - MONEY CENTER
</TABLE>

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

                  Statement of Additional Information Page 52
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments              Ctry         Shares         Value        Assets(a)
- -----------------------------------------------------------------------------
<S>                   <C>          <C>           <C>             <C>
M & G Group PLC               UK         80,000      $1,223,927         0.5
  INVESTMENT MANAGEMENT
Provident Financial
 PLC                          UK        142,500       1,209,443         0.5
  INSURANCE - MULTI-LINE
Grupo Financiero
 Banamex Accival
 S.A. de C.V. Class
 "C"                   MEX              321,600         974,746          0.4
  BANKS - MONEY CENTER
                                                 --------------
                                                     37,158,920
                                                 --------------
Materials/Basic Industries (11.6%)
- -----------------------------------------------
Siam Cement Co. Ltd.
 (Foreign)             THAI              59,000       3,536,003          1.5
  CEMENT
British Steel PLC      UK             1,450,000       3,496,712          1.5
  METALS - STEEL
Compania Siderurgica
 Nacional S.A. (CSN)
 144A ADR (b)(e)       BRZL              55,500       1,890,447          0.8
  METALS - STEEL
Imperial Chemical
 Industries PLC        UK               160,000       1,875,352          0.8
  CHEMICALS
Tarmac PLC             UK               966,000       1,807,657          0.8
  BUILDING MATERIALS & COMPONENTS
Aluminum Company of
 America               US                20,600       1,784,475          0.8
  METALS - NON-FERROUS
St Laurent
 Paperboard Inc.       CAN              139,500       1,728,455          0.7
  FOREST PRODUCTS
Amcor Ltd.             AUSL             212,567       1,536,708          0.6
  PAPER/PACKAGING
Western Mining Corp.
 Holdings Ltd.         AUSL             260,632       1,512,199          0.6
  METALS - NON-FERROUS
Broken Hill
 Proprietary Co.
 Ltd.                  AUSL              81,516       1,238,042          0.5
  MISC. MATERIALS & COMMODITIES
Hercules Inc.          US                10,500       1,211,438          0.5
  CHEMICALS
Construcciones y
 Auxiliar de
 Ferrocarriles S.A.
 (CAF)                 SPN               21,500       1,160,395          0.5
  BUILDING MATERIALS & COMPONENTS
NOVA Corporation       CAN              124,200       1,151,394          0.5
  CHEMICALS
Ttolmex S.A. de C.V.
 Class "B"             MEX              132,900       1,150,887          0.5
  BUILDING MATERIALS & COMPONENTS
<CAPTION>
Equity                                               Market        % of Net
Investments              Ctry         Shares         Value        Assets(a)
<S>                   <C>          <C>           <C>             <C>
- -----------------------------------------------------------------------------
Cementos Mexicanos,
 S.A. de C.V. -
 Cemex "B"                   MEX        171,000        $918,464         0.4
  CEMENT
Stelco, Inc. Class
 "A" (c)                     CAN        158,000         915,460         0.4
  METALS - STEEL
Pasminco Ltd.          AUSL             286,400         399,876          0.2
  METALS - NON-FERROUS
Dofasco Inc.           CAN                  384           5,169           --
  METALS - STEEL
                                                 --------------
                                                     27,319,133
                                                 --------------
Capital Goods (10.5%)
- -----------------------------------------------
Fuji Machine
 Manufacturing Co.     JPN              183,000       6,029,533          2.6
  MACHINE TOOLS
Canon Inc.             JPN              300,000       5,092,918          2.2
  OFFICE EQUIPMENT
Toshiba Corp.          JPN              467,000       3,391,673          1.5
  ELECTRICAL PLANT/EQUIPMENT
Futaba Corp.           JPN               63,000       3,379,407          1.4
  ELECTRICAL PLANT/EQUIPMENT
Boeing Company         US                53,400       2,496,450          1.1
  AEROSPACE/DEFENSE
Nokia AB (Preferred)   FIN               16,100       2,375,103          1.0
  TELECOM EQUIPMENT
Weir Group PLC         UK               175,000         772,784          0.3
  MACHINERY & ENGINEERING
Empresas ICA
 Sociedad
 Controladora S.A.
 de C.V. ADR (b)       MEX               46,100         714,550          0.3
  CONSTRUCTION
E.R.G. Australia
 Ltd.                  AUSL             202,000         336,876          0.1
  ELECTRICAL PLANT/EQUIPMENT
                                                 --------------
                                                     24,589,294
                                                 --------------
Consumer Durables (8.6%)
- -----------------------------------------------
Volkswagen AG          GER               16,000       4,401,111          1.9
  AUTOMOBILES
Autobacs Seven         JPN               34,000       4,064,289          1.7
  AUTO PARTS
Bridgestone Corp.      JPN              250,000       3,917,629          1.7
  AUTO PARTS
Volvo AB Class "B"
 Free                  SWDN             130,150       2,453,247          1.0
  AUTOMOBILES
Samsung Electronics:   KOR                   --              --          0.9
  CONSUMER ELECTRONICS
  Preferred            --                14,434       1,091,155           --
  Common               --                 7,000       1,016,172           --
</TABLE>

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

                  Statement of Additional Information Page 53
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments              Ctry         Shares         Value        Assets(a)
- -----------------------------------------------------------------------------
<S>                   <C>          <C>           <C>             <C>
Hyundai Motor Co.
 Ltd. 144A GDR
 (b)(c)(e)                   KOR        109,300      $2,049,375         0.9
  AUTOMOBILES
Brasmotor S.A.
 (Preferred) (c)            BRZL      3,250,000       1,317,671         0.5
  APPLIANCES & HOUSEHOLD DURABLES
                                                 --------------
                                                     20,310,649
                                                 --------------
Multi-Industry/Miscellaneous (7.7%)
- -----------------------------------------------
Tomkins PLC            UK             1,000,000       3,421,547          1.5
  CONGLOMERATE
ITT Corp.              US                35,700       3,163,913          1.3
  CONGLOMERATE
Straits Steamship
 Land Ltd.             SING             900,000       3,090,659          1.3
  CONGLOMERATE
BTR PLC                UK               425,000       1,956,624          0.8
  CONGLOMERATE
Canadian Pacific
 Ltd.                  CAN              120,000       1,786,351          0.8
  MULTI-INDUSTRY
Wassall (J.W.) PLC     UK               391,250       1,739,978          0.7
  CONGLOMERATE
Grupo Carso S.A. de
 C.V. Class "A1" (c)   MEX              203,000       1,527,732          0.7
  CONGLOMERATE
Korea Equity Fund
 Inc. (b)              KOR              150,000       1,312,500          0.6
  COUNTRY FUNDS
                                                 --------------
                                                     17,999,304
                                                 --------------
Technology (7.6%)
- -----------------------------------------------
Kyocera Corp.          JPN               70,000       5,196,384          2.2
  SEMICONDUCTORS
International
 Business Machines
 Corp.                 US                69,400       5,100,900          2.2
  COMPUTERS & PERIPHERALS
Tokyo Electron Co.
 Ltd.                  JPN              160,000       4,982,421          2.1
  SEMICONDUCTORS
Japan Digital
 Laboratory            JPN               86,100       2,490,889          1.1
  COMPUTERS & PERIPHERALS
                                                 --------------
                                                     17,770,594
                                                 --------------
Telephone Networks (4.2%)
- -----------------------------------------------
Telecom Italia
 S.P.A.                ITLY           1,580,000       4,114,533          1.7
Telecomunicacoes
 Brasileiras S.A.:     BRZL                  --              --          0.9
  Preferred            --            43,200,000       1,935,319           --
  ADR (b)              --                 1,600          71,595           --
  Preferred - New      --             1,098,816          44,303           --
<CAPTION>
Equity                                               Market        % of Net
Investments              Ctry         Shares         Value        Assets(a)
<S>                   <C>          <C>           <C>             <C>
- -----------------------------------------------------------------------------

Telecom Corporation
 of New Zealand Ltd.          NZ        426,000      $1,391,087         0.6
Royal PTT Nederland
 N.V.                       NETH         38,500       1,297,828         0.6
Compania de
 Telefonos de Chile
 S.A. ADR (b)               CHLE         12,800       1,008,000         0.4
                                                 --------------
                                                      9,862,665
                                                 --------------
Consumer Non-Durables (3.6%)
- -----------------------------------------------
Reliance Industries
 Ltd. 144A GDR
 (b)(c)(e)                   IND        113,500       2,213,250         0.9
  TEXTILES & APPAREL
Zale Corp. (c)         US               174,900       2,098,800          0.9
  OTHER CONSUMER GOODS
Bic                    FR                16,000       2,010,675          0.9
  OTHER CONSUMER GOODS
Matthew Clark PLC      UK               227,200       1,892,740          0.8
  BEVERAGES - ALCOHOLIC
Chocolates             COL               17,535         185,667          0.1
  FOOD
                                                 --------------
                                                      8,401,132
                                                 --------------
Energy (3.1%)
- -----------------------------------------------
Yukong Ltd.            KOR               45,920       2,222,612          0.9
  OIL
Motor Columbus Ltd.    SWTZ               1,400       1,990,065          0.9
  ELECTRICAL & GAS UTILITIES
Korea Electric Power
 Corp. (c)             KOR               40,500       1,481,096          0.6
  ELECTRICAL & GAS UTILITIES
C.A. La Electricidad
 de Caracas            VENZ             672,171         960,809          0.4
  ELECTRICAL & GAS UTILITIES
Archer Resources
 Ltd. (c)              CAN               79,000         668,990          0.3
  GAS PRODUCTION & DISTRIBUTION
                                                 --------------
                                                      7,323,572
                                                 --------------
Health Care (2.7%)
- -----------------------------------------------
Takeda Chemical
 Industries Ltd.       JPN              300,000       3,646,409          1.5
  PHARMACEUTICALS
Humana Inc.            US                76,300       1,726,288          0.7
  HEALTH CARE SERVICES
Foundation Health
 Corp. (c)             US                35,000       1,085,000          0.5
  HEALTH CARE SERVICES
                                                 --------------
                                                      6,457,697
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Equity Investments
 (cost $198,691,851)...........................     216,521,190         92.1
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
</TABLE>

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

                  Statement of Additional Information Page 54
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND
<TABLE>
<CAPTION>
Fixed Income                        Principal        Market        % of Net
Investments            Currency       Amount         Value        Assets(a)
- -----------------------------------------------------------------------------
<S>                   <C>          <C>           <C>             <C>
Corporate Bonds (0.6%)
- -----------------------------------------------
Daewoo Corp. Conv.
 Bond, 0% due
 12/31/04              USD            1,900,000      $1,320,500          0.6
  KOREAN CORPORATE BOND
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Fixed Income Investments (cost
 $1,855,413)...................................       1,320,500          0.6
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
<CAPTION>
                                      No. of
Warrants (0.0%)          Ctry        Warrants
- --------------------  -----------  ------------
<S>                   <C>          <C>           <C>             <C>
Swiss Reinsurance Co.
 Class "B" expires
 6/30/95 (c)                  SWTZ          4,000          36,683           --
  INSURANCE - MULTI-LINE
BTR                             UK              1               1           --
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Total Warrants (cost $0)............................       36,684           --
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<CAPTION>

                                                         Market       % of Net
Short-Term Investments                                   Value       Assets(a)
<S>                   <C>          <C>           <C>             <C>
- -----------------------------------------------------------------------------
Repurchase Agreement (5.2%)
- -----------------------------------------------
Dated December 30, 1994 with State Street Bank
 and Trust Company, due January 3, 1995, for an
 effective yield of 5.25% collateralized by
 $12,220,000 United States Treasury Notes,
 6.25% due 8/31/96. (Market value $12,223,650
 including accrued interest) (cost
 $12,218,563)..................................
                                                    $12,218,563         5.2
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Investments
 (cost $212,765,827)*..........................     230,096,937        97.9
Other Assets and Liabilities...................       4,936,910         2.1
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Net Assets.....................................    $235,033,847       100.0
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
<FN>
- --------------------------------------------------------------------------------
(a)  Percentages indicated are based on net assets of $235,033,847.
(b)  U.S. currency denominated.
(c)  Non-income producing security.
(d)  The following is a restricted security bought from a private placement.
     This security is not registered under the Securities Act of 1933 and is
     subject to restriction from public resale:

                                                          Market Value
                      Acquisition                          Per Share
                         Date       Shares      Cost      at 12/31/94
                      -----------   -------  ----------  --------------
Swedbank............   03/14/94     160,000  $1,167,318      $    7.71
(e)    Security exempt from registration under Rule 144A of the Securities Act
       of 1933. These securities may be resold in transactions exempt from
       registration, normally to qualified institutional buyers.

Abbreviations:
ADR -- American Depository Receipt
GDR -- Global Depositary Receipt
*      For Federal income tax purposes, cost is $213,328,867 and appreciation
       (depreciation) of securities is as follows:

           Unrealized appreciation:         $ 31,669,666
           Unrealized depreciation:          (14,901,596)
                                            ------------
           Net unrealized appreciation:     $ 16,768,070
                                            ------------
                                            ------------
</TABLE>

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                 FORWARD FOREIGN CURRENCY CONTRACTS OUTSTANDING
                               DECEMBER 31, 1994

<TABLE>
<CAPTION>
                                                                               Market Value
                                                                                   (U.S.       Contract    Delivery    Unrealized
Contracts to Sell:                                                               Dollars)       Price        Date     Appreciation
- -----------------------------------------------------------------------------  -------------  ----------  ----------  -------------
<S>                                                                            <C>            <C>         <C>         <C>
Deutsche Marks...............................................................     4,394,468      1.49493   03-Feb-95   $   154,233
French Francs................................................................     5,057,790      5.12720   03-Feb-95       208,242
Japanese Yen.................................................................    12,329,935     97.70000   18-Jan-95       208,448
Japanese Yen.................................................................    13,623,057     96.16000   10-Feb-95       416,044
                                                                               -------------                          -------------
Total Contracts to Sell (Receivable amount $36,392,217)......................    35,405,250                                986,967
                                                                               -------------                          -------------
The value of Contracts to Sell as a Percentage of Net Assets is 15.1%.
    Total Open Forward Foreign Currency Contracts............................                                          $   986,967
                                                                                                                      -------------
                                                                                                                      -------------
</TABLE>

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

                  Statement of Additional Information Page 55
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

The Fund's Portfolio of Investments at December 31, 1994, was concentrated in
the following countries:

<TABLE>
<CAPTION>
                                               Percentage of Net Assets(a)
                               ------------------------------------------------------------
                                                                 Short Term &
Country                          Equity       Fixed Income           Other          Total
- -----------------------------  -----------  -----------------  -----------------  ---------
<S>                            <C>          <C>                <C>                <C>
Australia....................         2.1                                               2.1
Brazil.......................         2.3                                               2.3
Canada.......................         2.7                                               2.7
Chile........................         0.4                                               0.4
Columbia.....................         0.1                                               0.1
Finland......................         1.0                                               1.0
France.......................         1.6                                               1.6
Germany......................         1.9                                               1.9
India........................         0.9                                               0.9
Italy........................         1.7                                               1.7
Japan........................        20.1                                              20.1
Korea........................         3.9                                               3.9
Mexico.......................         3.3                                               3.3
Netherlands..................         1.9                                               1.9
New Zealand..................         0.6                                               0.6
Singapore....................         2.3                                               2.3
Spain........................         1.6                                               1.6
Sweden.......................         3.1                                               3.1
Switzerland..................         2.6                                               2.6
Thailand.....................         3.8                                               3.8
United Kingdom...............        16.9                                              16.9
United States................        16.9             0.6                7.3           24.8
Venezuela....................         0.4                                               0.4
                                                       --                 --
                                      ---                                         ---------
Total........................        92.1             0.6                7.3          100.0
                                                       --                 --
                                                       --                 --
                                      ---                                         ---------
                                      ---                                         ---------
<FN>
- ----------------
(a)  Percentages are based on net assets of $235,033,847.
</TABLE>

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

                  Statement of Additional Information Page 56
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

                              STATEMENT OF ASSETS
                                AND LIABILITIES

                               December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
Assets:
<S>                                                                                          <C>         <C>
  Investments in securities, at value (cost $212,765,827) (Note 1).....................................  $ 230,096,937
  U.S. currency............................................................................
                                                                                             $       87
  Foreign currency (cost $5,314,420).......................................................
                                                                                              5,279,928      5,280,015
                                                                                             ----------
  Receivable for Fund shares sold......................................................................      1,385,304
  Receivable for open forward foreign currency contracts, net (Note 1).................................        986,967
  Receivable for securities sold.......................................................................        647,911
  Dividends and dividend withholding tax reclaims receivable...........................................        401,306
  Receivable for closed forward foreign currency contracts (Note 1)....................................          3,132
  Cash held as collateral for securities loaned (Note 1)...............................................     11,466,000
                                                                                                         -------------
  Total assets.........................................................................................    250,267,572
                                                                                                         -------------
Liabilities:
  Payable for securities purchased.....................................................................      2,847,374
  Payable for Fund shares repurchased..................................................................        373,261
  Payable for investment management and administration fees (Note 2)...................................        196,390
  Payable for service and distribution expenses (Note 2)...............................................         99,374
  Payable for transfer agent fees (Note 2).............................................................         81,998
  Payable for printing and postage expenses............................................................         65,683
  Payable for custodian fees (Note 1)..................................................................         44,107
  Payable for professional fees........................................................................         31,302
  Payable for registration fees........................................................................          8,666
  Payable for Trustees' fees (Note 2)..................................................................          3,937
  Accrued expenses.....................................................................................         15,633
  Collateral for securities loaned (Note 1)............................................................     11,466,000
                                                                                                         -------------
  Total liabilities....................................................................................     15,233,725
                                                                                                         -------------
Net assets.............................................................................................  $ 235,033,847
                                                                                                         -------------
                                                                                                         -------------
Class A:
  Net asset value and redemption price per share
   ($182,466,689  DIVIDED BY 11,751,574 shares outstanding)............................................  $       15.53
                                                                                                         -------------
                                                                                                         -------------
  Maximum offering price per share
   (100/95.25 of $15.53)*..............................................................................  $       16.30
                                                                                                         -------------
                                                                                                         -------------
Class B:+
  Net asset value and offering price per share
   ($52,567,158  DIVIDED BY 3,425,932 shares outstanding)..............................................  $       15.34
                                                                                                         -------------
                                                                                                         -------------
Net assets consist of:
  Paid in capital (Note 4).............................................................................  $ 218,003,498
  Undistributed net investment income..................................................................        452,325
  Accumulated net realized loss on investments, options, and foreign currency transactions.............     (1,733,159)
  Net unrealized appreciation on translation of dividends and dividend withholding tax reclaims
   receivable, securities purchased and sold, foreign currency, and forward foreign currency                   980,073
   contracts...........................................................................................
  Net unrealized appreciation of investments...........................................................     17,331,110
                                                                                                         -------------
  Total -- representating net assets applicable to capital shares outstanding..........................  $ 235,033,847
                                                                                                         -------------
                                                                                                         -------------
<FN>
- ----------------
*    On sales of $50,000 or more, the offering price is reduced.
+    Redemption price per share is equal to the net asset value per share less
     any applicable contingent deferred sales charge.
</TABLE>

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

                  Statement of Additional Information Page 57
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

                            STATEMENT OF OPERATIONS

                      For the year ended December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                        <C>           <C>
Investment income: (Note 1)
  Dividends (net of foreign withholding tax of $482,261)...............................................  $  3,657,635
  Interest.............................................................................................       612,611
                                                                                                         ------------
  Total investment income..............................................................................  $  4,270,246
                                                                                                         ------------
Expenses:
  Investment management and administration fees (Note 2)...............................................     2,355,681
  Service and distribution expenses: (Note 2)
    Class A..............................................................................  $    693,569
    Class B..............................................................................       434,484     1,128,053
                                                                                           ------------
  Transfer agent fees (Note 2).........................................................................       636,075
  Custodian fees (Note 1)..............................................................................       366,605
  Professional fees....................................................................................        87,061
  Printing and postage expenses........................................................................        73,971
  Registration fees....................................................................................        50,381
  Trustees' fees and expenses (Note 2).................................................................        17,102
  Other................................................................................................        16,740
                                                                                                         ------------
  Total expenses before expense reductions.............................................................     4,731,669
    Expense reductions (Notes 1 & 5)...................................................................       (96,785)
                                                                                                         ------------
  Total net expenses...................................................................................     4,634,884
                                                                                                         ------------
Net investment loss....................................................................................      (364,638)
                                                                                                         ------------
Net realized and unrealized gain (loss) on investments and foreign currencies: (Note 1)
Net realized gain on investments.........................................................    13,342,673
Net realized loss on foreign currency transactions.......................................    (2,172,817)
                                                                                           ------------
Net realized gain during the period....................................................................    11,169,856
Net change in unrealized appreciation on translation of dividends and dividend
 withholding tax reclaims receivable, securities purchased and sold, foreign currency,
 and forward foreign currency contracts..................................................      (439,209)
Net change in unrealized appreciation of investments.....................................   (27,662,950)
                                                                                           ------------
Net unrealized depreciation during the year............................................................   (28,102,159)
                                                                                                         ------------
Net realized and unrealized loss on investments and foreign currencies.................................   (16,932,303)
                                                                                                         ------------
Net decrease in net assets resulting from operations...................................................  $(17,296,941)
                                                                                                         ------------
                                                                                                         ------------
</TABLE>

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

                  Statement of Additional Information Page 58
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

                      STATEMENTS OF CHANGES IN NET ASSETS

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 YEAR ENDED          YEAR ENDED
                                                                                             DECEMBER 31, 1994   DECEMBER 31, 1993
                                                                                             ------------------  ------------------
<S>                                                                                          <C>                 <C>
Increase in net assets
Operations:
  Net investment income (loss).............................................................
                                                                                               $     (364,638)     $    1,463,294
  Net realized gain on investments and foreign currency transactions.......................
                                                                                                   11,169,856          14,196,277
  Net change in unrealized appreciation (depreciation) on translation of dividends and
   dividend withholding tax reclaims receivable, securities purchased and sold, foreign
   currency, and forward foreign currency contracts........................................
                                                                                                     (439,209)          1,040,873
  Net change in unrealized appreciation (depreciation) of investments......................
                                                                                                  (27,662,950)         24,406,413
                                                                                             ------------------  ------------------
  Net increase (decrease) in net assets resulting from operations..........................
                                                                                                  (17,296,941)         41,106,857
                                                                                             ------------------  ------------------
Class A:+
Distributions to shareholders from: (Note 1)...............................................
                                                                                                           --                  --
  Net realized gain on investments.........................................................
                                                                                                   (8,774,504)        (10,096,182)
Class B:++
Distributions to shareholders from: (Note 1)...............................................
                                                                                                           --                  --
  Net realized gain on investments.........................................................
                                                                                                   (2,518,790)         (1,016,179)
Capital share transactions: (Note 4)
  Increase from capital shares sold and reinvested.........................................
                                                                                                  146,805,682         129,785,425
  Decrease from capital shares repurchased.................................................
                                                                                                  (97,769,940)        (86,501,439)
                                                                                             ------------------  ------------------
Net increase from capital share transactions...............................................
                                                                                                   49,035,742          43,283,986
                                                                                             ------------------  ------------------
Total increase in net assets...............................................................
                                                                                                   20,445,507          73,278,482
Net assets:
  Beginning of year........................................................................
                                                                                                  214,588,340         141,309,858
                                                                                             ------------------  ------------------
  End of year..............................................................................
                                                                                               $  235,033,847      $  214,588,340
                                                                                             ------------------
                                                                                             ------------------  ------------------
                                                                                                                 ------------------
<FN>
- ----------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
</TABLE>

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

                  Statement of Additional Information Page 59
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

                              FINANCIAL HIGHLIGHTS

- --------------------------------------------------------------------------------

Contained below is per share operating performance data for a share outstanding,
total investment return, ratios and supplemental data. This information has been
derived from information provided in the financial statements.
<TABLE>
<CAPTION>
                                                                              CLASS A+
                                                    ------------------------------------------------------------
<S>                                                 <C>         <C>          <C>          <C>          <C>
                                                                      YEAR ENDED DECEMBER 31,
                                                    ------------------------------------------------------------
                                                      1994        1993*         1992         1991        1990
                                                    ---------   ----------   ----------   ----------   ---------
Per Share Operating Performance:
Net asset value, beginning of period..............       $17.47      $14.47       $14.07       $11.83      $13.63
                                                    ---------   ----------   ----------   ----------   ---------
Net investment income (loss)......................        (0.00)        0.04        0.07         0.10        0.11
Net realized and unrealized gain (loss)
 on investments...................................        (1.16)        3.92        0.39         2.29       (1.82)
                                                    ---------   ----------   ----------   ----------   ---------
Net increase (decrease) in net asset value
 resulting from investment operations.............        (1.16)        3.96        0.46         2.39       (1.71)
                                                    ---------   ----------   ----------   ----------   ---------
Distributions:
  Net investment income...........................        (0.00)       (0.00)       (0.00)       (0.15)      (0.09)
  Net realized gain on investments................        (0.78)       (0.96)       (0.06)       (0.00)      (0.00)
                                                    ---------   ----------   ----------   ----------   ---------
    Total distributions...........................        (0.78)       (0.96)       (0.06)       (0.15)      (0.09)
                                                    ---------   ----------   ----------   ----------   ---------
Net asset value, end of period....................       $15.53      $17.47       $14.47       $14.07      $11.83
                                                    ---------   ----------   ----------   ----------   ---------
                                                    ---------   ----------   ----------   ----------   ---------
Total investment return (c).......................     (6.65)%      27.6%         3.3%        20.3%      (12.5)%
                                                    ---------   ----------   ----------   ----------   ---------

Ratios and supplemental data:
Net assets, end of period (in 000's)..............  $182,467    $193,997     $141,310     $126,868     $85,894
Ratio of net investment income (loss) to average
 net assets.......................................     (0.01)%       0.9%         0.5%         0.8%        0.7%
Ratio of expenses to average net assets...........      1.81%        1.9%         2.1%         2.0%        2.1%
Ratio of expenses to average net assets
 before expense reductions........................      1.84%         --%          --%          --%         --%
Portfolio turnover rate+++........................        86%         92%          95%         122%        107%

<CAPTION>
                                                           CLASS B++
                                                    -----------------------
<S>                                                 <C>        <C>
                                                                 APRIL 1,
                                                                   1993
                                                                    TO
                                                               DECEMBER 31,
                                                      1994        1993*
                                                    --------   ------------
Per Share Operating Performance:
Net asset value, beginning of period..............      $17.39    $15.67
                                                    --------   ------------
Net investment income (loss)......................       (0.11)     (0.04)
Net realized and unrealized gain (loss)
 on investments...................................       (1.16)      2.72
                                                    --------   ------------
Net increase (decrease) in net asset value
 resulting from investment operations.............       (1.27)      2.68
                                                    --------   ------------
Distributions:
  Net investment income...........................       (0.00)     (0.00)
  Net realized gain on investments................       (0.78)     (0.96)
                                                    --------   ------------
    Total distributions...........................       (0.78)     (0.96)
                                                    --------   ------------
Net asset value, end of period....................      $15.34    $17.39
                                                    --------   ------------
                                                    --------   ------------
Total investment return (c).......................    (7.32)%       17.3%(a)
                                                    --------   ------------
Ratios and supplemental data:
Net assets, end of period (in 000's)..............  $52,567      $20,592
Ratio of net investment income (loss) to average
 net assets.......................................    (0.66)%       (0.4)%(b)
Ratio of expenses to average net assets...........     2.46%         2.5%(b)
Ratio of expenses to average net assets
 before expense reductions........................     2.49%          --%
Portfolio turnover rate+++........................       86%          92%
<FN>
- ------------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
+++  Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
*    Calculated based upon weighted average shares outstanding during the
     period.
(a)  Not annualized.
(b)  Annualized.
(c)  Total investment return does not include sales charges.
</TABLE>

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

                  Statement of Additional Information Page 60
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

                                    NOTES TO
                              FINANCIAL STATEMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES
G.T. Global Worldwide Growth Fund ("Fund"), formerly G.T. Worldwide Growth Fund,
is a separate series of G.T. Global Growth Series ("Company"). The Company is
organized as a Massachusetts business trust and is registered under the
Investment Company Act of 1940, as amended ("1940 Act"), as a diversified,
open-end management investment company. The Company has six series of shares of
beneficial interest outstanding, each series corresponding to a distinct
portfolio of investments. The following is a summary of significant accounting
policies consistently followed by the Fund in the preparation of the financial
statements. The policies are in conformity with generally accepted accounting
principles.

(A)  PORTFOLIO VALUATION
The Fund calculates the net asset value of and completes orders to purchase,
exchange or repurchase Fund shares on each business day, with the exception of
those days on which the New York Stock Exchange is closed.

Equity securities are valued at the last sales price on the exchange on which
such securities are traded, or in the principal over-the-counter market in which
such securities are traded, as of the close of business on the day the
securities are being valued or, lacking any sales, at the last available bid
price. In cases where securities are traded on more than one exchange, the
securities are valued on the exchange determined by G.T. Capital Management,
Inc. ("G.T. Capital") to be the primary market.

Fixed income investments are valued at the mean of representative quoted bid and
ask prices for such investments or, if such prices are not available, at prices
for investments of comparative maturity, quality and type; however, when G.T.
Capital, the Fund's investment manager, deems it appropriate, prices obtained
for the day of valuation from a bond pricing service will be used. Short-term
investments with a maturity of 60 days or less are valued at amortized cost,
adjusted for foreign exchange translation and market fluctuations, if any.

Investments for which market quotations are not readily available (including
restricted securities which are subject to limitations on their sale) are valued
at fair value as determined in good faith by or under the direction of the
Fund's Board of Trustees.
Portfolio securities which are primarily traded on foreign exchanges are
generally valued at the preceding closing values of such securities on their
respective exchanges, and those values are then translated into U.S. dollars at
the current exchange rate, except that when an occurrence subsequent to the time
a value was so established is likely to have materially changed such value, then
the fair value of those securities will be determined by consideration of other
factors by or under the direction of the Company's Board of Trustees.

(B)  FOREIGN CURRENCY TRANSLATION
The accounting records of the Fund are maintained in U.S. dollars. The market
values of foreign securities, currency holdings, other assets and liabilities
are recorded in the books and records of the Fund after translation to U.S.
dollars based on the exchange rates on that day. The cost of each security is
determined using historical exchange rates. Income and withholding taxes are
translated at prevailing exchange rates when earned or incurred.

As of January 1, 1994, the Fund adopted Statement of Position 93-4: "Foreign
Currency Accounting and Financial Statement Presentation for Investment
Companies." As permitted under the SOP, the Fund does not isolate that portion
of the results of operations resulting from changes in foreign exchange rates on
investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and
unrealized gain or loss from investments.

Reported net realized foreign exchange gains and losses arise from sales and
maturities of forward foreign currency contracts, sales of foreign currencies,
currency gains or losses realized between the trade and settlement dates on
securities transactions, the difference between the amount of dividends,
interest, and foreign withholding taxes recorded on the Fund's books, and the
U.S. dollar equivalent of the amounts actually received or paid. Net unrealized
foreign exchange gains or losses arise from changes in the value of assets and
liabilities other than investments in securities at fiscal year end, resulting
from changes in exchange rates.

                  Statement of Additional Information Page 61
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

Certain 1993 amounts have been reclassified for consistency in financial
statement presentation.

(C)  REPURCHASE AGREEMENTS
With respect to repurchase agreements entered into by the Fund, it is the Fund's
policy to always receive, as collateral, U.S. government securities or other
high quality debt securities of which the value, including accrued interest, is
at least equal to the amount to be paid to the Fund under each agreement at its
maturity.

(D)  FORWARD FOREIGN CURRENCY CONTRACTS
A forward foreign currency contract ("Forward") is an agreement between two
parties to buy and sell a currency at a set price on a future date. The market
value of the Forward fluctuates with changes in currency exchange rates. The
Forward is marked-to-market daily and the change in market value is recorded by
the Fund as an unrealized gain or loss. When the Forward is closed, the Fund
records a realized gain or loss equal to the difference between the value at the
time it was opened and the value at the time it was closed. The Fund could be
exposed to risk if a counterparty is unable to meet the terms of a contract or
if the value of the currency changes unfavorably. The Fund may enter into
Forwards in connection with planned purchases or sales of securities or to hedge
the value of portfolio securities denominated in a foreign currency.

(E)  OPTION ACCOUNTING PRINCIPLES
When the Fund writes a call or put option, an amount equal to the premium
received is included in the Fund's "Statement of Assets and Liabilities" as an
asset and an equivalent liability. The amount of the liability is subsequently
marked-to-market to reflect the current market value of the option. The current
market value of an option listed on a traded exchange is valued at its last
settlement price, or in the case of an over-the-counter option is valued at the
bid price obtained from a broker. If an option expires on its stipulated
expiration date or if the Fund enters into a closing purchase transaction, a
gain or loss is realized without regard to any unrealized gain or loss on the
underlying security, and the liability related to such option is extinguished.
If a written call option is exercised, a gain or loss is realized from the sale
of the underlying security and the proceeds of the sale are increased by the
premium originally received. If a written put option is exercised, the cost of
the underlying security purchased would be decreased by the premium originally
received. The Fund can write options only on a covered basis, which for a call
requires that the Fund hold the underlying security, and for a put requires the
Fund to set aside cash, U.S. government securities or other liquid, high grade
debt securities in an amount not less than the exercise price or otherwise
provide adequate cover at all times while the put option is outstanding. The
Fund uses options in order to manage its exposure to currency levels and
interest rates.

The premium paid by the Fund for the purchase of a call or put option is
included in the Fund's "Statement of Assets and Liabilities" as an investment
and subsequently "marked-to-market" to reflect the current market value of the
option. If an option which the Fund has purchased expires on the stipulated
expiration date, the Fund realizes a loss in the amount of the cost of the
option. If the Fund enters into a closing sale transaction, the Fund realizes a
gain or loss, depending on whether proceeds from the closing sale transaction
are greater or less than the cost of the option. If the Fund exercises a call
option, the cost of the securities acquired by exercising the call is increased
by the premium paid to buy the call. If the Fund exercises a put option, it
realizes a gain or loss from the sale of the underlying security, and the
proceeds from such sale are decreased by the premium originally paid.

The risk associated with purchasing options is limited to the premium originally
paid. The risk in writing a call option is that the Fund may forego the
opportunity of profit if the market value of the underlying security or index
increases and the option is exercised. The risk in writing a put option is that
the Fund may incur a loss if the market value of the underlying security or
index decreases and the option is exercised. In addition, there is the risk the
Fund may not be able to enter into a closing transaction because of an illiquid
secondary market.

(F) FUTURES CONTRACTS
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract the
Fund is required to pledge to the broker an amount of cash or securities equal
to the minimum "initial margin" requirements of the exchange on which the
contract is traded. Pursuant to the contract, the Fund agrees to receive from or
pay to the broker an amount of cash equal to the daily fluctuation in the value
of the contract. Such receipts or payments are known as "variation margin" and
are recorded by the Fund as unrealized gains or losses. When the contract is
closed, the Fund records a realized gain or loss equal to the difference between
the value of the contract at the time it was opened and the value at the time it
was closed. The potential risk to the Fund is that the change in value of the
underlying securities may not correlate to the change in value of the contracts.

                  Statement of Additional Information Page 62
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

(G)  SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME
Security transactions are accounted for on the trade date (date the order to buy
or sell is executed). The cost of securities sold is determined on an identified
cost basis. Dividends are recorded on the ex-dividend date. Interest income is
recorded on the accrual basis. Where a high level of uncertainty exists as to
its collection, income is recorded net of all withholding tax with any rebate
recorded when received. The Fund may trade securities on other than normal
settlement terms. This may increase the risk of the other party to the
transaction fails to deliver and cause the Fund to subsequently invest at less
advantageous prices.

(H)  PORTFOLIO SECURITIES LOANED
At December 31, 1994, stocks with an aggregate value of approximately
$10,935,034 were on loan to brokers. The loans were secured by cash collateral
of $11,466,000, received by the Fund. Cash collateral is received by the Fund
against loaned securities in an amount at least equal to 105% of the market
value of the loaned securities at the inception of each loan. This collateral
must be maintained at not less than 103% of the market value of the loaned
securities during the period of the loan. For the year ended December 31, 1994,
the Fund received fees of $90,428 which were used to reduce custodian fees.

(I)  TAXES
It is the policy of the Fund to meet the requirements for qualification as a
"regulated investment company" under the Internal Revenue Code of 1986, as
amended ("Code"). It is also the intention of the Fund to make distributions
sufficient to avoid imposition of any excise tax under Section 4982 of the Code.
Therefore, no provision has been made for Federal taxes on income, capital
gains, or unrealized appreciation of securities held, or excise tax on income
and capital gains.

(J)  DISTRIBUTIONS TO SHAREHOLDERS
Distributions to shareholders are recorded by the Fund on the ex-date. Income
and capital gain distributions are determined in accordance with Federal income
tax regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments of income and gains
on various investment securities held by the Fund and timing differences.

(K)   FOREIGN SECURITIES
There are certain additional considerations and risks associated with investing
in foreign securities and currency transactions that are not inherent with
investments of domestic origin. The Fund's investment in emerging market
countries may involve greater risks than investments in more developed markets
and the price of such investments may be volatile. These risks of investing in
foreign markets may include foreign currency exchange rate fluctuations,
perceived credit risk, adverse political and economic developments and possible
adverse foreign government intervention.

(L)  RESTRICTED SECURITIES
The Fund is permitted to invest in privately placed restricted securities. These
securities may be resold in transactions exempt from registration or to the
public if the securities are registered. Disposal of these securities may
involve time-consuming negotiations and expense, and prompt sale at an
acceptable price may be difficult. At the end of the year, restricted securities
(excluding 144A issues) are shown at the end of the Portfolio of Investments.

2. RELATED PARTIES
G.T. Capital is the Fund's investment manager and administrator. The Fund pays
investment management and administration fees at the following annualized rates:
0.975% on the first $500 million of average daily net assets of the Fund; 0.95%
on the next $500 million; 0.925% on the next $500 million and 0.90% on amounts
thereafter. These fees are computed daily and paid monthly, and are subject to
reduction in any year to the extent that the Fund's expenses (exclusive of
brokerage commissions, taxes, interest, distribution-related expenses and
extraordinary expenses) exceed the most stringent limits prescribed by the laws
or regulations of any state in which the Fund's shares are offered for sale,
based on the average net asset value of the Fund.

G.T. Global Financial Services, Inc. ("G.T. Global"), an affiliate of G.T.
Capital, serves as the Fund's distributor. The Fund offers Class A shares and
Class B shares for purchase.

Class A shares are subject to initial sales charges imposed at the time of
purchase, in accordance with the schedule included in the Fund's current
prospectus. G.T. Global collects the sales charges imposed on sales of Class A
shares, and reallows a portion of such charges to dealers through which the
sales are made. For the year ended December 31, 1994, G.T. Global retained
$89,742 of such sales charges. G.T. Global also makes ongoing shareholder
servicing and trail commission payments to dealers whose clients hold Class A
shares.

Class B shares are not subject to initial sales charges. When Class B shares are
sold, G.T. Global from its own resources pays commissions to dealers through
which the sales are made. Certain redemptions of Class B shares made within six
years of purchase are subject to contingent deferred sales charges

                  Statement of Additional Information Page 63
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND
("CDSCs"), in accordance with the Fund's current prospectus. For the year ended
December 31, 1994, G.T. Global collected CDSCs in the amount of $92,285. In
addition, G.T. Global makes ongoing shareholder servicing and trail commission
payments to dealers whose clients hold Class B shares.

Pursuant to Rule 12b-1 under the 1940 Act, the Company's Board of Trustees has
adopted separate distribution plans with respect to the Fund's Class A shares
("Class A Plan") and Class B shares ("Class B Plan"), pursuant to which the Fund
reimburses G.T. Global for a portion of its shareholder servicing and
distribution expenses. Under the Class A Plan, the Fund may pay G.T. Global a
service fee at the annualized rate of up to 0.25% of the average daily net
assets of the Fund's Class A shares for its expenditures incurred in servicing
and maintaining shareholder accounts, and may pay G.T. Global a distribution fee
at the annualized rate of up to 0.35% of the average daily net assets of the
Fund's Class A shares, less any amounts paid by the Fund as the aforementioned
service fee, for its expenditures incurred in providing services as distributor.
All expenses for which G.T. Global is reimbursed under the Class A Plan will
have been incurred within one year of such reimbursement.

Pursuant to the Fund's Class B Plan, the Fund may pay G.T. Global a service fee
at the annualized rate of up to 0.25% of the average daily net assets of the
Fund's Class B shares for its expenditures incurred in servicing and maintaining
shareholder accounts, and may pay G.T. Global a distribution fee at the
annualized rate of up to 0.75% of the average daily net assets of the Fund's
Class B shares for its expenditures incurred in providing services as
distributor. Expenses incurred under the Class B Plan in excess of 1.00%
annually may be carried forward for reimbursement in subsequent years as long as
that Plan continues in effect.

G.T. Capital and G.T. Global have voluntarily undertaken to limit the Fund's
expenses (exclusive of brokerage commissions, taxes, interest and extraordinary
items) to the maximum annual level of 2.25% and 2.90% of the average daily net
assets of the Fund's Class A and Class B shares, respectively. If necessary,
this limitation will be effected by waivers by G.T. Capital of investment
management and administration fees, waivers by G.T. Global of payments under the
Class A Plan and/or Class B Plan and/or reimbursements by G.T. Capital or G.T.
Global of portions of the Fund's other operating expenses.

G.T. Global Investor Services, Inc. ("G.T. Services"), an affiliate of G.T.
Capital and G.T. Global, is the transfer agent of the Fund.

The Company pays each of its Trustees who is not an employee, officer or
director of G.T. Capital, G.T. Global or G.T. Services $5,000 per year plus $300
for each meeting of the board or any committee thereof attended by the Trustee.

3. PURCHASES AND SALES OF SECURITIES
For the year ended December 31, 1994, purchases and sales of investment
securities by the Fund, other than U.S. government obligations and short-term
investments, aggregated $211,178,375 and $189,494,060, respectively. There were
no purchases or sales of U.S. government obligations by the Fund during the
period.

                  Statement of Additional Information Page 64
<PAGE>
                       G.T. GLOBAL WORLDWIDE GROWTH FUND

4. CAPITAL SHARES
At December 31, 1994, there were an unlimited number of shares of beneficial
interest authorized, at no par value. Transactions in capital shares of the Fund
were as follows:

                           CAPITAL SHARE TRANSACTIONS
<TABLE>
<CAPTION>
                                                                                       YEAR ENDED                YEAR ENDED
                                                                                   DECEMBER 31, 1994          DECEMBER 31, 1993
                                                                                ------------------------  -------------------------
                                                                                  SHARES       AMOUNT       SHARES       AMOUNT
                                                                                ----------  ------------  ----------  -------------
<S>                                                                             <C>         <C>           <C>         <C>
CLASS A
Shares sold...................................................................   5,542,867  $ 94,463,212   6,116,435  $ 100,434,722
Shares issued in connection with reinvestment of distributions................     455,250     7,079,197     484,147      8,230,454
                                                                                ----------  ------------  ----------  -------------
                                                                                 5,998,117   101,542,409   6,600,582    108,665,176
Shares repurchased............................................................  (5,352,193)  (90,753,350) (5,261,665)   (85,672,226)
                                                                                ----------  ------------  ----------  -------------
Net increase..................................................................     645,924  $ 10,789,059   1,338,917  $  22,992,950
                                                                                ----------  ------------  ----------  -------------
                                                                                ----------  ------------  ----------  -------------

<CAPTION>

                                                                                                                APRIL 1, 1993
                                                                                       YEAR ENDED                    TO
                                                                                   DECEMBER 31, 1994          DECEMBER 31, 1993
                                                                                ------------------------  -------------------------
                                                                                  SHARES       AMOUNT       SHARES       AMOUNT
                                                                                ----------  ------------  ----------  -------------
<S>                                                                             <C>         <C>           <C>         <C>
CLASS B
Shares sold...................................................................   2,513,641  $ 43,054,428   1,178,965  $  20,214,438
Shares issued in connection with reinvestment of distributions................     143,692     2,208,845      53,535        905,811
                                                                                ----------  ------------  ----------  -------------
                                                                                 2,657,333    45,263,273   1,232,500     21,120,249
Shares repurchased............................................................    (415,621)   (7,016,590)    (48,280)      (829,213)
                                                                                ----------  ------------  ----------  -------------
Net increase..................................................................   2,241,712  $ 38,246,683   1,184,220  $  20,291,036
                                                                                ----------  ------------  ----------  -------------
                                                                                ----------  ------------  ----------  -------------
</TABLE>

5. EXPENSE REDUCTIONS
G.T. Capital has directed certain portfolio trades to brokers who paid a portion
of the Fund's expenses. For the year ended December 31, 1994, the Fund's
expenses were reduced by $6,357 under these arrangements.

- --------------

FEDERAL TAX INFORMATION (UNAUDITED):
Pursuant to Section 852 of the Internal Revenue Code, the Fund designates
$11,049,278 as capital gain dividends for the taxable year ended December 31,
1994.

Pursuant to Section 853 of the Internal Revenue Code, the Fund designates
$482,361 of foreign taxes paid and $3,313,419 of gross income earned from
foreign sources in the taxable year ended December 31, 1994.

                  Statement of Additional Information Page 65
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

                                   REPORT OF
                            INDEPENDENT ACCOUNTANTS

- --------------------------------------------------------------------------------

ANNUAL REPORT

To the Shareholders and Board of Trustees of
G.T. Global Growth Series:

We have audited the accompanying statement of assets and liabilities of G.T.
Global International Growth Fund, one of the funds organized as a series of G.T.
Global Growth Series, including the schedule of portfolio investments, as of
December 31, 1994 and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended and the financial highlights for each of the three years in
the period then ended. These financial statements and the financial highlights
are the responsibility of the Fund's management. Our responsibility is to
express an opinion on these financial statements and the financial highlights
based on our audits. The financial highlights for each of the two years in the
period ended December 31, 1991 were audited by other auditors whose report dated
January 31, 1992 expressed an unqualified opinion on such financial highlights.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and the financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1994 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and the financial highlights referred
to above present fairly, in all material respects, the financial position of
G.T. Global International Growth Fund as of December 31, 1994, the results of
its operations for the year then ended, the changes in its net assets for each
of the two years in the period then ended and the financial highlights for each
of the three years in the period then ended, in conformity with generally
accepted accounting principles.
                                                        COOPERS & LYBRAND L.L.P.

BOSTON, MASSACHUSETTS
FEBRUARY 10, 1995

                  Statement of Additional Information Page 66
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

                            PORTFOLIO OF INVESTMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments           Ctry          Shares           Value        Assets(a)
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------
Services (19.1%)
- -----------------------------------------------
DDI Corp.                 JPN             1,610     $13,908,589         2.8
  WIRELESS COMMUNICATIONS
Compass Group PLC   UK                1,715,650       9,053,775          1.8
  RESTAURANTS
Asatsu              JPN                 155,600       7,627,604          1.5
  BUSINESS & PUBLIC SERVICES
Elsevier N.V.       NETH                700,000       7,300,910          1.5
  BROADCASTING & PUBLISHING
Reuters Holdings
 PLC                UK                  835,000       6,119,324          1.2
  BROADCASTING & PUBLISHING
Telecom Italia
 S.P.A.             ITLY              2,198,000       5,723,888          1.1
  TELEPHONE NETWORKS
Philippine Long
 Distance
 Telephone
 Company ADR (b)    PHIL                100,400       5,534,550          1.1
  TELEPHONE - LONG DISTANCE
Grupo Televisa,
 S.A. de C.V. GDR
 (b)                MEX                 163,200       5,181,600          1.0
  BROADCASTING & PUBLISHING
Telecomunicacoes
 Brasileiras S.A.
 - Telebras:        BRZL                     --              --          0.9
  TELEPHONE NETWORKS
  (Preferred)       --               98,600,000       4,417,187           --
  (Preferred) New   --                3,045,682         122,799           --
  Sponsored ADR
   (b)              --                    2,600         116,025           --
Stet Societa
 Finanziaria
 Telefonica
 S.P.A.             ITLY              1,450,000       4,277,075          0.9
  TELEPHONE NETWORKS
Granada Group PLC   UK                  500,000       4,008,769          0.8
  LEISURE & TOURISM
EMAP PLC            UK                  640,000       3,988,725          0.8
  BROADCASTING & PUBLISHING
British Sky
 Broadcasting (c)   UK                  842,000       3,375,384          0.7
  CABLE TELEVISION

<CAPTION>
Equity                                               Market        % of Net
Investments           Ctry          Shares           Value        Assets(a)
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------
Thai Airways
 International
 Ltd.                    THAI         1,351,800      $2,935,768         0.6
  TRANSPORTATION - AIRLINES
Koninklijke PTT
 Nederland N.V.          NETH            83,000       2,797,914         0.6
  TELEPHONE NETWORKS
Compania de
 Telefonos de
 Chile S.A. ADR
 (b)                CHLE                 31,900       2,512,125          0.5
  TELEPHONE NETWORKS
Securitas
 AB-B (c)           SWDN                 91,700       2,469,269          0.5
  BUSINESS & PUBLIC SERVICES
News Corporation
 Ltd.               AUSL                577,318       2,269,638          0.5
  BROADCASTING & PUBLISHING
Telecom
 Corporation of
 New Zealand Ltd.   NZ                  352,000       1,149,443          0.2
  TELEPHONE NETWORKS
ASSA Abloy
 AB-B (c)           SWDN                 91,700         308,659          0.1
  BUSINESS & PUBLIC SERVICES
                                                 --------------
                                                     95,199,020
                                                 --------------
Finance (16.1%)
- -----------------------------------------------
United Overseas
 Bank Ltd.
 (Foreign)          SING              1,113,750      11,780,048          2.3
  BANKS-MONEY CENTER
Swiss Reinsurance
 Co. (Registered)
 (c)                SWTZ                 15,800       9,527,092          1.9
  INSURANCE - MULTI-LINE
Banco Popular
 Espanol S.A.       SPN                  51,783       6,160,425          1.2
  BANKS-MONEY CENTER
National
 Westminster Bank
 PLC                UK                  738,000       5,928,500          1.2
  BANKS-MONEY CENTER
Thai Farmers
 Bank, Ltd.
 (Foreign)          THAI                691,000       5,617,215          1.1
  BANKS-MONEY CENTER
</TABLE>

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

                  Statement of Additional Information Page 67
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments           Ctry          Shares           Value        Assets(a)
- -----------------------------------------------------------------------------
<S>                <C>          <C>              <C>             <C>
Skandia
 Forsakrings AB
 Free                    SWDN           324,000      $5,605,536         1.1
  INSURANCE - MULTI-LINE
Barclays PLC               UK           505,000       4,831,741         1.0
  BANKS-MONEY CENTER
Cardif S.A.         FR                   32,900       4,350,108          0.9
  INSURANCE - MULTI-LINE
S.G. Warburg
 Group PLC          UK                  400,000       4,334,482          0.9
  INVESTMENT MANAGEMENT
Provident
 Financial PLC      UK                  412,500       3,501,018          0.7
  INVESTMENT MANAGEMENT
Land and House
 Company Ltd.
 (Foreign)          THAI                185,000       3,302,650          0.7
  REAL ESTATE
Swedbank (Private
 Placement) (e)     SWDN                365,000       2,815,895          0.6
  BANKS-MONEY CENTER
M & G Group PLC     UK                  180,000       2,753,837          0.5
  INVESTMENT MANAGEMENT
National
 Australia Bank
 Ltd.               AUSL                291,393       2,337,111          0.5
  BANKS-MONEY CENTER
PT Bank
 International
 Indonesia
 (Foreign) (c)      INDO                700,000       2,230,314          0.4
  BANKS-MONEY CENTER
Grupo Financiero
 Banamex Accival,
 S.A. de C.V. "C"   MEX                 686,600       2,081,035          0.4
  BANKS-MONEY CENTER
CMIC Finance &
 Securities Co.
 (Local)            THAI                214,500       2,068,500          0.4
  SECURITIES BROKER
MDX Company Ltd.
 (Foreign)          THAI                230,000         779,040          0.2
  REAL ESTATE
Cetelem Group       FR                    4,055         725,260          0.1
  CONSUMER FINANCE
                                                 --------------
                                                     80,729,807
                                                 --------------
Retailers (11.5%)
- -----------------------------------------------
Autobacs Seven      JPN                 150,600      18,002,411          3.6
  RETAILERS-OTHER
Seven-Eleven
 Japan, Ltd. (c)    JPN                 187,000      15,046,409          3.0
  RETAILERS-OTHER
Aoyama Trading      JPN                 400,000       9,121,045          1.8
  RETAILERS-APPAREL
<CAPTION>
Equity                                               Market        % of Net
Investments           Ctry          Shares           Value        Assets(a)
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------
Great Universal
 Stores PLC                UK           965,000      $8,220,482         1.6
  RETAILERS-OTHER
Cortefiel SA              SPN           179,000       5,374,762         1.1
  RETAILERS-APPAREL
MacIntosh N.V.      NETH                 87,500       2,243,719          0.4
  RETAILERS-OTHER
                                                 --------------
                                                     58,008,828
                                                 --------------
Materials/Basic Industry (9.2%)
- -----------------------------------------------
Siam Cement Co.
 Ltd. (Foreign)     THAI                150,000       8,989,839          1.8
  CEMENT
Broken Hill
 Proprietary
 Company Ltd.       AUSL                404,034       6,136,353          1.2
  MISC. MATERIALS & COMMODITIES
Imperial Chemical
 Industries PLC     UK                  503,000       5,895,639          1.2
  CHEMICALS
British Steel PLC   UK                2,439,000       5,881,710          1.2
  METALS - STEEL
Compania
 Siderurgica
 Nacional - CSN
 ADR (b)(c)         BRZL                121,100       4,124,920          0.8
  METALS - STEEL
Tarmac PLC          UK                1,730,000       3,237,316          0.6
  BUILDING MATERIALS & COMPONENTS
PT Semen Gresik
 (Foreign)          INDO                600,000       2,812,927          0.6
  CEMENT
Ttolmex S.A. de
 C.V. Series B2     MEX                 266,600       2,308,701          0.5
  BUILDING MATERIALS & COMPONENTS
Construcciones y
 Auxiliar de
 Ferrocarriles
 S.A. (CAF)         SPN                  38,600       2,083,314          0.4
  BUILDING MATERIALS & COMPONENTS
Cementos
 Mexicanos, S.A.
 de C.V. - Cemex
 "B"                MEX                 373,000       2,003,433          0.4
  CEMENT
Amcor Ltd.          AUSL                236,282       1,708,151          0.3
  PAPER/PACKAGING
Pasminco Limited
 (c)                AUSL                595,500         831,446          0.2
  METALS - NON-FERROUS
Dofasco, Inc.       CAN                   1,150          15,479           --
  METALS - STEEL
                                                 --------------
                                                     46,029,228
                                                 --------------
</TABLE>

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

                  Statement of Additional Information Page 68
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments           Ctry          Shares           Value        Assets(a)
- -----------------------------------------------------------------------------
<S>                <C>          <C>              <C>             <C>
Consumer Durables (9.0%)
- -----------------------------------------------
Volkswagen AG             GER            38,000     $10,452,638         2.1
  AUTOMOBILES
Samsung
 Electronics Co.:   KOR                      --              --          1.6
  CONSUMER ELECTRONICS
  Preferred (c)     --                   32,803       2,479,780           --
  144A GDR
   (b)(c)(d)        --                   90,000       4,500,000           --
  Common            --                    8,000       1,161,339           --
  New GDR (b)(c)    --                    3,729         186,450           --
Volvo AB-B Free     SWDN                295,000       5,560,567          1.1
  AUTOMOBILES
Bayerische
 Motoren Werke
 (BMW) AG           GER                  10,900       5,391,231          1.1
  AUTOMOBILES
National House
 Industrial         JPN                 300,000       4,550,477          0.9
  HOUSING
TDK Corp.           JPN                  90,000       4,366,650          0.9
  CONSUMER ELECTRONICS
Arbonia Forster
 Holding (Bearer)
 (c)                SWTZ                  3,065       3,419,870          0.7
  APPLIANCES & HOUSEHOLD DURABLES
PT Astra
 International
 (Foreign)          INDO              1,200,000       2,294,037          0.5
  AUTOMOBILES
Futuris
 Corporation Ltd.   AUSL                856,524         737,466          0.1
  AUTO PARTS
                                                 --------------
                                                     45,100,505
                                                 --------------
Technology (8.8%)
- -----------------------------------------------
Hosiden
 Electronics        JPN                 740,000      15,907,584          3.2
  COMPUTERS & PERIPHERALS
Matsushita-
 Kotobuki
 Electronics
 Industries Ltd.    JPN                 390,000      10,185,836          2.0
  COMPUTERS & PERIPHERALS
Tokyo Electron
 Ltd.               JPN                 230,000       7,162,230          1.4
  SEMICONDUCTORS
Kyushu-Matsushita
 Electric
 Industrial         JPN                 250,000       6,127,574          1.2
  COMPUTERS & PERIPHERALS
Keyence
 Corporation        JPN                  30,000       3,405,324          0.7
  INSTRUMENTATION & TEST
Koei Co., Ltd.      JPN                  41,000       1,425,013          0.3
  SOFTWARE
                                                 --------------
                                                     44,213,561
                                                 --------------
<CAPTION>
Equity                                               Market        % of Net
Investments           Ctry          Shares           Value        Assets(a)
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------
Health Care (4.5%)
- -----------------------------------------------
Takeda Chemical
 Industries               JPN           750,000      $9,116,022         1.8
  PHARMACEUTICALS
Sankyo Co. Ltd.     JPN                 310,000       7,722,752          1.5
  PHARMACEUTICALS
Essilor
 International      FR                   42,000       5,781,440          1.2
  MEDICAL TECHNOLOGY & SUPPLIES
                                                 --------------
                                                     22,620,214
                                                 --------------
Conglomerate/Country Funds (3.8%)
- -----------------------------------------------
Tomkins PLC         UK                1,400,000       4,790,166          1.0
  CONGLOMERATE
Wassall PLC         UK                1,063,750       4,730,739          0.9
  CONGLOMERATE
BTR PLC             UK                  840,000       3,867,210          0.8
  CONGLOMERATE
Grupo Carso, S.A.
 de C.V. "A1" (c)   MEX                 451,000       3,394,124          0.7
  CONGLOMERATE
Korea Equity Fund
 (b)                KOR                 250,000       2,187,500          0.4
  COUNTRY FUNDS
                                                 --------------
                                                     18,969,739
                                                 --------------
Consumer Non-Durables (3.4%)
- -----------------------------------------------
Bic                 FR                   45,800       5,755,558          1.1
  OTHER CONSUMER GOODS
Matthew Clark PLC   UK                  635,200       5,291,676          1.1
  BEVERAGES - ALCOHOLIC
Reliance
 Industries Ltd.
 144A GDR
 (b)(c)(d)          IND                 244,400       4,765,800          0.9
  TEXTILES & APPAREL
Panamerican
 Beverages, Inc.
 "A" (b)            MEX                  55,000       1,739,375          0.3
  BEVERAGES - NON ALCOHOLIC
Chocolates          COL                  17,535         185,667          0.0
  FOOD
                                                 --------------
                                                     17,738,076
                                                 --------------
Capital Goods (3.4%)
- -----------------------------------------------
Daifuku             JPN                 373,000       6,294,726          1.3
  MACHINERY & ENGINEERING
Nokia AB
 (Preferred)        FIN                  38,400       5,664,842          1.1
  TELECOM EQUIPMENT
Weir Group PLC      UK                  525,000       2,318,353          0.5
  MACHINERY & ENGINEERING
</TABLE>

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

                  Statement of Additional Information Page 69
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments           Ctry          Shares           Value        Assets(a)
- -----------------------------------------------------------------------------
<S>                <C>          <C>              <C>             <C>
Empresas ICA
 Sociedad
 Controladora
 S.A. de C.V. ADR
 (b)                      MEX           102,400      $1,587,200         0.3
  CONSTRUCTION
E.R.G. Australia
 Limited (c)             AUSL           523,000         872,208         0.2
  ELECTRICAL PLANT/EQUIPMENT
                                                 --------------
                                                     16,737,329
                                                 --------------
Energy (2.4%)
- -----------------------------------------------
Yukong Ltd.         KOR                  95,790       4,636,411          0.9
  OIL
Korea Electric
 Power
 Corporation (c)    KOR                 110,100       4,026,387          0.8
  ELECTRICAL & GAS UTILITIES
C.A. La
 Electricidad de
 Caracas            VENZ              1,535,503       2,194,864          0.4
  ELECTRICAL & GAS UTILITIES
Oil Search Ltd.
 (c)                AUSL              2,302,000       1,660,611          0.3
  OIL
                                                 --------------
                                                     12,518,273
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Equity Investments (cost $424,634,115)...
                                                    457,864,580         91.2
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
<CAPTION>
Fixed Income                       Principal
Investments         Currency        Amount
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------
Corporate Bonds (1.2%)
- -----------------------------------------------
Daewoo
 Corporation,
 Conv. Bond, 0%
 due 12/31/04       KRW         $     5,005,000       3,478,475          0.7
  KOREAN CORPORATE BOND
Koei Co. Ltd.,
 Conv. Bond, 1.2%
 due 9/29/95        JPY             215,000,000       2,125,163          0.4
  JAPANESE CORPORATE BOND
<CAPTION>
Fixed Income                       Principal         Market        % of Net
Investments         Currency        Amount           Value        Assets(a)
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------

Siam Syntech
 Construction
 Co., Conv. Bond,
 4.5% due 2/25/02         THB           570,000        $367,650         0.1
  THAI CORPORATE BOND
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Corporate Bonds
 (cost $8,145,052).............................       5,971,288          1.2
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
<CAPTION>
Options (0.5%)        Ctry      No. of Options
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------
USD Call/ JPY Put
 Option, Strike
 100, expires
 10/9/95 (c)               US       140,000,000       2,758,000         0.5
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Options (cost $3,934,000)................       2,758,000         0.5
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
<CAPTION>
Warrants (0.0%)                 No. of Warrants
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------
Swiss Reinsurance
 Co. Wts "B"
 expires 6/30/95
 (c)                     SWTZ            10,000          91,708          --
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Warrants (cost $0).......................          91,708          --
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
<CAPTION>
Short-Term
Investments
<S>                <C>          <C>              <C>             <C>
- -----------------------------------------------------------------------------
Repurchase Agreement (3.4%)
- -----------------------------------------------
Dated December 30, 1994, with State Street Bank
 and Trust Company, due January 3, 1995, for an
 effective yield of 5.25% collateralized by
 $15,145,000 U.S. Treasury Bond, 8.875% due
 08/15/17. (Market value $17,067,808 including
 accrued interest.)
 (Cost $17,046,971)............................
                                                     17,046,971          3.4
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Investments
 (cost $453,760,138)*..........................     483,732,547         96.3
Other Assets and Liabilities...................      18,762,824          3.7
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Net Assets.....................................    $502,495,371        100.0
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
<FN>
- --------------------------------------------------------------------------------
(a)  Percentages indicated are based on net assets of $502,495,371.
(b)  U.S. currency-denominated.
(c)  Non-income producing security.
(d)  Security exempt from registration under Rule 144A of the Securities Act of
     1933. These securities may be resold in transactions exempt from
     registration, normally to qualified institutional buyers.
(e)  The following is a restricted security bought from a private placement.
     This security is not registered under the Securities Act of 1933 and is
     subject to restriction from public resale:
                                                          Market Value
                      Acquisition                          Per Share
                         Date       Shares      Cost      at 12/31/94
                      -----------   -------  ----------  --------------
Swedbank............    3/14/94     365,000   2,662,945      $ 7.71
Abbreviations:
ADR -- American Depository Receipt.
GDR -- Global Depository Receipt.
*      For Federal income tax purposes, cost is $455,431,526 and appreciation
       (depreciation) of the securities is as follows:
           Unrealized appreciation:     $ 68,698,843
           Unrealized depreciation:      (40,397,822)
                                        ------------
           Net unrealized
           appreciation:                $ 28,301,021
                                        ------------
                                        ------------
</TABLE>

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

                  Statement of Additional Information Page 70
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

The Fund's Portfolio of Investments at December 31, 1994 was concentrated in the
following countries:

<TABLE>
<CAPTION>
                                                  Percentage of Net Assets(a)
                              -------------------------------------------------------------------
                                              Fixed       Options &     Short-Term &
Country                         Equity       Income       Warrants          Other         Total
- ----------------------------  -----------  -----------  -------------  ---------------  ---------
<S>                           <C>          <C>          <C>            <C>              <C>
Australia...................          3.3                                                     3.3
Brazil......................          1.7                                                     1.7
Chile.......................          0.5                                                     0.5
Finland.....................          1.1                                                     1.1
France......................          3.3                                                     3.3
Germany.....................          3.2                                                     3.2
India.......................          0.9                                                     0.9
Indonesia...................          1.5                                                     1.5
Italy.......................          2.0                                                     2.0
Japan.......................         27.9         0.4                                        28.3
Korea.......................          3.7         0.7                                         4.4
Mexico......................          3.6                                                     3.6
Netherlands.................          2.5                                                     2.5
New Zealand.................          0.2                                                     0.2
Philippines.................          1.1                                                     1.1
Singapore...................          2.3                                                     2.3
Spain.......................          2.7                                                     2.7
Sweden......................          3.4                                                     3.4
Switzerland.................          2.6                                                     2.6
Thailand....................          4.8         0.1                                         4.9
U.K.........................         18.5                                                    18.5
U.S.........................                                    0.5             7.1           7.6
Venezuela...................          0.4                                                     0.4
                                                 --            --              --
                                    ---                                                 ---------
Total.......................         91.2         1.2           0.5             7.1         100.0
                                                 --            --              --
                                                 --            --              --
                                    ---                                                 ---------
                                    ---                                                 ---------
<FN>
- ----------------
(a)  Percentages indicated are based on net assets of $502,495,371.
</TABLE>

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                 FORWARD FOREIGN CURRENCY CONTRACTS OUTSTANDING
                               DECEMBER 31, 1994

<TABLE>
<CAPTION>
                                                                                                                      Unrealized
                                                                                 Market Value  Contract   Delivery   Appreciation
Contracts to Sell:                                                               (US Dollars)    Price      Date     (Depreciation)
- -------------------------------------------------------------------------------  ------------  ---------  ---------  -------------
<S>                                                                              <C>           <C>        <C>        <C>
Deutsche Marks.................................................................   15,509,888     1.49493   2/03/95    $   544,350
French Francs..................................................................   16,484,648     5.12720   2/03/95        678,715
                                                                                 ------------                        -------------
Total Contracts to Sell (Receivable amount $33,217,601)........................   31,994,536                            1,223,065
                                                                                 ------------                        -------------
The value of Contracts to Sell as a Percentage of Net Assets is 6.6%.

Contracts to Buy:
- -------------------------------------------------------------------------------
Deutsche Marks.................................................................    7,263,797     1.53030   2/03/95        (81,168)
French Francs..................................................................    8,289,156     5.26400   2/03/95       (116,999)
                                                                                 ------------                        -------------
Total Contracts to Buy (Payable amount $15,751,120)............................   15,552,953                             (198,167)
                                                                                 ------------                        -------------
The value of Contracts to Buy as a Percentage of Net Assets is 3.1%.
    Total Open Forward Foreign Currency Contracts, Net.........................                                       $ 1,024,898
                                                                                                                     -------------
                                                                                                                     -------------
</TABLE>

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                      WRITTEN OPTION CONTRACTS OUTSTANDING
                               DECEMBER 31, 1994
<TABLE>
<CAPTION>
                                                                                   Expiration
                                                                         Strike       Date        Shares      Currency
                                                                        ---------  ----------  -------------  ---------
<S>                                                                     <C>        <C>         <C>            <C>
JPY Call/USD Put (Cost 3,934,000).....................................      92.92    10/09/95    140,000,000     USD

<CAPTION>

                                                                        Market Value
                                                                        ------------
<S>                                                                     <C>
JPY Call/USD Put (Cost 3,934,000).....................................   $3,094,000
<FN>
- ----------------
See Notes 1 and 6 of the financial statements.
</TABLE>

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

                  Statement of Additional Information Page 71
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

                              STATEMENT OF ASSETS
                                AND LIABILITIES

                               December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
Assets:
<S>                                                                                        <C>          <C>
  Investments in securities, at value (cost $453,760,138) (Note 1)....................................  $ 483,732,547
  Cash...................................................................................
                                                                                           $        73
  Foreign currency (cost $14,201,617)....................................................
                                                                                            13,914,154     13,914,227
                                                                                           -----------
  Receivable for securities sold......................................................................      9,434,937
  Receivable for Fund shares sold.....................................................................      3,943,955
  Receivable for forward foreign currency contracts -- open (Note 1)..................................      1,024,898
  Dividends and dividend withholding tax reclaims receivable..........................................      1,176,733
  Receivable for forward foreign currency contracts -- closed (Note 1)................................         11,554
  Interest receivable.................................................................................         11,034
  Cash held as collateral for securities loaned (Note 1)..............................................     37,772,286
                                                                                                        -------------
  Total assets........................................................................................    551,022,171
                                                                                                        -------------
Liabilities:
  Payable for securities purchased....................................................................      5,783,415
  Payable for written options (premium received $3,934,000)...........................................      3,094,000
  Payable for Fund shares repurchased.................................................................        832,247
  Payable for investment management and administration fees (Note 2)..................................        418,240
  Payable for service and distribution expenses (Note 2)..............................................        188,736
  Payable for transfer agent fees (Note 2)............................................................        148,251
  Payable for printing and postage expenses...........................................................        136,969
  Payable for registration fees.......................................................................         51,936
  Payable for professional fees.......................................................................         30,012
  Payable for custodian fees (Note 1).................................................................         20,493
  Payable for Trustees' fees and expenses.............................................................         20,176
  Accrued expenses....................................................................................         30,039
  Collateral for securities loaned (Note 1)...........................................................     37,772,286
                                                                                                        -------------
  Total liabilities...................................................................................     48,526,800
                                                                                                        -------------
Net assets............................................................................................  $ 502,495,371
                                                                                                        -------------
                                                                                                        -------------
Class A:
Net asset value and redemption price per share
 ($430,701,260  DIVIDED BY 46,950,099 shares outstanding).............................................  $        9.17
                                                                                                        -------------
                                                                                                        -------------
Maximum offering price per share
 (100/95.25 of $9.17)*................................................................................  $        9.63
                                                                                                        -------------
                                                                                                        -------------
Class B:+
Net asset value and offering price per share
 ($71,794,111  DIVIDED BY 7,918,790 shares outstanding)...............................................  $        9.07
                                                                                                        -------------
                                                                                                        -------------
Net assets consist of:
  Paid in capital (Note 4)............................................................................  $ 464,470,873
  Accumulated net realized gain on investments, options and foreign currency transactions.............      6,396,142
  Net unrealized appreciation on translation of dividends and dividend withholding tax reclaims
   receivable, interest receivable, securities purchased and sold, foreign currency, and forward              815,947
   foreign currency contracts.........................................................................
  Net unrealized appreciation of investments and options..............................................     30,812,409
                                                                                                        -------------
  Total -- representing net assets applicable to capital shares outstanding...........................  $ 502,495,371
                                                                                                        -------------
                                                                                                        -------------
<FN>
- ----------------
*    On sales of $50,000 or more, the offering price is reduced.
+    Redemption price per share is equal to the net asset value per share less
     any applicable contingent deferred sales charge.
</TABLE>

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

                  Statement of Additional Information Page 72
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

                            STATEMENT OF OPERATIONS

                      For the year ended December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                      <C>            <C>
Investment income: (Note 1)
  Dividends (net of foreign withholding tax of $1,735,771)............................................  $   8,354,195
  Interest............................................................................................        726,265
                                                                                                        -------------
  Total investment income.............................................................................      9,080,460
                                                                                                        -------------
Expenses:
  Investment management and administration fees (Note 2)..............................................      5,368,669
  Service and distribution expenses: (Note 2)
    Class A............................................................................  $   1,719,303
    Class B............................................................................        599,931      2,319,234
                                                                                         -------------
  Transfer agent fees (Note 2)........................................................................      1,204,461
  Custodian fees (Note 1).............................................................................        771,287
  Printing and postage expenses.......................................................................        159,805
  Professional fees...................................................................................         82,647
  Registration fees...................................................................................         97,772
  Trustees' fees and expenses (Note 2)................................................................         11,625
                                                                                                        -------------
  Total expenses before reductions....................................................................     10,015,500
    Expense reductions (Notes 1 & 5)..................................................................       (316,826)
                                                                                                        -------------
  Total net expenses..................................................................................      9,698,674
                                                                                                        -------------
Net investment income (loss)..........................................................................       (618,214)
                                                                                                        -------------
Net realized and unrealized gain (loss) on investments and foreign currencies: (Note 1)
Net realized gain on investments.......................................................     72,125,469
Net realized loss on foreign currency transactions.....................................     (5,888,177)
                                                                                         -------------
Net realized gain during the period...................................................................     66,237,292
Net change in unrealized appreciation on translation of dividends and dividend
 withholding tax reclaims receivable, interest receivable, securities purchased and
 sold, foreign currency, and forward foreign currency contracts........................     (4,100,341)
Net change in unrealized appreciation of investments and options.......................   (100,302,042)
                                                                                         -------------
Net unrealized depreciation during the year...........................................................   (104,402,383)
                                                                                                        -------------
Net realized and unrealized loss on investments and foreign currencies................................    (38,165,091)
                                                                                                        -------------
Net decrease in net assets resulting from operations..................................................  $ (38,783,305)
                                                                                                        -------------
                                                                                                        -------------
</TABLE>

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

                  Statement of Additional Information Page 73
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

                      STATEMENTS OF CHANGES IN NET ASSETS

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                YEAR ENDED          YEAR ENDED
                                                                                            DECEMBER 31, 1994   DECEMBER 31, 1993+
                                                                                            ------------------  -------------------
<S>                                                                                         <C>                 <C>
Increase (decrease) in net assets
Operations:
  Net investment income (loss)............................................................
                                                                                             $       (618,214)    $     1,188,982
  Net realized gain on investments and foreign currency transactions......................
                                                                                                   66,237,292          22,635,141
  Net change in unrealized appreciation (depreciation) on translation of dividends and
   dividend withholding tax reclaims receivable, interest receivable, securities purchased
   and sold, foreign currency, and forward foreign currency contracts.....................
                                                                                                   (4,100,341)          3,745,210
  Net change in unrealized appreciation (depreciation) of investments and options.........
                                                                                                 (100,302,042)        108,913,334
                                                                                            ------------------  -------------------
  Net increase (decrease) in net assets resulting from operations.........................
                                                                                                  (38,783,305)        136,482,667
                                                                                            ------------------  -------------------
Class A:
Distributions to shareholders from: (Note 1)
  Net investment income...................................................................
                                                                                                   (1,684,749)          --
  Net realized gain on investments........................................................
                                                                                                  (40,336,515)          --
Class B:
Distributions to shareholders from: (Note 1)
  Net investment income...................................................................
                                                                                                     (280,442)          --
  Net realized gain on investments........................................................
                                                                                                   (6,714,382)          --
Capital share transactions: (Note 4)
  Increase from capital shares sold and reinvested........................................
                                                                                                1,036,090,550         383,499,693
  Decrease from capital shares repurchased................................................
                                                                                                 (999,937,817)       (387,533,793)
                                                                                            ------------------  -------------------
Net increase (decrease) from capital share transactions...................................
                                                                                                   36,152,733          (4,034,100)
                                                                                            ------------------  -------------------
Total increase (decrease) in net assets...................................................
                                                                                                  (51,646,660)        132,448,567
Net assets:
  Beginning of year.......................................................................
                                                                                                  554,142,031         421,693,464
                                                                                            ------------------  -------------------
  End of year.............................................................................
                                                                                             $    502,495,371     $   554,142,031
                                                                                            ------------------
                                                                                            ------------------  -------------------
                                                                                                                -------------------
<FN>
- ----------------
+    All capital shares issued and outstanding as of March 31, 1993 were
     reclassified as Class A shares. Commencing April 1, 1993, the Fund began
     offering Class B shares. There were no Class B distributions made to Class
     B shareholders for the nine month period ended December 31, 1993.
</TABLE>

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

                  Statement of Additional Information Page 74
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

                              FINANCIAL HIGHLIGHTS

- --------------------------------------------------------------------------------

Contained below is per share operating performance data for a share outstanding,
total investment return, ratios and supplemental data. This information has been
derived from information provided in the financial statements.
<TABLE>
<CAPTION>
                                                                               CLASS A+
                                                    --------------------------------------------------------------
<S>                                                 <C>          <C>          <C>          <C>          <C>
                                                                       YEAR ENDED DECEMBER 31,
                                                    --------------------------------------------------------------
                                                       1994       1993(A)        1992         1991         1990
                                                    ----------   ----------   ----------   ----------   ----------
Per Share Operating Performance:
Net asset value, beginning of period..............       $11.02        $8.21        $8.74        $7.82        $9.25
                                                    ----------   ----------   ----------   ----------   ----------
Net investment income (loss)......................        (0.04)        0.03         0.11         0.14         0.10
Net realized and unrealized gain (loss) on
  investments and foreign currencies..............     (0.82)           2.78        (0.62)        0.89        (1.42)
                                                    ----------   ----------   ----------   ----------   ----------
Net increase (decrease) in net asset value
  resulting from investment operations............     (0.86)           2.81        (0.51)        1.03        (1.32)
                                                    ----------   ----------   ----------   ----------   ----------
Distributions:
  Net investment income...........................     (0.04)          (0.00)       (0.02)       (0.11)       (0.11)
  Net realized gain on investments................     (0.95)          (0.00)       (0.00)       (0.00)       (0.00)
                                                    ----------   ----------   ----------   ----------   ----------
    Total distributions...........................     (0.99)          (0.00)       (0.02)       (0.11)       (0.11)
                                                    ----------   ----------   ----------   ----------   ----------
Net asset value, end of period....................        $9.17       $11.02        $8.21        $8.74        $7.82
                                                    ----------   ----------   ----------   ----------   ----------
                                                    ----------   ----------   ----------   ----------   ----------
Total investment return (d).......................     (7.78)%       34.2%        (5.8)%       13.2%       (14.3)%
                                                    ----------   ----------   ----------   ----------   ----------
                                                    ----------   ----------   ----------   ----------   ----------

Ratios and supplemental data:
Net assets, end of period (in 000's)..............  $430,701     $523,397     $421,693     $463,851     $343,949
Ratio of net investment income (loss) to average
  net assets after expense reductions.............     (0.04)%        0.3%         1.2%         1.5%         1.4%
Ratio of expenses to average net assets after
  expense reductions..............................      1.70%         1.8%         1.9%         1.9%         1.9%
Ratio of expenses to average net assets before
  expense reductions..............................      1.75%       --           --           --           --
Portfolio turnover rate+++........................        96%          90%          89%          83%          58%

<CAPTION>
                                                          CLASS B++
                                                    ---------------------
<S>                                                 <C>      <C>
                                                               APRIL 1,
                                                                 1993
                                                                  TO
                                                             DECEMBER 31,
                                                     1994      1993(A)
                                                    -------  ------------
Per Share Operating Performance:
Net asset value, beginning of period..............  $ 10.98      $8.74
                                                    -------  ------------
Net investment income (loss)......................    (0.10)     (0.01)
Net realized and unrealized gain (loss) on
  investments and foreign currencies..............    (0.82)      2.25
                                                    -------  ------------
Net increase (decrease) in net asset value
  resulting from investment operations............    (0.92)      2.24
                                                    -------  ------------
Distributions:
  Net investment income...........................    (0.04)     (0.00)
  Net realized gain on investments................    (0.95)     (0.00)
                                                    -------  ------------
    Total distributions...........................    (0.99)     (0.00)
                                                    -------  ------------
Net asset value, end of period....................    $9.07     $10.98
                                                    -------  ------------
                                                    -------  ------------
Total investment return (d).......................    (8.36)%      25.6%(b)
                                                    -------  ------------
                                                    -------  ------------
Ratios and supplemental data:
Net assets, end of period (in 000's)..............  $71,794    $30,745
Ratio of net investment income (loss) to average
  net assets after expense reductions.............    (0.69)%      (0.4)%(c)
Ratio of expenses to average net assets after
  expense reductions..............................     2.35%       2.4%(c)
Ratio of expenses to average net assets before
  expense reductions..............................     2.40%    --
Portfolio turnover rate+++........................       96%        90%
<FN>
- ------------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
+++  Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
(a)  Calculated based upon weighted average shares outstanding during the
     period.
(b)  Not annualized.
(c)  Annualized.
(d)  Total investment return does not include sales charges.
</TABLE>

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

                  Statement of Additional Information Page 75
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

                                    NOTES TO
                              FINANCIAL STATEMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES
G.T. Global International Growth Fund ("Fund"), formerly G.T. International
Growth Fund, is a separate series of G.T. Global Growth Series ("Company"). The
Company is organized as a Massachusetts business trust and is registered under
the Investment Company Act of 1940, as amended ("1940 Act"), as a diversified,
open-end management investment company. The Company has six series of shares of
beneficial interest outstanding, each series corresponding to a distinct
portfolio of investments. The following is a summary of significant accounting
policies consistently followed by the Fund in the preparation of the financial
statements. The policies are in conformity with generally accepted accounting
principles.

(A)  PORTFOLIO VALUATION
The Fund calculates the net asset value of Fund shares and completes orders to
purchase, exchange or repurchase Fund shares on each business day, with the
exception of those days on which the New York Stock Exchange is closed.

Equity securities are valued at the last sale price on the exchange on which
such securities are traded, or, in the principal over-the-counter market in
which such securities are traded as of the closing business on the day the
securities are being valued, or, lacking any sales, at the last available bid
price. In cases where securities are traded on more than one exchange, the
securities are valued on the exchange determined by GT Capital Management, Inc.
("G.T. Capital") to be the primary market.

Fixed income investments are valued at the mean of representative quoted bid and
asked prices for such investments or, if such prices are not available, at
prices for investments of comparative maturity, quality and type; however, when
G.T. Capital, the Fund's investment manager, deems it appropriate, prices are
obtained for the day of valuation from a bond pricing service will be used.
Short-term investments with a maturity of 60 days or less are valued at
amortized cost, adjusted for foreign exchange translation and market
fluctuations, if any.

Investments which market quotations are not readily available (including
restricted securities which are subject to limitations on their sale) are valued
at fair value as determined in good faith by or under the direction of the
Fund's Board of Trustees.
Portfolio securities which are primarily traded on foreign exchanges are
generally valued at the preceding closing values of such securities on their
respective exchanges, and those values are then translated into U.S. dollars at
the current exchange rate, except that when an occurrence subsequent to the time
a value was so established is likely to have materially changed such value, then
the fair value of those securities will be determined by consideration of other
factors by or under the direction of the Company's Board of Trustees.

(B)  FOREIGN CURRENCY TRANSLATION
The accounting records of the Fund are maintained in U.S. dollars. The market
values of foreign securities, currency holdings, other assets and liabilities
are recorded in the books and records of the Fund after translation to U.S.
dollars based on the exchange rates on that day. The cost of each security is
determined using historical exchange rates. Income and withholding taxes are
translated at prevailing exchange rates when accrued or incurred.

As of January 1, 1994, the Fund adopted Statement of Position 93-4: "Foreign
Currency Accounting and Financial Statement Presentation for Investment
Companies." As permitted under the SOP, the Fund does not isolate that portion
of the results of operations resulting from changes in foreign exchange rates on
investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and
unrealized gain or loss from investments.

Reported net realized foreign exchange gains and losses arise from sales and
maturities of forward foreign currency contracts, sales of foreign currencies,
currency gains or losses realized between the trade and settlement dates on
securities transactions, the difference between the amounts of dividends,
interest, and foreign withholding taxes recorded on the Fund's books, and the
U.S. dollar equivalent of the amounts actually received or paid. Net unrealized
foreign exchange gains or losses arise from changes in the value of assets and
liabilities other than investments in securities at fiscal year end, resulting
from changes in exchange rates.

                  Statement of Additional Information Page 76
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

Certain 1993 amounts have been reclassified for consistency in financial
statement presentation.

(C)  REPURCHASE AGREEMENTS
With respect to repurchase agreements entered into by the Fund, it is the Fund's
policy to always receive, as collateral, U.S. government securities or other
high quality debt securities of which the value, including accrued interest, is
at least equal to the amount to be paid to the Fund under each agreement at its
maturity.

(D)  FORWARD FOREIGN CURRENCY CONTRACTS
A forward foreign currency contract ("Forward") is an agreement between two
parties to buy and sell a currency at a set price on a future date. The market
value of the Forward fluctuates with changes in currency exchange rates. The
Forward is marked-to-market daily and the change in market value is recorded by
the Fund as an unrealized gain or loss. When the Forward is closed, the Fund
records a realized gain or loss equal to the difference between the value at the
time it was opened and the value at the time it was closed. The Fund could be
exposed to risk if a counterparty is unable to meet the terms of a contract or
if the value of the currency changes unfavorably. The Fund may enter into
Forwards in connection with planned purchases or sales of securities or to hedge
the value of portfolio securities denominated in a foreign currency.

(E) OPTION ACCOUNTING PRINCIPLES
When the Fund writes a call or put option, an amount equal to the premium
received is included in the Fund's "Statement of Assets and Liabilities" as an
asset and an equivalent liability. The amount of the liability is subsequently
marked-to-market to reflect the current market value of the option. The current
market value of an option listed on a traded exchange is valued at its last
settlement price, or in the case of an over-the-counter option is valued at the
bid price obtained from a broker. If an option expires on its stipulated
expiration date or if the Fund enters into a closing purchase transaction, a
gain or loss is realized without regard to any unrealized gain or loss on the
underlying security, and the liability related to such option is extinguished.
If a written call option is exercised, a gain or loss is realized from the sale
of the underlying security and the proceeds of the sale are increased by the
premium originally received. If a written put option is exercised, the cost of
the underlying security purchased would be decreased by the premium originally
received. The Fund can write options only on a covered basis, which for a call
requires that the Fund hold the underlying security, and for a put requires the
Fund to set aside cash, U.S. government securities or other liquid, high grade
debt securities in an amount not less than the exercise price or otherwise
provide adequate cover at all times while the put option is outstanding. The
Fund uses options in order to manage its exposure to currency levels or interest
rates.

The premium paid by the Fund for the purchase of a call or put option is
included in the Fund's "Statement of Assets and Liabilities" as an investment
and subsequently "marked-to-market" to reflect the current market value of the
option. If an option which the Fund has purchased expires on the stipulated
expiration date, the Fund realizes a loss in the amount of the cost of the
option. If the Fund enters into a closing sale transaction, the Fund realizes a
gain or loss, depending on whether proceeds from the closing sale transaction
are greater or less than the cost of the option. If the Fund exercises a call
option, the cost of the securities acquired by exercising the call is increased
by the premium paid to buy the call. If the Fund exercises a put option, it
realizes a gain or loss from the sale of the underlying security, and the
proceeds from such sale are decreased by the premium originally paid.

The risk associated with purchasing options is limited to the premium originally
paid. The risk in writing a call option is that the Fund may forego the
opportunity of profit if the market value of the underlying security or index
increases and the option is exercised. The risk in writing a put option is that
the Fund may incur a loss if the market value of the underlying security or
index decreases and the option is exercised. In addition, there is the risk the
Fund may not be able to enter into a closing transaction because of an illiquid
secondary market.

(F)  FUTURES CONTRACTS
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract the
Fund is required to pledge to the broker an amount of cash or securities equal
to the minimum "initial margin" requirements of the exchange on which the
contract is traded. Pursuant to the contract, the Fund agrees to receive from or
pay to the broker an amount of cash equal to the daily fluctuation in value of
the contract. Such receipts or payments are known as "variation margin" and are
recorded by the Fund as unrealized gains or losses. When the contract is closed,
the Fund records a realized gain or loss equal to the difference between the
value of the contract at the time it was opened and the value at the time it was
closed. The potential risk to the Fund is that the change in value of the
underlying securities may not correlate to the change in value of the contracts.

                  Statement of Additional Information Page 77
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

(G) SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME
Security transactions are accounted for on the trade date (date the order to buy
or sell is executed). The cost of securities sold is determined on an identified
cost basis. Dividends are recorded on the ex-dividend date. Interest income is
recorded on the accrual basis. Where a high level of uncertainty exists as to
its collection, income is recorded net of all withholding tax with any rebate
recorded when received. The Fund may trade securities on other than normal
settlement terms. This may increase the risk if the other party to the
transaction fails to deliver and causes the Fund to subsequently invest at less
advantageous prices.

(H)  PORTFOLIO SECURITIES LOANED
At December 31, 1994, stocks with an aggregate value of approximately
$35,972,532 were on loan to brokers. The loans were secured by cash collateral
of $37,772,286, received by the Fund. Cash collateral is received by the Fund
against loaned securities in an amount at least equal to 105% of the market
value of the loaned securities at the inception of each loan. This collateral
must be maintained at not less than 103% of the market value of the loaned
securities during the period of the loan. For the year ended December 31, 1994,
the Fund received fees of $291,598 which were used to reduce custodian fees.

(I)  TAXES
It is the policy of the Fund to meet the requirements for qualification as a
"regulated investment company" under the Internal Revenue Code of 1986, as
amended ("Code"). It is also the intention of the Fund to make distributions
sufficient to avoid imposition of any excise tax under Section 4982 of the Code.
Therefore, no provision has been made for Federal taxes on income, capital
gains, or unrealized appreciation of securities held, or excise tax on income
and capital gains.

(J)  DISTRIBUTION TO SHAREHOLDERS
Distributions to shareholders are recorded by the Fund on the ex-date. Income
and capital gain distributions are determined in accordance with Federal income
tax regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments of income and gains
on various investment securities held by the Fund and timing differences.

(K)  FOREIGN SECURITIES
There are certain additional considerations and risks associated with investing
in foreign securities and currency transactions that are not inherent with
investments of domestic origin. These risks of investing in foreign markets may
include foreign currency exchange rate fluctuations, perceived credit risk,
adverse political and economic developments and possible adverse foreign
government intervention.

(L)  RESTRICTED SECURITIES
The Fund is permitted to invest in privately placed restricted securities. These
securities may be resold in transactions exempt from registration or to the
public if the securities are registered. Disposal of these securities may
involve time-consuming negotiations and expense, and prompt sale at an
acceptable price may be difficult. At the end of the year, restricted securities
(excluding 144A issues) are shown at the end of the Portfolio of Investments.

2. RELATED PARTIES
G.T. Capital is the Fund's investment manager and
administrator. The Fund pays investment management and administration fees at
the following annualized rates: 0.975% on the first $500 million of average
daily net assets of the Fund; 0.95% on the next $500 million; 0.925% on the next
$500 million and 0.90% on amounts thereafter. These fees are computed daily and
paid monthly, and are subject to reduction in any year to the extent that the
Fund's expenses (exclusive of brokerage commissions, taxes, interest,
distribution-related expenses and extraordinary expenses) exceed the most
stringent limits prescribed by the laws or regulations of any state in which the
Fund's shares are offered for sale, based on the average total net asset value
of the Fund.

G.T. Global Financial Services, Inc. ("G.T. Global"), an affiliate of G.T.
Capital, serves as the Fund's distributor. The Fund offers Class A shares and
Class B shares for purchase.

Class A shares are subject to initial sales charges imposed at the time of
purchase, in accordance with the schedule included in the Fund's current
prospectus. G.T. Global collects the sales charges imposed on sales of Class A
shares, and reallows a portion of such charges to dealers through which the
sales are made. For the year ended December 31, 1994, G.T. Global retained
$106,490 of such sales charges. G.T. Global also makes ongoing shareholder
servicing and trail commission payments to dealers whose clients hold Class A
shares.

Class B shares are not subject to initial sales charges. When Class B shares are
sold, G.T. Global from its own resources pays commissions to dealers through
which the sales are made. Certain redemptions of Class B shares made within six
years of purchase are subject to contingent deferred sales charges ("CDSCs"), in
accordance with the Fund's current prospectus. During the year ended December
31, 1994, G.T. Global collected CDSCs in the amount of

                  Statement of Additional Information Page 78
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND
$32,916. In addition, G.T. Global makes ongoing shareholder servicing and trail
commission payments to dealers whose clients hold Class B shares.

Pursuant to Rule 12b-1 under the 1940 Act, the Company's Board of Trustees has
adopted separate distribution plans with respect to the Fund's Class A shares
("Class A Plan") and Class B shares ("Class B Plan"), pursuant to which the Fund
reimburses G.T. Global for a portion of its shareholder servicing and
distribution expenses. Under the Class A Plan, the Fund may pay G.T. Global a
service fee at the annualized rate of up to 0.25% of the average daily net
assets of the Fund's Class A shares for its expenditures incurred in servicing
and maintaining shareholder accounts, and may pay G.T. Global a distribution fee
at the annualized rate of up to 0.35% of the average daily net assets of the
Fund's Class A shares, less any amounts paid by the Fund as the aforementioned
service fee, for its expenditures incurred in providing services as distributor.
All expenses for which G.T. Global is reimbursed under the Class A Plan will
have been incurred within one year of such reimbursement.

Pursuant to the Fund's Class B Plan, the Fund may pay G.T. Global a service fee
at the annualized rate of up to 0.25% of the average daily net assets of the
Fund's Class B shares for its expenditures incurred in servicing and maintaining
shareholder accounts, and may pay G.T. Global a distribution fee at the
annualized rate of up to 0.75% of the average daily net assets of the Fund's
Class B shares for its expenditures incurred in providing services as
distributor. Expenses incurred under the Class B Plan in excess of 1.00%
annually may be carried forward for reimbursement in subsequent years as long as
that Plan continues in effect.

G.T. Capital and G.T. Global have voluntarily undertaken to limit the Fund's
expenses (exclusive of brokerage commissions, taxes, interest and extraordinary
items) to the maximum annual level of 2.25% and 2.90% of the average daily net
assets of the Fund's Class A and Class B shares, respectively. If necessary,
this limitation will be effected by waivers by G.T. Capital of investment
management and administration fees, waivers by G.T. Global of payments under the
Class A Plan and/or Class B Plan and/or reimbursements by G.T. Capital or G.T.
Global of portions of the Fund's other operating expenses.

G.T. Global Investor Services, Inc. ("G.T. Services"), an affiliate of G.T.
Capital and G.T. Global, is the transfer agent of the Fund.

The Company pays each of its Trustees who is not an employee, officer or
director of G.T. Capital, G.T. Global or G.T. Services $5,000 per year plus $300
for each meeting of the board or any committee thereof attended by the Trustee.

3. PURCHASES AND SALES OF SECURITIES
For the year ended December 31, 1994, purchases and sales of investment
securities by the Fund, other than U.S. government obligations and short-term
investments, aggregated $484,953,165 and $526,563,537, respectively. There were
no purchases or sales of U.S. government obligations by the Fund during the
year.

                  Statement of Additional Information Page 79
<PAGE>
                     G.T. GLOBAL INTERNATIONAL GROWTH FUND

4. CAPITAL SHARES
At December 31, 1994, there were an unlimited number of shares of beneficial
interest authorized, at no par value. Transactions in capital shares of the Fund
were as follows:

                           CAPITAL SHARE TRANSACTIONS
<TABLE>
<CAPTION>
                                                                                    YEAR ENDED                  YEAR ENDED
                                                                                DECEMBER 31, 1994           DECEMBER 31, 1993
                                                                            --------------------------  --------------------------
                                                                              SHARES        AMOUNT        SHARES        AMOUNT
                                                                            -----------  -------------  -----------  -------------
<S>                                                                         <C>          <C>            <C>          <C>
CLASS A
Shares sold...............................................................   86,542,390  $ 926,900,205   37,875,872  $ 354,505,275
Shares issued in connection with reinvestment of distributions............    3,799,540     34,613,815      --            --
                                                                            -----------  -------------  -----------  -------------
                                                                             90,341,930    961,514,020   37,875,872    354,505,275
Shares repurchased........................................................  (90,893,714)  (979,657,620) (41,717,561)  (386,224,759)
                                                                            -----------  -------------  -----------  -------------
Net decrease..............................................................     (551,784) $ (18,143,600)  (3,841,689) $ (31,719,484)
                                                                            -----------  -------------  -----------  -------------
                                                                            -----------  -------------  -----------  -------------

<CAPTION>

                                                                                    YEAR ENDED          APRIL 1, 1993 TO DECEMBER
                                                                                DECEMBER 31, 1994                31, 1993
                                                                            --------------------------  --------------------------
                                                                              SHARES        AMOUNT        SHARES        AMOUNT
                                                                            -----------  -------------  -----------  -------------
<S>                                                                         <C>          <C>            <C>          <C>
CLASS B
Shares sold...............................................................    6,350,365  $  68,347,089    2,933,602  $  28,994,418
Shares issued in connection with reinvestment of distributions............      691,392      6,229,441      --            --
                                                                            -----------  -------------  -----------  -------------
                                                                              7,041,757     74,576,530    2,933,602     28,994,418
Shares repurchased........................................................   (1,924,260)   (20,280,197)    (132,309)    (1,309,034)
                                                                            -----------  -------------  -----------  -------------
Net increase..............................................................    5,117,497  $  54,296,333    2,801,293  $  27,685,384
                                                                            -----------  -------------  -----------  -------------
                                                                            -----------  -------------  -----------  -------------
</TABLE>

5. EXPENSE REDUCTIONS
G.T. Capital has directed certain portfolio trades to brokers who paid a portion
of the Fund's expenses. For the year ended December 31, 1994, the Fund's
expenses were reduced by $25,228 under these arrangements.

6. COVERED CALL OPTIONS WRITTEN
The Fund's written options contracts activity for the year ended December 31,
1994, was as follows:

<TABLE>
<CAPTION>
                                                                                                              SHARES      PREMIUMS
                                                                                                            -----------  ----------
<S>                                                                                                         <C>          <C>
Options outstanding at December 31, 1993..................................................................      --       $   --
Options written during the year ended December 31, 1994...................................................  140,000,000   3,934,000
Options cancelled in closing purchase transactions........................................................      --           --
Options expired prior to exercise.........................................................................      --           --
Options exercised.........................................................................................      --           --
                                                                                                            -----------  ----------
Options outstanding at December 31, 1994..................................................................  140,000,000  $3,934,000
                                                                                                            -----------  ----------
                                                                                                            -----------  ----------
</TABLE>

- --------------

FEDERAL TAX INFORMATION (UNAUDITED):
Pursuant to Section 852 of the Internal Revenue Code, the Fund designates
$47,050,896 as capital gain dividends for the taxable year ended December 31,
1994.

Pursuant to Section 853 of the Internal Revenue Code, the Fund designates
$1,735,771 of foreign taxes paid and $10,277,558 of gross income earned from
foreign sources in the taxable year ended December 31, 1994.

                  Statement of Additional Information Page 80
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

                                   REPORT OF
                            INDEPENDENT ACCOUNTANTS

- --------------------------------------------------------------------------------

ANNUAL REPORT

To the Shareholders and Board of Trustees of
G.T. Global Growth Series:

We have audited the accompanying statement of assets and liabilities of G.T.
Global New Pacific Growth Fund, a series of shares of beneficial interest of
G.T. Global Growth Series, including the schedule of portfolio investments, as
of December 31, 1994, the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the three years in
the period then ended. These financial statements and financial highlights are
the responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits. The financial highlights for each of the two years in the period ended
December 31, 1991 were audited by other auditors whose report dated January 31,
1992 expressed an unqualified opinion on such financial highlights.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1994 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of G.T.
Global New Pacific Growth Fund as of December 31, 1994, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended, and the financial highlights for each of
the three years in the period then ended, in conformity with generally accepted
accounting principles.
                                                        COOPERS & LYBRAND L.L.P.

BOSTON, MASSACHUSETTS
FEBRUARY 10, 1995

                  Statement of Additional Information Page 81
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

                            PORTFOLIO OF INVESTMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Equity                                              Market       % of Net
Investments              Ctry        Shares         Value        Assets(a)
<S>                    <C>        <C>           <C>             <C>
- ---------------------------------------------------------------------------
Banks-Money Center (22.6%)
- ----------------------------------------------
HSBC Holdings PLC      HK            1,925,600  $   20,782,985         3.9
  BANKS-MONEY CENTER
Hang Seng Bank         HK            2,485,100      17,827,577         3.4
  BANKS-MONEY CENTER
Public Bank Berhad
 (Foreign)             MAL           8,500,000      16,986,677         3.2
  BANKS-MONEY CENTER
Krung Thai Bank Ltd.
 (Foreign)             THAI          5,051,400      16,707,161         3.2
  BANKS-MONEY CENTER
Development &
 Commercial Bank
 Berhad                MAL           5,595,000      13,592,868         2.6
  BANKS-MONEY CENTER
Development Bank of
 Singapore (Foreign)   SING          1,209,555      12,461,075         2.4
  BANKS-MONEY CENTER
United Overseas Bank
 Ltd. (Foreign)        SING            850,000       8,990,385         1.7
  BANKS-MONEY CENTER
National Australia
 Bank Ltd.             AUSL            833,950       6,693,474         1.3
  BANKS-MONEY CENTER
PT Bank International
 Indonesia
 (Foreign)(c)          INDO            950,000       3,026,855         0.6
  BANKS-MONEY CENTER
Bank of East Asia
 Ltd.                  HK              247,000         986,531         0.2
  BANKS-MONEY CENTER
Malayan Banking
 Berhad                MAL              70,500         425,431         0.1
  BANKS-MONEY CENTER
                                                --------------
                                                   118,481,019
                                                --------------
Materials/Basic Industries (19.2%)
- ----------------------------------------------
Western Mining Corp.
 Holdings Ltd.         AUSL          3,278,381      19,023,841         3.6
  METALS-NON-FERROUS
Broken Hill
 Proprietary Co. Ltd.  AUSL          1,037,422      15,763,991         3.0
  MISC. MATERIALS & COMMODITIES
Pohang Iron & Steel
 Co. Ltd.(c)           KOR             100,000       9,857,179         1.9
  METALS-STEEL

<CAPTION>
Equity                                              Market       % of Net
Investments              Ctry        Shares         Value        Assets(a)
<S>                    <C>        <C>           <C>             <C>
- ---------------------------------------------------------------------------
Siam City Cement Co.
 Ltd. (Foreign)        THAI            500,000  $    8,527,595         1.7
  CEMENT
CRA Ltd.               AUSL            551,000       7,607,664         1.4
  METALS-NON-FERROUS
PT Indocement Tunggal
 Prakarsa (Foreign)    INDO          2,619,000       7,539,907         1.4
  CEMENT
Amcor Ltd.             AUSL            882,085       6,388,246         1.2
  PAPER/PACKAGING
Ssangyong Cement
 Company Ltd.          KOR             123,200       4,719,229         0.9
  CEMENT
PT Barito Pacific
 Timber (Foreign)(c)   INDO          2,755,000       4,357,590         0.8
  FOREST PRODUCTS
Siam Pulp & Paper
 (Foreign)             THAI          1,144,284       4,103,828         0.8
  PAPER/PACKAGING
Pasminco Ltd.          AUSL          2,138,500       2,985,805         0.6
  METALS-NON-FERROUS
Carter Holt Harvey
 Ltd.                  NZ            1,374,842       2,816,938         0.5
  FOREST PRODUCTS
Siam Cement Co. Ltd.
 (Foreign)             THAI             33,500       2,007,731         0.4
  CEMENT
Newcrest Mining Ltd.   AUSL            426,700       1,903,138         0.4
  GOLD
Ashton Mining Ltd.     AUSL            496,700         828,347         0.2
  GOLD
PT Indah Kiat Pulp &
 Paper Corp.
 (Foreign)             INDO            673,000         796,450         0.2
  PAPER/PACKAGING
Australian National
 Industries Ltd.       AUSL            393,752         439,810         0.1
  METALS-STEEL
Mitani Sangyo          JPN              31,000         280,261         0.1
  CHEMICALS
                                                --------------
                                                    99,947,550
                                                --------------
Services (11.8%)
- ----------------------------------------------
Hong Kong
 Telecommunications
 Ltd.                  HK            6,018,200      11,473,980         2.2
  TELEPHONE NETWORKS
News Corp. Ltd.        AUSL          2,264,844       8,901,323         1.7
  BROADCASTING & PUBLISHING
</TABLE>

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

                  Statement of Additional Information Page 82
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND
<TABLE>
<CAPTION>
Equity                                              Market       % of Net
Investments              Ctry        Shares         Value        Assets(a)
- ---------------------------------------------------------------------------
<S>                    <C>        <C>           <C>             <C>
Advanced Information
 Service (Foreign)     THAI            578,900  $    8,027,782         1.5
  WIRELESS COMMUNICATIONS
Philippine Long
 Distance Telephone
 Company ADR (b)       PHIL            125,000       6,890,625         1.3
  TELEPHONE-LONG DISTANCE
Singapore Press
 Holdings              SING            250,000       4,550,137         0.9
  BROADCASTING & PUBLISHING
Faber Group Berhad(c)  MAL           4,500,000       3,986,951         0.8
  LEISURE & TOURISM
Resorts World Berhad   MAL             540,000       3,173,981         0.6
  LEISURE & TOURISM
TNT Ltd.(c)            AUSL          1,800,000       3,069,764         0.6
  TRANSPORTATION-ROAD & RAIL
Hong Kong & Shanghai
 Hotels                HK            2,500,000       2,892,135         0.6
  LEISURE & TOURISM
Telecom Corporation
 of New Zealand Ltd.   NZ              801,300       2,649,086         0.5
  TELEPHONE NETWORKS
Autobacs Seven         JPN              14,300       1,709,392         0.3
  RETAILERS-OTHER
Dusit Thani Corp.
 Ltd. (Foreign)(c)     THAI            913,000       1,036,880         0.2
  LEISURE & TOURISM
Matichon Newspaper
 Group (Foreign)(c)    THAI            154,800         999,307         0.2
  BROADCASTING & PUBLISHING
Thai Airways
 International Ltd.    THAI            402,100         873,260         0.2
  TRANSPORTATION-AIRLINES
Malaysian Helicopter
 Services Berhad       MAL             400,000         752,351         0.1
  TRANSPORTATION-AIRLINES
International
 Cosmetics Co. Ltd.
 (Foreign)             THAI             30,030         634,226         0.1
  WHOLESALE & INTERNATIONAL TRADE
Shun Tak Holdings
 Ltd.                  HK              160,000         113,747          --
  TRANSPORTATION-SHIPPING
Aoyama Trading         JPN               3,000          68,408          --
  RETAILERS-APPAREL
Singapore Airlines
 Ltd. (Foreign)(c)     SING              5,000          46,016          --
  TRANSPORTATION-AIRLINES
                                                --------------
                                                    61,849,351
                                                --------------
Other Finance (9.5%)
- ----------------------------------------------
Wharf (Holdings) Ltd.  HK            3,500,000      11,807,665         2.2
  REAL ESTATE
<CAPTION>
Equity                                              Market       % of Net
Investments              Ctry        Shares         Value        Assets(a)
<S>                    <C>        <C>           <C>             <C>
- ---------------------------------------------------------------------------
Hysan Development Co.
 Ltd.                  HK            3,019,000  $    5,990,002         1.1
  REAL ESTATE
Sun Hung Kai
 Properties Ltd.       HK              764,000       4,562,373         0.9
  REAL ESTATE
Samsung Securities
 Co. Ltd.(c)           KOR             104,400       4,502,283         0.9
  SECURITIES BROKER
City Developments
 Ltd.                  SING            751,000       4,203,743         0.8
  REAL ESTATE
Henderson Investment
 Ltd.                  HK            5,000,000       3,296,064         0.6
  REAL ESTATE
Amoy Properties Ltd.   HK            3,613,500       3,269,502         0.6
  REAL ESTATE
Rashid Hussain Berhad  MAL           1,020,000       2,677,900         0.5
  SECURITIES BROKER
Malaysian Resources
 Corp. Berhad          MAL           1,220,000       2,256,426         0.4
  REAL ESTATE
Kay Hian James Capel
 Holdings Ltd.
 (Foreign)             SING            984,000       1,243,516         0.2
  SECURITIES BROKER
Hong Kong Land
 Holdings Ltd.         HK              592,000       1,155,458         0.2
  REAL ESTATE
Olympia Industries
 Berhad                MAL           1,000,000       1,081,505         0.2
  REAL ESTATE
Taiping Consolidated
 Berhad(c)             MAL             603,000       1,011,301         0.2
  REAL ESTATE
Great Eagle Holding
 Company               HK            2,343,000         938,835         0.2
  REAL ESTATE
Somprasong Land Co.
 Ltd. (Local)          THAI            235,400         905,204         0.2
  REAL ESTATE
Shin Young Securities
 Co. (Preferred)(c)    KOR              50,000         799,087         0.2
  SECURITIES BROKER
Hang Lung Development
 Co.                   HK              365,000         518,969         0.1
  REAL ESTATE
Cheung Kong
 (Holdings) Ltd.       HK               60,000         244,297          --
  REAL ESTATE
Bangkok Land Co. Ltd.
 (Foreign)             THAI             19,500          48,565          --
  REAL ESTATE
                                                --------------
                                                    50,512,695
                                                --------------
</TABLE>

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

                  Statement of Additional Information Page 83
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND
<TABLE>
<CAPTION>
Equity                                              Market       % of Net
Investments              Ctry        Shares         Value        Assets(a)
- ---------------------------------------------------------------------------
<S>                    <C>        <C>           <C>             <C>
Banks-Regional (8.7%)
- ----------------------------------------------
Siam Commercial Bank
 Co. Ltd. (Foreign)    THAI          2,564,600  $   23,505,001         4.5
  BANKS-REGIONAL
Bank of Ayudhya Ltd.
 (Foreign)             THAI          1,512,600       6,148,045         1.2
  BANKS-REGIONAL
Overseas-Chinese
 Banking Corp. Ltd.
 (Foreign)             SING            500,000       5,151,099         1.0
  BANKS-REGIONAL
Shinhan Bank(c)        KOR             170,000       4,835,426         0.9
  BANKS-REGIONAL
Public Bank Berhad
 (Foreign)             MAL           2,200,000       4,563,187         0.9
  BANKS-REGIONAL
Thai Farmers Bank
 Ltd. (Foreign)        THAI            155,000       1,260,012         0.2
  BANKS-REGIONAL
                                                --------------
                                                    45,462,770
                                                --------------
Consumer Durables (6.7%)
- ----------------------------------------------
Samsung Electronics
 Co.:                  KOR                  --              --         4.1
  CONSUMER ELECTRONICS
  Common(c)            --              118,820      17,248,794          --
  New(c)               --                6,780         984,235          --
  Preferred(c)         --               43,850       3,314,891          --
Reliance Industries
 Ltd. 144A
 GDR(b)(c)(d)          IND             210,000       4,095,000         0.8
  TEXTILES & APPAREL
Daewoo Electronics
 Co.(c)                KOR             226,472       3,705,592         0.7
  CONSUMER ELECTRONICS
Hyundai Motor Co.
 Ltd.144A
 GDR(b)(c)(d)          KOR             133,000       2,493,750         0.5
  AUTOMOBILES
Futuris Corp. Ltd.     AUSL          1,883,363       1,621,574         0.3
  AUTO PARTS
PT Unilever Indonesia
 (Foreign)             INDO             70,414       1,121,752         0.2
  HOUSEHOLD PRODUCTS
PT Astra
 International
 (Foreign)             INDO            261,600         500,100         0.1
  AUTO PARTS
                                                --------------
                                                    35,085,688
                                                --------------
Multi-Industry (6.4%)
- ----------------------------------------------
Hutchison Whampoa
 Ltd.                  HK            2,310,000       9,345,699         1.8
  CONGLOMERATE
Renong Berhad          MAL           6,150,000       7,603,022         1.4
  CONGLOMERATE
<CAPTION>
Equity                                              Market       % of Net
Investments              Ctry        Shares         Value        Assets(a)
<S>                    <C>        <C>           <C>             <C>
- ---------------------------------------------------------------------------
Swire Pacific Ltd.
 Class "A"             HK              900,000  $    5,607,187         1.1
  CONGLOMERATE
ROC Taiwan Fund(b)(c)  TWN             438,700       5,209,563         1.0
  COUNTRY FUNDS
Arab Malaysian Corp.   MAL           1,713,000       4,799,353         0.9
  CONGLOMERATE
JG Summit Holdings
 Inc. Class "B"        PHIL            748,000         278,182         0.1
  CONGLOMERATE
Java Fund
 Cayman(b)(c)          INDO             30,000         261,000         0.1
  COUNTRY FUNDS
Jardine Matheson
 Holdings Ltd.         HK               36,000         257,093          --
  CONGLOMERATE
Berjaya Industrial
 Berhad                MAL             450,000         373,970          --
  MULTI-INDUSTRY
Indonesian Capital
 Fund (b)(c)           INDO              5,000          52,500          --
  COUNTRY FUNDS
Korea Fund Inc.(b)(c)  KOR                 716          16,289          --
  COUNTRY FUNDS
                                                --------------
                                                    33,803,858
                                                --------------
Energy (4.5%)
- ----------------------------------------------
Yukong Ltd.:           KOR                  --              --         1.5
  OIL
  Common(c)            --              160,000       7,427,702          --
  New (b)(c)           --                9,629         466,061          --
Hong Kong Electric
 Holdings Ltd.         HK            1,789,000       4,890,758         0.9
  ELECTRICAL & GAS UTILITIES
Korea Electric Power
 Corp. (c)             KOR             100,000       3,657,027         0.7
  ELECTRICAL & GAS UTILITIES
Tenaga Nasional
 Berhad                MAL             922,000       3,648,981         0.7
  ELECTRICAL & GAS UTILITIES
Oil Search Ltd.(c)     AUSL          4,652,000       3,355,849         0.7
  OIL
                                                --------------
                                                    23,446,378
                                                --------------
Capital Goods (1.7%)
- ----------------------------------------------
Bandar Raya
 Development
 Berhad(c)             MAL           1,548,000       2,620,439         0.5
  CONSTRUCTION
Hyundai Engineering &
 Construction Co.(c)   KOR              47,200       2,553,973         0.5
  CONSTRUCTION
E.R.G. Australia Ltd.
 (c)                   AUSL          1,390,000       2,318,104         0.4
  ELECTRICAL PLANT/EQUIPMENT
</TABLE>

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

                  Statement of Additional Information Page 84
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND
<TABLE>
<CAPTION>
Equity                                              Market       % of Net
Investments              Ctry        Shares         Value        Assets(a)
- ---------------------------------------------------------------------------
<S>                    <C>        <C>           <C>             <C>
Daewoo Heavy
 Industries(c)         KOR              88,757  $    1,384,717         0.3
  INDUSTRIAL COMPONENTS
United Engineers
 (Malaysia) Ltd.,
 Conv. Unsecured Loan
 Stock                 MAL             653,500         279,120          --
  CONSTRUCTION
                                                --------------
                                                     9,156,353
                                                --------------
Health Care (0.0%)
- ----------------------------------------------
Prasit Development
 Co. Ltd. (Local)      THAI             50,000          83,682          --
  HEALTH CARE SERVICES
                                                --------------
                                                        83,682
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Total Equity Investments
 (cost $449,645,495)..........................     477,829,344        91.1
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
<CAPTION>
                                     No. of
Warrants (1.4%)                     Warrants
<S>                    <C>        <C>           <C>             <C>
- ---------------------------------------------------------------------------
Rashid Hussain Berhad
 TSR expires 5/27/95
 (c)                   MAL           2,730,000       4,300,392         0.8
  SECURITIES BROKER
Swiss Bank Corp-HSBC
 expires 8/10/95(c)    HK            9,116,000       1,531,804         0.3
  BANKS-MONEY CENTER
SG Warburg OTC-China
 Light & Power
 expires 1/2/96(c)     HK           19,470,000       1,107,322         0.2
  ELECTRICAL & GAS UTILITIES
Peregrine Der-Sun
 Hung Kai Properties
 expires 5/4/95(c)     HK            1,440,000         294,086         0.1
  REAL ESTATE
Hong Kong Electric
 Holdings expires
 06/02/96(c)           HK            3,125,000          83,613          --
  ELECTRICAL & GAS UTILITIES
Hang Lung Development
 Co. expires
 10/31/97(c)           HK               36,500           5,473          --
  REAL ESTATE
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Total Warrants (cost $14,558,907).............       7,322,690         1.4
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
<CAPTION>

                                     No. of         Market       % of Net
Rights (0.0%)            Ctry        Rights         Value        Assets(a)
<S>                    <C>        <C>           <C>             <C>
- ---------------------------------------------------------------------------
Olympia Industries
 Berhad expires
 1/20/95 (c)                MAL        300,000  $       48,197        --
  REAL ESTATE
Henderson
 Investment Ltd.
 expires 01/01/02
 (c)                         HK        500,000           5,041        --
  REAL ESTATE
Development &
 Commercial Bank
 expires 1994(c)      MAL            1,398,750               1         --
  BANKS-MONEY CENTER
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Total Rights (cost $0)........................          53,239          0.0
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
<CAPTION>
Fixed Income                       Principal
Investments           Currency       Amount
<S>                    <C>        <C>           <C>             <C>
- ---------------------------------------------------------------------------
Corporate Bonds (1.9%)
- ----------------------------------------------
Reliance Industries
 Conv. Bond, 3.5%
 due 11/03/99         USD            4,510,000  $    5,006,100          1.0
  INDIAN CORPORATE BOND
Global Mark
 International
 Ltd., 144A Bond,
 3.5% due 2/9/95(d)   USD            3,000,000       3,082,500          0.6
  INDONESIAN CORPORATE BOND
ACER Inc., Conv.
 Bond, 4% due
 6/10/01              USD              750,000       1,803,750          0.3
  TAIWANESE CORPORATE BOND
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Total Fixed Income Investments
 (cost $10,254,010)...........................       9,892,350          1.9
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Short-Term Investments
- ----------------------------------------------
Repurchase Agreement (5.7%)
- ----------------------------------------------
Dated December 30, 1994, with State Street
 Bank and Trust Company due January 3, 1995,
 for an effective yield of 5.25%
 collateralized by $30,120,000 U.S. Treasury
 Note, 6.25% due 8/31/96. (Market Value
 $30,128,996 including accrued interest)
 (cost $30,123,784)...........................
                                                    30,123,784          5.7
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Total Investments
 (cost $504,582,196)*.........................     525,221,407        100.1
Other Assets and Liabilities..................        (370,446)        (0.1)
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Net Assets....................................     524,850,961        100.0
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
</TABLE>

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

                  Statement of Additional Information Page 85
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND
<TABLE>
<S>                    <C>        <C>           <C>             <C>
<FN>
- --------------------------------------------------------------------------------
(a)  Percentages indicated are based on net assets of $524,850,961.
(b)  U.S. currency-denominated.
(c)  Non-income producing security.
(d)  Security exempt from registration under Rule 144A of the securities Act of
     1933. These securities may be resold in transactions exempt from
     registration, normally to qualified institutional buyers.
Abbreviations:
ADR -- American Depository Receipt.
GDR -- Global Depository Receipt.
*      For Federal income tax purposes, cost is $505,326,733 and appreciation
       (depreciation) of securities is as follows:

           Unrealized appreciation:    $  72,704,804
           Unrealized depreciation:      (52,810,130)
                                       -------------
           Net unrealized
           appreciation:               $  19,894,674
                                       -------------
                                       -------------
</TABLE>

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

The Fund's Portfolio of Investments at December 31, 1994, was concentrated in
the following countries:

<TABLE>
<CAPTION>
                                             Percentage of Net Assets (a)
                                 ----------------------------------------------------
                                                 Fixed       Short-Term
Country                            Equity       Income         & Other        Total
- -------------------------------  -----------  -----------  ---------------  ---------
<S>                              <C>          <C>          <C>              <C>
Australia......................         15.5                                     15.5
Hong Kong......................         20.0                        0.6          20.6
India..........................          1.2                                      1.2
Indonesia......................          3.4                                      3.4
Korea..........................         13.1                                     13.1
Malaysia.......................         13.1                        0.8          13.9
New Zealand....................          1.0                                      1.0
Philippines....................          1.4                                      1.4
Singapore......................          7.0                                      7.0
Taiwan.........................          1.0                                      1.0
Thailand.......................         14.4                                     14.4
United States..................                      1.9            5.6           7.5
                                                    --             --
                                       ---                                  ---------
Total..........................         91.1         1.9            7.0         100.0
                                                    --             --
                                                    --             --
                                       ---                                  ---------
                                       ---                                  ---------
<FN>
- ----------------
(a)  Percentages indicated are based on net assets of $524,850,961.
</TABLE>

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

                  Statement of Additional Information Page 86
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

                              STATEMENT OF ASSETS
                                AND LIABILITIES

                               December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
Assets:
<S>                                                                                          <C>         <C>
  Investments in securities, at value (cost $504,582,196) (Note 1).....................................  $ 525,221,407
  U.S. currency............................................................................
                                                                                             $      318
  Foreign currency (cost $4,969,037).......................................................
                                                                                              4,953,131      4,953,449
                                                                                             ----------
  Receivable for securities sold.......................................................................      8,680,120
  Receivable for Fund shares sold......................................................................      5,435,190
  Dividends and dividend withholding tax reclaims receivable...........................................        586,768
  Interest receivable..................................................................................        187,617
  Cash held as collateral for securities loaned (Note 1)...............................................     38,153,886
                                                                                                         -------------
  Total assets.........................................................................................    583,218,437
                                                                                                         -------------
Liabilities:
  Payable for securities purchased.....................................................................     15,529,722
  Payable for Fund shares repurchased..................................................................      3,738,102
  Payable for investment management and administration fees (Note 2)...................................        449,909
  Payable for service and distribution expenses (Note 2)...............................................        228,122
  Payable for printing and postage expenses............................................................        123,512
  Payable for professional fees........................................................................         68,981
  Payable for registration fees........................................................................         37,403
  Payable for custodian fees (Note 1)..................................................................         19,504
  Payable for transfer agent fees (Note 2).............................................................         18,335
  Collateral for securities loaned (Note 1)............................................................     38,153,886
                                                                                                         -------------
  Total liabilities....................................................................................     58,367,476
                                                                                                         -------------
Net assets.............................................................................................  $ 524,850,961
                                                                                                         -------------
                                                                                                         -------------
Class A:
Net asset value and redemption price per share
 ($404,679,778  DIVIDED BY 33,438,817 shares outstanding)..............................................  $       12.10
                                                                                                         -------------
                                                                                                         -------------
Maximum offering price per share
 (100/95.25 of $12.10)*................................................................................  $       12.70
                                                                                                         -------------
                                                                                                         -------------
Class B:+
Net asset value and offering price per share
 ($120,171,183  DIVIDED BY 10,047,652 shares outstanding)..............................................  $       11.96
                                                                                                         -------------
                                                                                                         -------------
Net assets consist of:
  Paid in capital (Note 4).............................................................................  $ 506,512,253
  Accumulated net realized loss on investments, options, futures, and forward foreign currency              (2,297,888)
   translations........................................................................................
  Net unrealized depreciation on translation of dividends and dividend withholding tax reclaims
   receivable, interest receivable, securities purchased and sold, and foreign currency................         (2,615)
  Net unrealized appreciation of investments...........................................................     20,639,211
                                                                                                         -------------
  Total -- representing net assets applicable to capital shares outstanding............................  $ 524,850,961
                                                                                                         -------------
                                                                                                         -------------
<FN>
- ----------------
*    On sales of $50,000 or more, the offering price is reduced.
+    Redemption price per share is equal to the net asset value per share less
     any applicable contingent deferred sales charge.
</TABLE>

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

                  Statement of Additional Information Page 87
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

                            STATEMENT OF OPERATIONS

                      For the year ended December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                      <C>            <C>
Investment income: (Note 1)
  Dividends (net of foreign withholding tax of $728,778)..............................................  $   8,229,939
  Interest............................................................................................      2,759,460
                                                                                                        -------------
  Total investment income.............................................................................     10,989,399
                                                                                                        -------------
Expenses:
  Investment management and administration fees (Note 2)..............................................      5,563,245
  Service and distribution expenses: (Note 2)
    Class A............................................................................  $   1,615,636
    Class B............................................................................      1,108,574      2,724,210
                                                                                         -------------
  Transfer agent fees (Note 2)........................................................................      1,510,823
  Custodian fees (Note 1).............................................................................      1,175,408
  Printing and postage expenses.......................................................................        113,910
  Registration fees...................................................................................        112,796
  Professional fees...................................................................................         94,526
  Trustees' fees and expenses (Note 2)................................................................         14,227
                                                                                                        -------------
  Total expenses before expense reductions............................................................     11,309,145
    Expense reductions (Note 1).......................................................................       (291,126)
                                                                                                        -------------
  Total net expenses..................................................................................     11,018,019
                                                                                                        -------------
Net investment loss...................................................................................        (28,620)
                                                                                                        -------------
Net realized and unrealized gain (loss) on investments and foreign currencies: (Note 1)
Net realized gain on investments.......................................................      9,868,860
Net realized gain on foreign currency transactions.....................................      2,345,528
                                                                                         -------------
Net realized gain......................................................................                    12,214,388
Net change in unrealized depreciation on translation of dividends and dividend
 withholding tax reclaims receivable, interest receivable, securities purchased and
 sold, foreign currency, and forward foreign currency contracts........................         25,326
Net change in unrealized appreciation of investments...................................   (129,412,169)
                                                                                         -------------
Net unrealized depreciation...........................................................................   (129,386,843)
                                                                                                        -------------
Net realized and unrealized loss on investments and foreign currencies................................   (117,172,455)
                                                                                                        -------------
Net decrease in net assets resulting from operations..................................................  $(117,201,075)
                                                                                                        -------------
                                                                                                        -------------
</TABLE>

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

                  Statement of Additional Information Page 88
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

                      STATEMENTS OF CHANGES IN NET ASSETS

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 YEAR ENDED          YEAR ENDED
                                                                                             DECEMBER 31, 1994   DECEMBER 31, 1993
                                                                                             ------------------  ------------------
<S>                                                                                          <C>                 <C>
Increase (decrease) in net assets
Operations:
  Net investment loss......................................................................
                                                                                              $        (28,620)   $     (1,072,288)
  Net realized gain on investments, options, futures, and forward foreign currency
   transactions............................................................................
                                                                                                    12,214,388          50,199,220
  Net change in unrealized appreciation (depreciation) on translation of dividends and
   dividend withholding tax reclaims receivable, interest receivable, securities purchased
   and sold, foreign currency, and forward foreign currency contracts......................
                                                                                                        25,326              16,302
  Net change in unrealized appreciation (depreciation) of investments......................
                                                                                                  (129,412,169)        142,646,599
                                                                                             ------------------  ------------------
  Net increase (decrease) in net assets resulting from operations..........................
                                                                                                  (117,201,075)        191,789,833
                                                                                             ------------------  ------------------
Class A:+
Distributions to shareholders from: (Note 1)
  Net investment income....................................................................
                                                                                                      (202,019)          --
  Net realized gain on investments.........................................................
                                                                                                   (18,250,328)        (19,333,572)
  In excess of net realized gain on investments............................................
                                                                                                    (2,341,796)          --
Class B:++
Distributions to shareholders from: (Note 1)
  Net realized gain on investments.........................................................
                                                                                                    (5,228,855)         (2,490,704)
  In excess of net realized gain on investments............................................
                                                                                                      (670,942)          --
Capital share transactions: (Note 4)
  Increase from capital shares sold and reinvested.........................................
                                                                                                 1,372,467,962         667,812,844
  Decrease from capital shares repurchased.................................................
                                                                                                (1,274,742,064)       (548,176,350)
                                                                                             ------------------  ------------------
Net increase from capital share transactions...............................................
                                                                                                    97,725,898         119,636,494
                                                                                             ------------------  ------------------
Total increase (decrease) in net assets....................................................
                                                                                                   (46,169,117)        289,602,051
Net assets:
  Beginning of year........................................................................
                                                                                                   571,020,078         281,418,027
                                                                                             ------------------  ------------------
  End of year..............................................................................
                                                                                              $    524,850,961    $    571,020,078
                                                                                             ------------------
                                                                                             ------------------  ------------------
                                                                                                                 ------------------
<FN>
- ----------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
</TABLE>

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

                  Statement of Additional Information Page 89
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

                              FINANCIAL HIGHLIGHTS

- --------------------------------------------------------------------------------

Contained below is per share operating performance data for a share outstanding,
total investment return, ratios and supplemental data. This information has been
derived from information provided in the financial statements.
<TABLE>
<CAPTION>
                                                                               CLASS A+
                                                    --------------------------------------------------------------
<S>                                                 <C>          <C>          <C>          <C>          <C>
                                                                       YEAR ENDED DECEMBER 31,
                                                    --------------------------------------------------------------
                                                       1994         1993         1992         1991         1990
                                                    ----------   ----------   ----------   ----------   ----------
Per Share Operating Performance:
Net asset value, beginning of period..............       $15.86       $10.31       $11.30       $10.57       $12.61
                                                    ----------   ----------   ----------   ----------   ----------
Net investment income (loss)......................         0.02        (0.03)        0.07         0.11         0.13
Net realized and unrealized gain (loss) on
  investments.....................................        (3.15)        6.23        (0.97)        1.25        (1.51)
                                                    ----------   ----------   ----------   ----------   ----------
Net increase (decrease) from investment
  operations......................................        (3.13)        6.20        (0.90)        1.36        (1.38)
                                                    ----------   ----------   ----------   ----------   ----------
Distributions to shareholders from:
  Net investment income...........................        (0.01)       (0.00)       (0.06)       (0.08)       (0.12)
  Net realized gain on investments................        (0.55)       (0.65)       (0.03)       (0.55)       (0.54)
  In excess of net realized gain on investments...        (0.07)    --           --           --           --
                                                    ----------   ----------   ----------   ----------   ----------
    Total distributions...........................        (0.63)       (0.65)       (0.09)       (0.63)       (0.66)
                                                    ----------   ----------   ----------   ----------   ----------
Net asset value, end of period....................       $12.10       $15.86       $10.31       $11.30       $10.57
                                                    ----------   ----------   ----------   ----------   ----------
                                                    ----------   ----------   ----------   ----------   ----------
Total investment return (c).......................    (19.73)%       60.6%        (8.0)%       13.1%       (11.0)%
                                                    ----------   ----------   ----------   ----------   ----------
                                                    ----------   ----------   ----------   ----------   ----------

Ratios and supplemental data:
Net assets, end of period (in 000's)..............  $404,680     $498,898     $281,418     $333,800     $234,793
Ratio of net investment income (loss) to average
  net assets......................................      0.11%        (0.3)%        0.6%         1.0%         1.1%
Ratio of expenses to average net assets...........      1.81%         1.9%         2.0%         2.0%         2.1%
Portfolio turnover rate+++........................        87%         117%          72%          85%          75%

<CAPTION>
                                                            CLASS B++
                                                    -------------------------
<S>                                                 <C>          <C>
                                                                   APRIL 1,
                                                                     1993
                                                                      TO
                                                                 DECEMBER 31,
                                                       1994          1993
                                                    ----------   ------------
Per Share Operating Performance:
Net asset value, beginning of period..............       $15.79       $11.27
                                                    ----------   ------------
Net investment income (loss)......................        (0.06)       (0.10)
Net realized and unrealized gain (loss) on
  investments.....................................        (3.15)        5.27
                                                    ----------   ------------
Net increase (decrease) from investment
  operations......................................        (3.21)        5.17
                                                    ----------   ------------
Distributions to shareholders from:
  Net investment income...........................        (0.00)       (0.00)
  Net realized gain on investments................        (0.55)       (0.65)
  In excess of net realized gain on investments...        (0.07)    --
                                                    ----------   ------------
    Total distributions...........................        (0.62)       (0.65)
                                                    ----------   ------------
Net asset value, end of period....................       $11.96       $15.79
                                                    ----------   ------------
                                                    ----------   ------------
Total investment return (c).......................    (20.30)%       46.3%(a)
                                                    ----------   ------------
                                                    ----------   ------------
Ratios and supplemental data:
Net assets, end of period (in 000's)..............  $120,171      $72,122
Ratio of net investment income (loss) to average
  net assets......................................     (0.54)%       (0.9)%(b)
Ratio of expenses to average net assets...........      2.46%         2.5%(b)
Portfolio turnover rate+++........................        87%         117%
<FN>
- ------------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
+++  Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
(a)  Not annualized.
(b)  Annualized.
(c)  Total investment return does not include sales charges.
</TABLE>

                  Statement of Additional Information Page 90
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

                                    NOTES TO
                              FINANCIAL STATEMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES
G.T. Global New Pacific Growth Fund ("Fund") is a separate series of G.T. Global
Growth Series ("Company"). The Company is organized as a Massachusetts business
trust and is registered under the Investment Company Act of 1940, as amended
("1940 Act"), as a diversified, open-end management investment company. The
Company has six series of shares of beneficial interest outstanding, each series
corresponding to a distinct portfolio of investments. The following is a summary
of significant accounting policies consistently followed by the Fund in the
preparation of the financial statements. The policies are in conformity with
generally accepted accounting principles.

(A)  PORTFOLIO VALUATION
The Fund calculates the net asset value of and completes orders to purchase,
exchange or repurchase Fund shares on each business day, with the exception of
those days on which the New York Stock Exchange is closed.

Securities traded on stock exchanges are valued at the last quoted sales price
on the exchange on which such securities are traded or, on the principal
over-the-counter market, as of the close of business on the day the securities
are being valued or, lacking any sales, at the last available bid price. In
cases where securities are traded on more than one exchange, the securities are
valued on the exchange determined by G.T. Capital Management Inc. ("G.T.
Capital") to be the primary market.

Fixed income securities are valued at the mean of representative quoted bid and
ask prices for such investments or, if such prices are not available, at prices
for securities of comparative maturity, quality and type. However, when G.T.
Capital deems it appropriate, prices obtained for the day of valuation from a
bond pricing service will be used. Short-term investments with a maturity of 60
days or less are valued at amortized cost, adjusted for foreign exchange
translation and market fluctuation, if any.

Investments for which market quotations are not readily available (including
restricted securities which are subject to limitations on their sale) are valued
at fair value as determined in good faith by or under the direction of the
Company's Board of Trustees.

Portfolio securities which are primarily traded on foreign exchanges are
generally valued at the preceding closing values of such securities on their
respective exchanges, and those values are then translated into U.S. dollars at
the current exchange rate, except that when an occurrence subsequent to the time
a value was so established is likely to have materially changed such value, then
the fair value of those securities will be determined by consideration of other
factors by or under the direction of the Company's Board of Trustees.

(B)  FOREIGN CURRENCY TRANSLATION
The accounting records of the Fund are maintained in U.S. dollars. The market
values of foreign securities, currency holdings, other assets and liabilities
are recorded in the books and records of the Fund after translation to U.S.
dollars based on the exchange rates on that day. The cost of each security is
determined using historical exchange rates. Income and withholding taxes are
translated at prevailing exchange rates when earned or incurred.

As of January 1, 1994, the Fund adopted Statement of Position 93-4: "Foreign
Currency Accounting and Financial Statement Presentation for Investment
Companies." As permitted under the SOP, the Fund does not isolate that portion
of the results of operations resulting from changes in foreign exchange rates on
investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and
unrealized gain or loss from investments.

Reported net realized foreign exchange gains and losses arise from sales and
maturities of forward foreign currency contracts, sales of foreign currencies,
currency gains or losses realized between the trade and settlement dates on
securities transactions, the difference between the amount of dividends,
interest, and foreign withholding taxes recorded on the Fund's books, and the
U.S. dollar equivalent of the amounts actually received or paid. Net unrealized
foreign exchange gains or losses arise from changes in the value of assets and
liabilities other than investments in securities at fiscal year end, resulting
from changes in exchange rates.

Certain 1993 amounts have been reclassified for consistency in financial
statement presentation.

                  Statement of Additional Information Page 91
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

(C)  REPURCHASE AGREEMENTS
With respect to repurchase agreements entered into by the Fund, it is the Fund's
policy to always receive, as collateral, U.S. government securities or other
high quality debt securities of which the value,
including accrued interest, is at least equal to the amount to be paid to the
Fund under each agreement at its maturity.

(D)  FORWARD FOREIGN CURRENCY CONTRACTS
A forward foreign currency contract ("Forward") is an agreement between two
parties to buy and sell a currency at a set price on a future date. The market
value of the Forward fluctuates with changes in currency exchange rates. The
Forward is marked-to-market daily and the change in market value is recorded by
the Fund as an unrealized gain or loss. When the Forward is closed, the Fund
records a realized gain or loss equal to the difference between the value at the
time it was opened and the value at the time it was closed. The Fund could be
exposed to risk if a counterparty is unable to meet the terms of a contract or
if the value of the currency changes unfavorably. The Fund may enter into
Forwards in connection with planned purchases or sales of securities or to hedge
the value of portfolio securities denominated in a foreign currency.

(E) OPTION ACCOUNTING PRINCIPLES
When the Fund writes a call or put option, an amount equal to the premium
received is included in the Fund's "Statement of Assets and Liabilities" as an
asset and an equivalent liability. The amount of the liability is subsequently
marked-to-market to reflect the current market value of the option. The current
market value of an option listed on a traded exchange is valued at its last
settlement price, or in the case of an over-the-counter option is valued at the
bid price obtained from a broker. If an option expires on its stipulated
expiration date or if the Fund enters into a closing purchase transaction, a
gain or loss is realized without regard to any unrealized gain or loss on the
underlying security, and the liability related to such option is extinguished.
If a written call option is exercised, a gain or loss is realized from the sale
of the underlying security and the proceeds of the sale are increased by the
premium originally received. If a written put option is exercised, the cost of
the underlying security purchased would be decreased by the premium originally
received. The Fund can write options only on a covered basis, which for a call
requires that the Fund hold the underlying security, and for a put requires the
Fund to set aside cash, U.S. government securities or other liquid, high grade
debt securities in an amount not less than the exercise price or otherwise
provide adequate cover at all times while the put option is outstanding. The
Fund uses options in order to manage its exposure to currency levels or interest
rates.

The premium paid by the Fund for the purchase of a call or put option is
included in the Fund's "Statement of Assets and Liabilities" as an investment
and subsequently "marked-to-market" to reflect the current market value of the
option. If an option which the Fund has purchased expires on the stipulated
expiration date, the Fund realizes a loss in the amount of the cost of the
option. If the Fund enters into a closing sale transaction, the Fund realizes a
gain or loss, depending on whether proceeds from the closing sale transaction
are greater or less than the cost of the option. If the Fund exercises a call
option, the cost of the securities acquired by exercising the call is increased
by the premium paid to buy the call. If the Fund exercises a put option, it
realizes a gain or loss from the sale of the underlying security, and the
proceeds from such sale are decreased by the premium originally paid.

The risk associated with purchasing options is limited to the premium originally
paid. The risk in writing a call option is that the Fund may forego the
opportunity of profit if the market value of the underlying security or index
increases and the option is exercised. The risk in writing a put option is that
the Fund may incur a loss if the market value of the underlying security or
index decreases and the option is exercised. In addition, there is the risk the
Fund may not be able to enter into a closing transaction because of an illiquid
secondary market.

(F) FUTURES CONTRACTS
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract the
Fund is required to pledge to the broker an amount of cash or securities equal
to the minimum "initial margin" requirements of the exchange on which the
contract is traded. Pursuant to the contract, the Fund agrees to receive from or
pay to the broker an amount of cash equal to the daily fluctuation in value of
the contract. Such receipts or payments are known as "variation margin" and are
recorded by the Fund as unrealized gains or losses. When the contract is closed,
the Fund records a realized gain or loss equal to the difference between the
value of the contract at the time it was opened and the value at the time it was
closed. The potential risk to the Fund is that the change in value of the
underlying securities may not correlate to the change in value of the contracts.

(G) SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME
Security transactions are accounted for on the trade date (date the order to buy
or sell is executed). The

                  Statement of Additional Information Page 92
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND
cost of securities sold is determined on an identified cost basis. Dividends are
recorded on the ex-dividend date. Interest income is recorded on the accrual
basis. Where a high level of uncertainty exists as to its collection, income is
recorded net of all withholding tax with any rebate recorded when received. The
Fund may trade securities on other than normal settlement terms. This may
increase the risk if the other party to the transaction fails to deliver and
causes the Fund to subsequently invest at less advantageous prices.

(H)  PORTFOLIO SECURITIES LOANED
At December 31, 1994, stocks with an aggregate value of approximately
$36,020,059 were on loan to brokers. The loans were secured by cash collateral
of $38,153,886, received by the Fund. Cash collateral is received by the Fund
against loaned securities in an amount at least equal to 105% of the market
value of the loaned securities at the inception of each loan. This collateral
must be maintained at not less than 103% of the market value of the loaned
securities during the period of the loan. For the year ended December 31, 1994,
the Fund received fees of $291,126 which were used to reduce custodian fees.

(I)  TAXES
It is the policy of the Fund to meet the requirements for qualification as a
"regulated investment company" under the Internal Revenue Code of 1986, as
amended ("Code"). It is also the intention of the Fund to make distributions
sufficient to avoid imposition of any excise tax under Section 4982 of the Code.
Therefore, no provision has been made for Federal taxes on income, capital
gains, or unrealized appreciation of securities held, or excise tax on income
and capital gains.

(J)  DISTRIBUTIONS TO SHAREHOLDERS
Distributions to shareholders are recorded by the Fund on the ex-date. Income
and capital gain distributions are determined in accordance with Federal income
tax regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments of income and gains
on various investment securities held by the Fund and timing differences.

(K)  FOREIGN SECURITIES
There are certain additional considerations and risks associated with investing
in foreign securities and currency transactions that are not inherent with
investments of domestic origin. These risks of investing in foreign markets may
include foreign currency exchange rate fluctuations, perceived credit risk,
adverse political and economic developments and possible adverse foreign
government intervention.

(L)  RESTRICTED SECURITIES
The Fund is permitted to invest in privately placed restricted securities. These
securities may be resold in transactions exempt from registration or to the
public if the securities are registered. Disposal of these securities may
involve time-consuming negotiations and expense, and prompt sale at an
acceptable price may be difficult.

2. RELATED PARTIES
G.T. Capital is the Fund's investment manager and
administrator. The Fund pays investment management and administration fees at
the following annualized rates: 0.975% on the first $500 million of average
daily net assets on the Fund; 0.95% on the next $500 million; 0.925% on the next
$500 million and 0.90% on amounts thereafter. These fees are computed daily and
paid monthly, and are subject to reduction in any year to the extent that the
Fund's expenses (exclusive of brokerage commissions, taxes, interest,
distribution-related expenses and extraordinary expenses) exceed the most
stringent limits prescribed by the laws or regulations of any state in which the
Fund's shares are offered for sale, based on the average total net asset value
of the Fund.

G.T. Global Financial Services, Inc. ("G.T. Global"), an affiliate of G.T.
Capital, serves as the Fund's distributor. The Fund offers Class A shares and
Class B shares for purchase.

Class A shares are subject to initial sales charges imposed at the time of
purchase, in accordance with the schedule included in the Fund's current
prospectus. G.T. Global collects the sales charges imposed on sales of Class A
shares, and reallows a portion of such charges to dealers through which the
sales are made. For the year ended December 31, 1994, G.T. Global retained
$260,474 of such sales charges. G.T. Global also makes ongoing shareholder
servicing and trail commission payments to dealers whose clients hold Class A
shares.

Class B shares are not subject to initial sales charges. When Class B shares are
sold, G.T. Global from its own resources pays commissions to dealers through
which the sales are made. Certain redemptions of Class B shares made within six
years of purchase are subject to contingent deferred sales charges ("CDSCs"), in
accordance with the Fund's current prospectus. For the year ended December 31,
1994, G.T. Global collected CDSCs in the amount of $280,905. In addition, G.T.
Global makes ongoing shareholder servicing and trail commission payments to
dealers whose clients hold Class B shares.

Pursuant to Rule 12b-1 under the 1940 Act, the Company's Board of Trustees has
adopted separate

                  Statement of Additional Information Page 93
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND
distribution plans with respect to the Fund's Class A shares ("Class A Plan")
and Class B shares ("Class B Plan"), pursuant to which the Fund reimburses G.T.
Global for a portion of its shareholder servicing and distribution expenses.
Under the Class A Plan, the Fund may pay G.T. Global a service fee at the
annualized rate of up to 0.25% of the average daily net assets of the Fund's
Class A shares for its expenditures incurred in servicing and maintaining
shareholder accounts, and may pay G.T. Global a distribution fee at the
annualized rate of up to 0.35% of the average daily net assets of the Fund's
Class A shares, less any amounts paid by the Fund as the aforementioned service
fee, for its expenditures incurred in providing services as distributor. All
expenses for which G.T. Global is reimbursed under the Class A Plan will have
been incurred within one year of such reimbursement.

Pursuant to the Fund's Class B Plan, the Fund may pay G.T. Global a service fee
at the annualized rate of up to 0.25% of the average daily net assets of the
Fund's Class B shares for its expenditures incurred in servicing and maintaining
shareholder accounts, and may pay G.T. Global a distribution fee at the
annualized rate of up to 0.75% of the average daily net assets of the Fund's
Class B shares for its expenditures incurred in providing services as
distributor. Expenses incurred under the Class B Plan in excess of 1.00%
annually may be carried forward for reimbursement in subsequent years as long as
that Plan continues in effect.

G.T. Capital and G.T. Global have voluntarily undertaken to limit the Fund's
expenses (exclusive of brokerage commissions, taxes, interest and extraordinary
items) to the maximum annual level of 2.25% and 2.90% of the average daily net
assets of the Fund's Class A and Class B shares, respectively. If necessary,
this limitation will be effected by waivers by G.T. Capital of investment
management and administration fees, waivers by G.T. Global of payments under the
Class A Plan and/or Class B Plan and/or reimbursements by G.T. Capital or G.T.
Global of portions of the Fund's other operating expenses.

G.T. Global Investor Services, Inc. ("G.T. Services"), an affiliate of G.T.
Capital and G.T. Global, is the transfer agent of the Fund.

The Company pays each of its Trustees who is not an employee, officer or
director of G.T. Capital, G.T. Global or G.T. Services $5,000 per year plus $300
for each meeting of the board or any committee thereof attended by the Trustee.

3. PURCHASES AND SALES OF SECURITIES
For the year ended December 31, 1994, purchases and sales of investment
securities by the Fund, other than U.S. government obligations and short-term
investments, aggregated $531,800,983 and $444,840,237, respectively. There were
no purchases or sales of U.S. government obligations during the year.

                  Statement of Additional Information Page 94
<PAGE>
                      G.T. GLOBAL NEW PACIFIC GROWTH FUND

4. CAPITAL SHARES
At December 31, 1994, there were an unlimited number of shares of beneficial
interest authorized, at no par value. Transactions in capital shares of the Fund
were as follows:

                           CAPITAL SHARE TRANSACTIONS
<TABLE>
<CAPTION>
                                                                                   YEAR ENDED                   YEAR ENDED
                                                                               DECEMBER 31, 1994            DECEMBER 31, 1993
                                                                          ----------------------------  --------------------------
CLASS A                                                                     SHARES         AMOUNT         SHARES        AMOUNT
                                                                          -----------  ---------------  -----------  -------------
<S>                                                                       <C>          <C>              <C>          <C>
Shares sold.............................................................   75,474,666  $ 1,050,741,703   45,708,317  $ 580,807,068
Shares issued in connection with reinvestment of distributions..........    1,507,455       18,168,232    1,128,287     16,653,064
                                                                          -----------  ---------------  -----------  -------------
                                                                           76,982,121    1,068,909,935   46,836,604    597,460,132
Shares repurchased......................................................  (75,002,452)  (1,047,474,403) (42,668,167)  (539,777,327)
                                                                          -----------  ---------------  -----------  -------------
Net increase............................................................    1,979,669  $    21,435,532    4,168,437  $  57,682,805
                                                                          -----------  ---------------  -----------  -------------
                                                                          -----------  ---------------  -----------  -------------

<CAPTION>

                                                                                                              APRIL 1, 1993
                                                                                   YEAR ENDED                       TO
                                                                               DECEMBER 31, 1994            DECEMBER 31, 1993
                                                                          ----------------------------  --------------------------
CLASS B                                                                     SHARES         AMOUNT         SHARES        AMOUNT
                                                                          -----------  ---------------  -----------  -------------
<S>                                                                       <C>          <C>              <C>          <C>
Shares sold.............................................................   21,680,848  $   298,469,013    5,008,493  $  68,230,701
Shares issued in connection with reinvestment of distributions..........      427,074        5,089,014      144,354      2,122,010
                                                                          -----------  ---------------  -----------  -------------
                                                                           22,107,922      303,558,027    5,152,847     70,352,711
Shares repurchased......................................................  (16,628,905)    (227,267,661)    (584,212)    (8,399,022)
                                                                          -----------  ---------------  -----------  -------------
Net increase............................................................    5,479,017  $    76,290,366    4,568,635  $  61,953,689
                                                                          -----------  ---------------  -----------  -------------
                                                                          -----------  ---------------  -----------  -------------
</TABLE>

- --------------

FEDERAL TAX INFORMATION (UNAUDITED):
Pursuant to Section 852 of the Internal Revenue Code, the Fund designates
$24,723,218 as capital gain dividends for the taxable year ended December 31,
1994.

Pursuant to Section 853 of the Internal Revenue Code, the Fund designates
$728,778 of foreign taxes paid and $8,352,383 of gross income earned from
foreign sources in the taxable year ended December 31, 1994.

                  Statement of Additional Information Page 95
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND

                                   REPORT OF
                            INDEPENDENT ACCOUNTANTS

- --------------------------------------------------------------------------------

ANNUAL REPORT

To the Shareholders and Board of Trustees of
G.T. Global Growth Series:

We have audited the accompanying statement of assets and liabilities of G.T.
Global Europe Growth Fund, one of the funds organized as a series of G.T. Global
Growth Series, including the schedule of portfolio investments, as of December
31, 1994, and the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years in the period then
ended and the financial highlights for each of the three years in the period
then ended. These financial statements and the financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and the financial highlights based on our
audits. The financial highlights for each of the two years in the period ended
December 31, 1991 were audited by other auditors whose report dated January 31,
1992 expressed an unqualified opinion on such financial highlights.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and the financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1994 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and the financial highlights referred
to above present fairly, in all material respects, the financial position of
G.T. Global Europe Growth Fund as of December 31, 1994, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended and the financial highlights for each of
the three years in the period then ended, in conformity with generally accepted
accounting principles.
                                                        COOPERS & LYBRAND L.L.P.

BOSTON, MASSACHUSETTS
FEBRUARY 10, 1995

                  Statement of Additional Information Page 96
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND

                            PORTFOLIO OF INVESTMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments             Ctry         Shares          Value        Assets(a)
<S>                  <C>          <C>            <C>             <C>
- -----------------------------------------------------------------------------
Finance (23.8%)
- -----------------------------------------------
Skandia Forsakrings
 AB - Free                 SWDN       1,270,100     $21,974,048         3.0
  INSURANCE - MULTI-LINE
Swiss Reinsurance
 Co. (Regis-
 tered) (b)           SWTZ               29,300      17,667,329          2.4
  INSURANCE - MULTI-LINE
Warburg (SG) Group
 PLC                  UK              1,626,000      17,619,668          2.4
  INVESTMENT MANAGEMENT
National
 Westminster Bank
 PLC                  UK              1,978,750      15,895,690          2.2
  BANKS - MONEY CENTER
Barclays PLC          UK              1,650,000      15,786,878          2.2
  BANKS - MONEY CENTER
Assicurazioni
 Generali S.P.A.      ITLY              668,000      15,726,134          2.2
  INSURANCE - MULTI-LINE
Bank of Ireland       IRL             2,800,000      13,153,774          1.8
  BANKS - MONEY CENTER
Banco Central
 Hispano-
 Americano S.A.       SPN               525,000      12,571,266          1.7
  BANKS - MONEY CENTER
Banco
 InterContinental
 Espanol              SPN               134,000      11,092,816          1.5
  BANKS - MONEY CENTER
M & G Group PLC       UK                600,000       9,179,455          1.3
  INVESTMENT MANAGEMENT
Singer &
 Friedlander          UK              6,250,000       8,318,979          1.1
  INVESTMENT MANAGEMENT
Provident Financial
 PLC                  UK                900,000       7,638,584          1.0
  INSURANCE - MULTI-LINE
Axa (Ex-Cie Du
 Midi)                FR                158,503       7,344,066          1.0
  INSURANCE - MULTI-LINE
                                                 --------------
                                                    173,968,687
                                                 --------------
Services (18.3%)
- -----------------------------------------------
Telecom Italia
 S.P.A. (b)           ITLY            7,000,000      18,228,942          2.5
  TELEPHONE NETWORKS
Lufthansa (b)         GER               132,900      16,733,712          2.3
  TRANSPORTATION - AIRLINES

<CAPTION>
Equity                                               Market        % of Net
Investments             Ctry         Shares          Value        Assets(a)
<S>                  <C>          <C>            <C>             <C>
- -----------------------------------------------------------------------------
Compass Group PLC            UK       2,739,544     $14,457,036         2.0
  RESTAURANTS
Tele Danmark AS "B"         DEN         264,287      13,430,587         1.8
  TELEPHONE NETWORKS
Costa Crociere
 S.P.A.               ITLY            5,330,700      12,829,207          1.8
  LEISURE & TOURISM
Granada Group PLC     UK              1,390,000      11,144,378          1.5
  LEISURE & TOURISM
Great Universal
 Stores PLC           UK              1,238,000      10,546,070          1.5
  RETAILERS-OTHER
Prosegur, Compania
 de Seguridad S.A.
 (Registered)         SPN               436,589       8,297,016          1.1
  BUSINESS & PUBLIC SERVICES
Cortefiel SA          SPN               256,000       7,686,811          1.1
  RETAILERS-APPAREL
Royal PTT Nederland
 N.V.                 NETH              225,000       7,584,707          1.0
  TELEPHONE NETWORKS
British Sky
 Broadcasting (b)     UK              1,238,600       4,965,262          0.7
  CABLE TELEVISION
Bergesen
 DY AS "B" N.V.       NOR               134,400       3,261,074          0.5
  TRANSPORTATION - SHIPPING
EffJohn OY-A Free
 (b)                  FIN               290,000       3,248,441          0.4
  TRANSPORTATION - SHIPPING
Hagemeyer N.V.        NETH               11,100         904,706          0.1
  WHOLESALE & INTERNATIONAL TRADE
                                                 --------------
                                                    133,317,949
                                                 --------------
Materials/Basic Industries (16.6%)
- -----------------------------------------------
British Steel PLC     UK              6,347,500      15,307,156          2.1
  METALS - STEEL
Imperial Chemical
 Industries PLC       UK              1,300,000      15,237,238          2.1
  CHEMICALS
SSAB Svenskt Stal
 AB (Free):           SWDN                   --              --          1.8
  METALS - STEEL
  "A"                 --                234,000      10,239,252           --
  "B"                 --                 71,000       3,106,782           --
DSM N.V.              NETH              153,800      12,221,401          1.7
  CHEMICALS
</TABLE>

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

                  Statement of Additional Information Page 97
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND
<TABLE>
<CAPTION>
Equity                                               Market        % of Net
Investments             Ctry         Shares          Value        Assets(a)
- -----------------------------------------------------------------------------
<S>                  <C>          <C>            <C>             <C>
Koninklijke
 Nederlandsche
 Hoogovens en
 Staalfabrieken
 N.V. (b)                  NETH         265,800     $12,069,287         1.7
  METALS - STEEL
Glynwed Inter-
 national PLC                UK       2,025,000      10,622,847         1.5
  METALS - STEEL
RTZ Corporation PLC
 (Registered) (b)     UK                800,374      10,377,539          1.4
  METALS - NON-FERROUS
Meyer Inter-
 national PLC         UK              1,793,000      10,023,505          1.4
  BUILDING MATERIALS & COMPONENTS
Castorama Dubois
 Investisse           FR                 70,693       8,830,833          1.2
  BUILDING MATERIALS & COMPONENTS
Tarmac PLC            UK              4,700,000       8,795,020          1.2
  BUILDING MATERIALS & COMPONENTS
Construcciones y
 Auxiliar de
 Ferrocarriles S.A.
 (CAF)                SPN                73,300       3,956,138          0.5
  BUILDING MATERIALS & COMPONENTS
                                                 --------------
                                                    120,786,998
                                                 --------------
Consumer Durables (10.4%)
- -----------------------------------------------
Volkswagen AG         GER                76,400      21,015,303          2.9
  AUTOMOBILES
Bayerische Motoren
 Werke (BMW) AG       GER                39,970      19,769,497          2.7
  AUTOMOBILES
Lucas Industries
 PLC                  UK              5,500,000      17,741,935          2.4
  AUTO PARTS
Volvo AB-B Free       SWDN              464,000       8,746,112          1.2
  AUTOMOBILES
Arbonia Forster
 Holding (Bearer)     SWTZ                4,160       4,641,651          0.6
  APPLIANCES & HOUSEHOLD DURABLES
Porsche AG (Non-
 voting Preferred)    GER                10,000       4,355,266          0.6
  AUTOMOBILES
                                                 --------------
                                                     76,269,764
                                                 --------------
Broadcasting & Publishing (9.0%)
- -----------------------------------------------
Pearson PLC           UK              2,065,000      18,011,352          2.5
Reuters Holdings
 PLC                  UK              2,095,000      15,353,273          2.1
Elsevier N.V.         NETH            1,450,000      15,123,315          2.1
EMAP PLC              UK              1,093,000       6,811,995          0.9
Societe Television
 Francaise 1          FR                 62,002       5,622,506          0.8
Euro RSCG
 Worldwide, S.A.      FR                 40,461       4,167,722          0.6
                                                 --------------
                                                     65,090,163
                                                 --------------
<CAPTION>
Equity                                               Market        % of Net
Investments             Ctry         Shares          Value        Assets(a)
<S>                  <C>          <C>            <C>             <C>
- -----------------------------------------------------------------------------
Multi-Industry/Miscellaneous (8.8%)
- -----------------------------------------------
Tomkins PLC                  UK       5,000,000     $17,107,736         2.4
  CONGLOMERATE
Hanson PLC            UK              4,225,000      15,283,041          2.1
  CONGLOMERATE
BTR PLC               UK              3,165,487      14,573,335          2.0
  CONGLOMERATE
Veba AG               GER                25,000       8,716,988          1.2
  CONGLOMERATE
Wassall (J.W.) PLC    UK              1,857,500       8,260,727          1.1
  CONGLOMERATE
                                                 --------------
                                                     63,941,827
                                                 --------------
Capital Goods (6.0%)
- -----------------------------------------------
Sandvik AB-B Free     SWDN              615,000       9,894,915          1.4
  MACHINE TOOLS
Nokia AB
 (Preferred)          FIN                57,100       8,423,502          1.2
  TELECOM EQUIPMENT
Alcatel Alsthom       FR                 94,300       8,053,338          1.1
  TELECOM EQUIPMENT
Krones AG
 (Preferred)          GER                 8,708       4,891,819          0.7
  MACHINE TOOLS
Weir Group PLC        UK                950,000       4,195,114          0.6
  MACHINERY & ENGINEERING
Celsius Industries
 Corp. AB-B           SWDN              172,000       3,821,039          0.5
  AEROSPACE/DEFENSE
Ansaldo Transporti    ITLY            1,100,000       3,801,296          0.5
  ELECTRICAL PLANT/EQUIPMENT
                                                 --------------
                                                     43,081,023
                                                 --------------
Consumer Non-Durables (1.8%)
- -----------------------------------------------
Matthew Clark PLC     UK                948,600       7,902,524          1.1
  BEVERAGES - ALCOHOLIC
Bic                   FR                 40,700       5,114,655          0.7
  OTHER CONSUMER GOODS
                                                 --------------
                                                     13,017,179
                                                 --------------
Health Care (1.1%)
- -----------------------------------------------
Medeva PLC            UK              3,000,000       7,704,353          1.1
  PHARMACEUTICALS
                                                 --------------
                                                      7,704,353
                                                 --------------
Energy (0.4%)
- -----------------------------------------------
RJB Mining PLC        UK                611,640       3,198,994          0.4
  COAL
                                                 --------------
                                                      3,198,994
                                                 --------------
Technology (0.4%)
- -----------------------------------------------
Benefon OY (b)        FIN                 9,620       3,151,432          0.4
  TELECOM TECHNOLOGY
                                                 --------------
                                                      3,151,432
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Equity Investments
 (cost $668,890,276)...........................     703,528,369         96.6
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
</TABLE>

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

                  Statement of Additional Information Page 98
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND
<TABLE>
<CAPTION>
                                     No. of          Market        % of Net
Warrants (0.1)%         Ctry        Warrants         Value        Assets(a)
- -----------------------------------------------------------------------------
<S>                  <C>          <C>            <C>             <C>
Costa Crociere
 S.P.A. expires
 11/30/99 (b)              ITLY       1,693,510        $464,736         0.1
  LEISURE & TOURISM
Swiss Reinsurance
 Co. "B" expires
 6/30/95 (b)          SWTZ               18,192         166,835          0.0
  INSURANCE - MULTI-LINE
<CAPTION>
                                     No. of          Market        % of Net
Warrants                Ctry        Warrants         Value        Assets(a)
<S>                  <C>          <C>            <C>             <C>
- -----------------------------------------------------------------------------

BTR PLC expires
 11/26/98 (b)                UK               1              $1         0.0
  CONGLOMERATE
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Warrants (cost $0).......................         631,572          0.1
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Total Investments
 (cost $668,890,276)*..........................     704,159,941         96.7
Other Assets and Liabilities...................      23,754,609          3.3
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
Net Assets.....................................    $727,914,550        100.0
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------

<FN>
- --------------------------------------------------------------------------------
(a)  Percentages indicated are based on net assets of $727,914,550.
(b)  Non-income producing security.
*    For Federal income tax purposes, cost is $672,299,411 and appreciation
     (depreciation) of securities is as follows:

           Unrealized appreciation:         $ 74,913,111
           Unrealized depreciation:          (43,052,581)
                                            ------------
           Net unrealized appreciation:     $ 31,860,530
                                            ------------
                                            ------------
</TABLE>

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

The Fund's Portfolio of Investments at December 31, 1994, was concentrated in
the following countries:

<TABLE>
<CAPTION>
                                                   % of Net Assets(a)
                                 ------------------------------------------------------
                                                               Short-Term
Country                            Equity       Warrants         & Other        Total
- -------------------------------  -----------  -------------  ---------------  ---------
<S>                              <C>          <C>            <C>              <C>
Denmark........................         1.8                                         1.8
Finland........................         2.0                                         2.0
France.........................         5.4                                         5.4
Germany........................        10.4                                        10.4
Ireland........................         1.8                                         1.8
Italy..........................         7.0           0.1                           7.1
Netherlands....................         6.6                                         6.6
Norway.........................         0.5                                         0.5
Spain..........................         5.9                                         5.9
Sweden.........................         7.9                                         7.9
Switzerland....................         3.0                                         3.0
United Kingdom.................        44.3                                        44.3
United States..................                                       3.3           3.3
                                                       --              --
                                        ---                                   ---------
Total..........................        96.6           0.1             3.3         100.0
                                                       --              --
                                                       --              --
                                        ---                                   ---------
                                        ---                                   ---------
<FN>
- ----------------
(a)  Percentages are based on net assets of $727,914,550.
</TABLE>

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

                  Statement of Additional Information Page 99
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND

                            STATEMENT OF OPERATIONS

                      For the year ended December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                        <C>           <C>
Investment income (Note 1):
  Dividends (net of foreign withholding tax of $3,225,473).............................................  $ 19,482,026
  Interest.............................................................................................       799,977
                                                                                                         ------------
  Total investment income..............................................................................    20,282,003
                                                                                                         ------------
Expenses:
  Investment management and administration fees (Note 2)...............................................     8,319,087
  Service and distribution expenses: (Note 2)
    Class A..............................................................................  $  2,748,240
    Class B..............................................................................       773,242     3,521,482
                                                                                           ------------
  Transfer agent fees (Note 2).........................................................................     2,586,834
  Custodian fees (Note 1)..............................................................................     1,124,144
  Printing and postage expenses........................................................................       294,657
  Professional fees....................................................................................       100,492
  Registration and filing fees.........................................................................        97,903
  Trustees' fees and expenses (Note 2).................................................................        16,476
  Other................................................................................................        27,001
                                                                                                         ------------
  Total expenses before reductions.....................................................................    16,088,076
    Expense reductions (Notes 1 and 5).................................................................      (635,718)
                                                                                                         ------------
  Total net expenses...................................................................................    15,452,358
                                                                                                         ------------
Net investment income..................................................................................     4,829,645
                                                                                                         ------------
Net realized and unrealized gain (loss) on investments and foreign currencies (Note 1):
Net realized gain on investments.........................................................    61,816,736
Net realized loss on foreign currency transactions.......................................   (16,663,054)
                                                                                           ------------
Net realized gain during the period....................................................................    45,153,682
Net change in unrealized appreciation on translation of dividends and dividend
 withholding tax reclaims receivable, securities purchased and sold, foreign currency,
 and forward foreign currency contracts..................................................    (6,292,249)
Net change in unrealized appreciation of investments.....................................   (91,044,462)
                                                                                           ------------
Net unrealized depreciation during the period..........................................................   (97,336,711)
                                                                                                         ------------
Net realized and unrealized loss on investments and foreign currencies.................................   (52,183,029)
                                                                                                         ------------
Net decrease in net assets resulting from operations...................................................  $(47,353,384)
                                                                                                         ------------
                                                                                                         ------------
</TABLE>

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

                  Statement of Additional Information Page 100
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND

                      STATEMENTS OF CHANGES IN NET ASSETS

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 YEAR ENDED          YEAR ENDED
                                                                                             DECEMBER 31, 1994   DECEMBER 31, 1993
                                                                                             ------------------  ------------------
<S>                                                                                          <C>                 <C>
Increase (decrease) in net assets
Operations:
  Net investment income....................................................................
                                                                                              $      4,829,645    $      4,381,074
  Net realized gain on investments and foreign currency transactions.......................
                                                                                                    45,153,682          66,059,815
  Net change in unrealized appreciation (depreciation) on translation of dividends and
   dividend withholding tax reclaims receivable, securities purchased and sold, foreign
   currency, and forward foreign currency contracts........................................
                                                                                                    (6,292,249)         (8,083,993)
  Net change in unrealized appreciation (depreciation) of investments......................
                                                                                                   (91,044,462)        136,515,626
                                                                                             ------------------  ------------------
  Net increase (decrease) in net assets resulting from operations..........................
                                                                                                   (47,353,384)        198,872,522
                                                                                             ------------------  ------------------
Class A:+
Distributions to shareholders from: (Note 1)
  Net investment income....................................................................
                                                                                                    (3,125,751)         (4,231,520)
  In excess of net realized gain on investments............................................
                                                                                                    (8,333,619)         (1,830,576)
Class B:++
Distributions to shareholders from: (Note 1)
  Net investment income....................................................................
                                                                                                     --                   (149,554)
  In excess of net realized gain on investments............................................
                                                                                                    (1,040,571)            (64,698)
Capital share transactions: (Note 4)
  Increase from capital shares sold and reinvested.........................................
                                                                                                 1,287,884,918         584,014,629
  Decrease from capital shares repurchased.................................................
                                                                                                (1,388,865,472)       (669,469,810)
                                                                                             ------------------  ------------------
Net decrease from capital share transactions...............................................
                                                                                                  (100,980,554)        (85,455,181)
                                                                                             ------------------  ------------------
Total increase (decrease) in net assets....................................................
                                                                                                  (160,833,879)        107,140,993
Net assets:
  Beginning of year........................................................................
                                                                                                   888,748,429         781,607,436
                                                                                             ------------------  ------------------
  End of year..............................................................................
                                                                                              $    727,914,550    $    888,748,429
                                                                                             ------------------
                                                                                             ------------------  ------------------
                                                                                                                 ------------------
<FN>
- ----------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
</TABLE>

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

                  Statement of Additional Information Page 101
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND

                              FINANCIAL HIGHLIGHTS

- --------------------------------------------------------------------------------

Contained below is per share operating performance data for a share outstanding,
total investment return, ratios and supplemental data. This information has been
derived from information provided in the financial statements.
<TABLE>
<CAPTION>
                                                                            CLASS A+
                                               ------------------------------------------------------------------
                                                                    YEAR ENDED DECEMBER 31,
                                               ------------------------------------------------------------------
                                                 1994(A)       1993(A)      1992(A)        1991          1990
                                               ------------   ---------   -----------   -----------   -----------
<S>                                            <C>            <C>         <C>           <C>           <C>
Per Share Operating Performance:
Net asset value, beginning of period.........    $10.84         $ 8.51       $9.59           $9.33        $10.94
                                               ------------   ---------   -----------   -----------   -----------
Net investment income........................      0.06           0.05        0.11**          0.21          0.10
Net realized and unrealized gain (loss) on
 investments.................................     (0.69)          2.36       (1.19)           0.19         (1.71)
                                               ------------   ---------   -----------   -----------   -----------
Net increase (decrease) in net asset value
 resulting from investment operations........     (0.63)          2.41       (1.08)           0.40         (1.61)
                                               ------------   ---------   -----------   -----------   -----------
Distributions:
  Net investment income......................     (0.05)         (0.06)      (0.00)          (0.14)        (0.00)
  In excess of net investment income.........        --          (0.02)         --              --            --
  In excess of net realized gain on
   investments...............................     (0.13)            --          --              --            --
                                               ------------   ---------   -----------   -----------   -----------
      Total distributions....................     (0.18)         (0.08)      (0.00)          (0.14)        (0.00)
                                               ------------   ---------   -----------   -----------   -----------
Net asset value, end of period...............    $10.03         $10.84       $8.51           $9.59        $ 9.33
                                               ------------   ---------   -----------   -----------   -----------
                                               ------------   ---------   -----------   -----------   -----------
Total investment return (d)..................     (5.80)%         28.3%      (11.3)%           4.3%        (14.7)%
                                               ------------   ---------   -----------   -----------   -----------
                                               ------------   ---------   -----------   -----------   -----------

Ratios and supplemental data:
Net assets, end of period (in 000's).........  $646,313       $854,701    $781,607      $1,211,709    $1,428,677
Ratio of net investment income (loss) to
 average net assets..........................      0.61%           0.6%        1.2%**          1.7%          1.1%
Ratio of expenses to average net assets......      1.73%           1.9%        2.0%**          1.8%          1.9%
Ratio of expenses to average net assets
 before expense reductions...................      1.81%            --%         --%             --%           --%
Portfolio turnover rate+++...................        91%            67%         65%             55%           34%

<CAPTION>
                                                       CLASS B++
                                               --------------------------
                                                               APRIL 1,
                                                               1993 TO
                                                             DECEMBER 31,
                                                 1994(A)       1993(A)
                                               -----------   ------------
<S>                                            <C>           <C>
Per Share Operating Performance:
Net asset value, beginning of period.........   $10.79        $ 9.02
                                               -----------   ------------
Net investment income........................    (0.00)         0.00
Net realized and unrealized gain (loss) on
 investments.................................    (0.69)         1.85
                                               -----------   ------------
Net increase (decrease) in net asset value
 resulting from investment operations........    (0.69)         1.85
                                               -----------   ------------
Distributions:
  Net investment income......................    (0.00)        (0.06)
  In excess of net investment income.........       --         (0.02)
  In excess of net realized gain on
   investments...............................    (0.13)           --
                                               -----------   ------------
      Total distributions....................    (0.13)        (0.08)
                                               -----------   ------------
Net asset value, end of period...............   $ 9.97        $10.79
                                               -----------   ------------
                                               -----------   ------------
Total investment return (d)..................    (6.38)%        20.5%(b)
                                               -----------   ------------
                                               -----------   ------------
Ratios and supplemental data:
Net assets, end of period (in 000's).........  $81,602       $34,048
Ratio of net investment income (loss) to
 average net assets..........................    (0.04)%        (0.1)%(c)
Ratio of expenses to average net assets......     2.38%          2.6%(c)
Ratio of expenses to average net assets
 before expense reductions...................     2.46%           --%
Portfolio turnover rate+++...................       91%           67%
<FN>
- ------------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A Shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
+++  Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
**   Includes reimbursement by G.T. Capital Management, Inc. of Fund Class A
     operating expenses of less than one cent per share. Without such
     reimbursement, the ratio of expenses to average net assets would have been
     2.1% and the ratio of net investment income to average net assets would
     have been 1.2% (See Note 2).
(a)  Calculated based upon weighted average shares outstanding during the
     period.
(b)  Not annualized.
(c)  Annualized.
(d)  Total investment return does not include sales charges.
</TABLE>

                  Statement of Additional Information Page 102
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND

                                    NOTES TO
                              FINANCIAL STATEMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES
G.T. Global Europe Growth Fund ("Fund"), formerly G.T. Europe Growth Fund, is a
separate series of G.T. Global Growth Series ("Company"). The Company is
organized as a Massachusetts business trust and is registered under the
Investment Company Act of 1940, as amended ("1940 Act"), as a diversified,
open-end management investment company. The Company has six series of shares of
beneficial interest outstanding, each series corresponding to a distinct
portfolio of investments. The following is a summary of significant accounting
policies consistently followed by the Fund in the preparation of the financial
statements. The policies are in conformity with generally accepted accounting
principles.

(A)  PORTFOLIO VALUATION
The Fund calculates the net asset value of and completes orders to purchase,
exchange or repurchase Fund shares on each business day, with the exception of
those days on which the New York Stock Exchange is closed.

Equity securities are valued at the last sales price on the exchange on which
such securities are traded, or in the principal over-the-counter market in which
such securities are traded, as of the close of business on the day the
securities are being valued or, lacking any sales, at the last available bid
price. In cases where securities are traded on more than one exchange, the
securities are valued on the exchange determined by G.T. Capital Management,
Inc. ("G.T. Capital") to be the primary market.

Fixed income investments are valued at the mean of representative quoted bid and
ask prices for such investments or, if such prices are not available, at prices
for investments of comparative maturity, quality and type; however, when G.T.
Capital deems it appropriate, prices obtained for the day of valuation from a
bond pricing service will be used. Short-term investments with a maturity of 60
days or less are valued at amortized cost, adjusted for foreign exchange
translation and market fluctuations, if any.

Investments for which market quotations are not readily available (including
restricted securities which are subject to limitations on their sale) are valued
at fair value as determined in good faith by or under the direction of the
Company's Board of Trustees.

Portfolio securities which are primarily traded on foreign exchanges are
generally valued at the preceding closing values of such securities on their
respective exchanges, and those values are then translated into U.S. dollars at
the current exchange rates, except that when an occurrence subsequent to the
time a value was so established is likely to have materially changed such value,
then the fair value of those securities will be determined by consideration of
other factors by or under the direction of the Company's Board of Trustees.

(B)  FOREIGN CURRENCY TRANSLATION
The accounting records of the Fund are maintained in U.S. dollars. The market
values of foreign securities, currency holdings, other assets and liabilities
are recorded in the books and records of the Fund after translation to U.S.
dollars based on the exchange rates on that day. The cost of each security is
determined using historical exchange rates. Income and withholding taxes are
translated at prevailing exchange rates when earned or incurred.

As of January 1, 1994, the Fund adopted Statement of Position 93-4: "Foreign
Currency Accounting and Financial Statement Presentation for Investment
Companies." As permitted under the SOP, the Fund does not isolate that portion
of the results of operations resulting from changes in foreign exchange rates on
investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and
unrealized gain or loss from investments.

Reported net realized foreign exchange gains and losses arise from sales and
maturities of forward foreign currency contracts, sales of foreign currencies,
currency gains or losses realized between the trade and settlement dates on
securities transactions, the difference between the amounts of dividends,
interest, and foreign withholding taxes recorded on the Fund's books, and the
U.S. dollar equivalent of the amounts actually received or paid. Net unrealized
foreign exchange gains or losses arise from changes in the value of assets and
liabilities other than investments in securities at fiscal year end, resulting
from changes in exchange rates.

Certain 1993 amounts have been reclassified for consistency in financial
statement presentation.

                  Statement of Additional Information Page 103
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND

(C)  REPURCHASE AGREEMENT
With respect to repurchase agreements entered into by the Fund, it is the Fund's
policy to always receive, as collateral, United States government securities or
other high quality debt securities of which the value,
including accrued interest, is at least equal to the amount to be paid to the
Fund under each agreement at its maturity.

(D)  FORWARD FOREIGN CURRENCY CONTRACTS
A forward foreign currency contract ("Forward") is an agreement between two
parties to buy and sell a currency at a set price on a future date. The market
value of the Forward fluctuates with changes in currency exchange rates. The
Forward is marked-to-market daily and the change in market value is recorded by
the Fund as an unrealized gain or loss. When the Forward is closed, the Fund
records a realized gain or loss equal to the difference between the value at the
time it was opened and the value at the time it was closed. The Fund could be
exposed to risk if a counterparty is unable to meet the terms of the contract or
if the value of the currency changes unfavorably. The Fund may enter into
Forwards in connection with planned purchases or sales of securities or to hedge
the value of portfolio securities denominated in a foreign currency.

(E) OPTION ACCOUNTING PRINCIPLES
When the Fund writes a call or put option, an amount equal to the premium
received is included in the Fund's "Statement of Assets and Liabilities" as an
asset and an equivalent liability. The amount of the liability is subsequently
marked-to-market to reflect the current market value of the option. The current
market value of an option listed on a traded exchange is valued at its last
settlement price, or, in the case of an over-the-counter option, is valued at
the bid price obtained from a broker. If an option expires on its stipulated
expiration date or if the Fund enters into a closing purchase transaction, a
gain or loss is realized without regard to any unrealized gain or loss on the
underlying security, and the liability related to such option is extinguished.
If a written call option is exercised, a gain or loss is realized from the sale
of the underlying security and the proceeds of the sale are increased by the
premium originally received. If a written put option is exercised, the cost of
the underlying security purchased would be decreased by the premium originally
received. The Fund can write options only on a covered basis, which for a call
requires that the Fund hold the underlying security, and for a put requires the
Fund to set aside cash, U.S. government securities or other liquid, high grade
debt securities in an amount not less than the exercise price or otherwise
provide adequate cover at all times while the put option is outstanding. The
Fund uses options in order to manage its exposure to currency levels or interest
rates.

The premium paid by the Fund for the purchase of a call or put option is
included in the Fund's "Statement of Assets and Liabilities" as an investment
and subsequently "marked-to-market" to reflect the current market value of the
option. If an option which the Fund has purchased expires on the stipulated
expiration date, the Fund realizes a loss in the amount of the cost of the
option. If the Fund enters into a closing sale transaction, the Fund realizes a
gain or loss, depending on whether proceeds from the closing sale transaction
are greater or less than the cost of the option. If the Fund exercises a call
option, the cost of the securities acquired by exercising the call is increased
by the premium paid to buy the call. If the Fund exercises a put option, it
realizes a gain or loss from the sale of the underlying security, and the
proceeds from such sale are decreased by the premium originally paid.

The risk associated with purchasing options is limited to the premium originally
paid. The risk in writing a call option is that the Fund may forego the
opportunity of profit if the market value of the underlying security or index
increases and the option is exercised. The risk in writing a put option is that
the Fund may incur a loss if the market value of the underlying security or
index decreases and the option is exercised. In addition, there is the risk the
Fund may not be able to enter into a closing transaction because of an illiquid
secondary market.

(F)  FUTURES CONTRACTS
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract the
Fund is required to pledge to the broker an amount of cash or securities equal
to the minimum "initial margin" requirements of the exchange on which the
contract is traded. Pursuant to the contract, the Fund agrees to receive from or
pay to the broker an amount of cash equal to the daily fluctuation in value of
the contract. Such receipts or payments are known as "variation margin" and are
recorded by the Fund as unrealized gains or losses. When the contract is closed,
the Fund records a realized gain or loss equal to the difference between the
value of the contract at the time it was opened and the value at the time it was
closed. The potential risk to the Fund is that the change in value of the
underlying securities may not correlate to the change in value of the contracts.

(G) SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME
Security transactions are accounted for on the trade date (date the order to buy
or sell is executed). The

                  Statement of Additional Information Page 104
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND
cost of securities sold is determined on an identified cost basis. Dividends are
recorded on the ex-dividend date. Interest income is recorded on the accrual
basis. Where a high level of uncertainty exists as to its collection, income is
recorded net of all withholding tax with any rebate recorded when received. The
Fund may trade securities on other than normal settlement terms. This may
increase the risk if the other party to the transaction fails to deliver and
causes the Fund to subsequently invest at less than advantageous prices.

(H)  PORTFOLIO SECURITIES LOANED
At December 31, 1994, stocks with an aggregate value of approximately
$49,004,548 were on loan to brokers. The loans were secured by cash collateral
of $51,041,060, received by the Fund. For international securities, cash
collateral is received by the Fund against loaned securities in an amount at
least equal to 105% of the market value of the loaned securities at the
inception of each loan. This collateral must be maintained at not less than 103%
of the market value of the loaned securities during the period of the loan. For
domestic securities, cash collateral is received by the Fund against loaned
securities in an amount at least equal to 102% of the market value of the loaned
securities at the inception of each loan. This collateral must be maintained at
not less than 100% of the market value of the loaned securities during the
period of the loan. For the year ended December 31, 1994, the Fund earned fees
of $590,131 which were used to reduce custodian fees.

(I)  TAXES
It is the policy of the Fund to meet the requirements for qualification as a
"regulated investment company" under the Internal Revenue Code of 1986, as
amended ("Code"). It is also the intention of the Fund to make distributions
sufficient to avoid imposition of any excise tax under Section 4982 of the Code.
Therefore, no provision has been made for Federal taxes on income, capital
gains, or unrealized appreciation of securities held, and excise tax on income
and capital gains. The Fund currently has a capital loss carryforward of
$195,539,627 of which $38,161,243 expires in 1999, $152,895,949 expires in 2000,
and $4,482,435 expires in 2001.

(J)  DISTRIBUTIONS TO SHAREHOLDERS
Distributions to shareholders are recorded by the Fund on the ex-date. Income
and capital gain distributions are determined in accordance with Federal income
tax regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments of income and gains
on various investment securities held by the Fund and timing differences.

(K)  FOREIGN SECURITIES
There are certain additional considerations and risks associated with investing
in foreign securities and currency transactions that are not inherent with
investments of domestic origin. These risks of investing in foreign markets may
include foreign currency exchange rate fluctuations, perceived credit risk,
adverse political and economic developments and possible adverse foreign
government intervention.

(L)  RESTRICTED SECURITIES
The Fund is permitted to invest in privately placed restricted securities. These
securities may be resold in transactions exempt from registration or to the
public if the securities are registered. Disposal of these securities may
involve time-consuming negotiations and expense, and prompt sale at an
acceptable price may be difficult.

2. RELATED PARTIES
G.T. Capital is the Fund's investment manager and
administrator. The Fund pays investment management and administration fees to
G.T. Capital at the following annualized rates of 0.975% on the first $500
million of average daily net assets of the Fund; 0.95% on the next $500 million;
0.925% on the next $500 million and 0.90% on amounts thereafter. These fees are
computed daily and paid monthly, and are subject to reduction in any year to the
extent that the Fund's expenses (exclusive of brokerage commissions, taxes,
interest, distribution-related expenses and extraordinary expenses) exceed the
most stringent limits prescribed by the laws or regulations of any state in
which the Fund's shares are offered for sale, based on the average total net
asset value of the Fund.

G.T. Global Financial Services, Inc. ("G.T. Global"), an affiliate of G.T.
Capital, serves as the Fund's distributor. The Fund offers Class A shares and
Class B shares for purchase.

Class A shares are subject to initial sales charges imposed at the time of
purchase, in accordance with the schedule included in the Fund's current
prospectus. G.T. Global collects the sales charges imposed on sales of Class A
shares, and reallows a portion of such charges to dealers through which the
sales are made. For the year ended December 31, 1994, G.T. Global retained
$137,252 of such sales charges. G.T. Global also makes ongoing shareholder
servicing and trail commission payments to dealers whose clients hold Class A
shares.

Class B shares are not subject to initial sales charges. When Class B shares are
sold, G.T. Global from its own resources pays commissions to dealers through
which the sales are made. Certain redemptions of

                  Statement of Additional Information Page 105
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND
Class B shares made within six years of purchase are subject to contingent
deferred sales charges ("CDSCs"), in accordance with the Fund's current
prospectus. For the year ended December 31, 1994, G.T. Global collected CDSCs in
the amount of $237,076. In addition, G.T. Global makes ongoing shareholder
servicing and trail commission payments to dealers whose clients hold Class B
shares.

Pursuant to Rule 12b-1 under the 1940 Act, the Company's Board of Trustees has
adopted separate distribution plans with respect to the Fund's Class A shares
("Class A Plan") and Class B shares ("Class B Plan"), pursuant to which the Fund
reimburses G.T. Global for a portion of its shareholder servicing and
distribution expenses. Under the Class A Plan, the Fund may pay G.T. Global a
service fee at the annualized rate of up to 0.25% of the average daily net
assets of the Fund's Class A shares for G.T. Global's expenditures incurred in
servicing and maintaining shareholder accounts, and may pay G.T. Global a
distribution fee at the annualized rate of up to 0.35% of the average daily net
assets of the Fund's Class A shares, less any amounts paid by the Fund as the
aforementioned service fee, for G.T. Global's expenditures incurred in providing
services as distributor. All expenses for which G.T. Global is reimbursed under
the Class A Plan will have been incurred within one year of such reimbursement.

Pursuant to the Fund's Class B Plan, the Fund may pay G.T. Global a service fee
at the annualized rate of up to 0.25% of the average daily net assets of the
Fund's Class B shares for G.T. Global's expenditures incurred in servicing and
maintaining shareholder accounts, and may pay G.T. Global a distribution fee at
the annualized rate of up to 0.75% of the average daily net assets of the Fund's
Class B shares for G.T. Global's expenditures incurred in providing services as
distributor. Expenses incurred under the Class B Plan in excess of 1.00%
annually may be carried forward for reimbursement in subsequent years as long as
that Plan continues in effect.

G.T. Capital and G.T. Global have voluntarily undertaken to limit the Fund's
expenses (exclusive of brokerage commissions, taxes, interest and extraordinary
items) to the maximum annual rate of 2.25% and 2.90% of the average daily net
assets of the Fund's Class A shares and Class B shares, respectively. If
necessary, this limitation will be effected by waivers by G.T. Capital of
investment management and administration fees, waivers by G.T. Global of
payments under the Class A Plan and/or Class B Plan and/or reimbursements by
G.T. Capital or G.T. Global of portions of the Fund's other operating expenses.

G.T. Global Investor Services, Inc. ("G.T. Services"), an affiliate of G.T.
Capital and G.T. Global, is the transfer agent of the Fund.

The Fund placed a portion of its portfolio transactions with brokerage firms
which are affiliates of G.T. Capital. The commissions paid to these affiliated
companies were $84,945 for the year ended December 31, 1994.

The Company pays each of its Trustees who is not an employee, officer or
director of G.T. Capital, G.T. Global or G.T. Services $5,000 per year plus $300
for each meeting of the board or any committee thereof attended by the Trustee.

3. PURCHASES AND SALES OF SECURITIES
For the year ended December 31, 1994, purchases and sales of investment
securities by the Fund, other than U.S. government obligations and short-term
investments, aggregated $750,641,561 and $871,037,208, respectively. There were
no purchases or sales of U.S. government obligations by the Fund during the
year.

                  Statement of Additional Information Page 106
<PAGE>
                         G.T. GLOBAL EUROPE GROWTH FUND

4.  CAPITAL SHARES
At December 31, 1994, there were an unlimited number of shares of beneficial
interest authorized, at no par value. Transactions in capital shares of the Fund
were as follows:

                           CAPITAL SHARE TRANSACTIONS
<TABLE>
<CAPTION>
                                                                                  YEAR ENDED                    YEAR ENDED
                                                                               DECEMBER 31, 1994            DECEMBER 31, 1993
                                                                         -----------------------------  --------------------------
CLASS A                                                                     SHARES         AMOUNT         SHARES        AMOUNT
                                                                         ------------  ---------------  -----------  -------------
<S>                                                                      <C>           <C>              <C>          <C>
Shares sold............................................................   109,168,643  $ 1,160,153,253   56,182,418  $ 540,986,298
Shares issued in connection with reinvestment of distributions.........       874,425        8,526,677      418,308      4,370,535
                                                                         ------------  ---------------  -----------  -------------
                                                                          110,043,068    1,168,679,930   56,600,726    545,356,833
Shares repurchased.....................................................  (124,431,789)  (1,325,037,548) (69,579,382)  (662,837,625)
                                                                         ------------  ---------------  -----------  -------------
Net decrease...........................................................   (14,388,721) $  (156,357,618) (12,978,656) $(117,480,792)
                                                                         ------------  ---------------  -----------  -------------
                                                                         ------------  ---------------  -----------  -------------

<CAPTION>

                                                                                                              APRIL 1, 1993
                                                                                  YEAR ENDED                        TO
                                                                               DECEMBER 31, 1994            DECEMBER 31, 1993
                                                                         -----------------------------  --------------------------
CLASS B                                                                     SHARES         AMOUNT         SHARES        AMOUNT
                                                                         ------------  ---------------  -----------  -------------
<S>                                                                      <C>           <C>              <C>          <C>
Shares sold............................................................    10,710,316  $   118,315,558    3,789,830  $  38,477,886
Shares issued in connection with reinvestment of distributions.........        91,703          889,430       17,347        179,910
                                                                         ------------  ---------------  -----------  -------------
                                                                           10,802,019      119,204,988    3,807,177     38,657,796
Shares repurchased.....................................................    (5,769,922)     (63,827,924)    (651,439)    (6,632,185)
                                                                         ------------  ---------------  -----------  -------------
Net increase...........................................................     5,032,097  $    55,377,064    3,155,738  $  32,025,611
                                                                         ------------  ---------------  -----------  -------------
                                                                         ------------  ---------------  -----------  -------------
</TABLE>

5.  EXPENSE REDUCTIONS
G.T. Capital has directed certain portfolio trades to brokers who paid a portion
of the Fund's expenses. For the year ended December 31, 1994, the Fund's
expenses were reduced by $45,587 under these arrangements.

- --------------

FEDERAL TAX INFORMATION (UNAUDITED):
Pursuant to Section 853 of the Internal Revenue Code, the Fund designates
$3,225,473 of foreign taxes paid and $22,707,499 of gross income earned from
foreign sources in the taxable year ended December 31, 1994.

                  Statement of Additional Information Page 107
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

                                   REPORT OF
                            INDEPENDENT ACCOUNTANTS

- --------------------------------------------------------------------------------

ANNUAL REPORT

To the Shareholders and Board of Trustees of
G.T. Global Growth Series:

We have audited the accompanying statement of assets and liabilities of G.T.
Global Japan Growth Fund, a series of shares of beneficial interest of G.T.
Global Growth Series, including the schedule of portfolio investments, as of
December 31, 1994, and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the three years in
the period then ended. These financial statements and financial highlights are
the responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits. The financial highlights for each of the two years in the period ended
December 31, 1991 were audited by other auditors whose report dated January 31,
1992 expressed an unqualified opinion on such financial highlights.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1994 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of G.T.
Global Japan Growth Fund, as of December 31, 1994, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period then ended, and the financial highlights for each of the three
years in the period then ended, in conformity with generally accepted accounting
principles.
                                                        COOPERS & LYBRAND L.L.P.

BOSTON, MASSACHUSETTS
FEBRUARY 10, 1995

                  Statement of Additional Information Page 108
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

                            PORTFOLIO OF INVESTMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Equity                                           Market        % of Net
Investments                      Shares          Value        Assets(a)
<S>                           <C>            <C>             <C>
- -------------------------------------------------------------------------
Retailers (20.9%)
- -----------------------------------------------------------
Seven-Eleven Japan Ltd. (c)          80,000      $6,436,966         5.1
  RETAILERS-FOOD
Autobacs Seven                       50,000       5,976,896          4.8
  RETAILERS-OTHER
Southland Corp. (b)(c)(d)         1,145,000       5,152,500          4.1
  RETAILERS-FOOD
Aoyama Trading                      140,000       3,192,366          2.5
  RETAILERS-APPAREL
Bunkyodo Co., Ltd.                   72,000       2,965,344          2.4
  RETAILERS-OTHER
Fast Retailing Co., Ltd.             23,000       2,518,332          2.0
  RETAILERS-APPAREL
                                             --------------
                                                 26,242,404
                                             --------------
Technology (18.4%)
- -----------------------------------------------------------
Hosiden Electronics                 230,000       4,944,249          3.9
  COMPUTERS & PERIPHERALS
Matsushita-Kotobuki
 Electronics Industries Ltd.        180,000       4,701,155          3.7
  COMPUTERS & PERIPHERALS
Kyushu-Matsushita Electric
 Industrial                         190,000       4,656,956          3.7
  COMPUTERS & PERIPHERALS
Nakamichi Corp.                     330,000       2,933,702          2.3
  COMPUTERS & PERIPHERALS
Innotech Corp.                       40,500       1,765,645          1.4
  SEMICONDUCTORS
NGK Spark Plug Co., Ltd.            115,000       1,513,310          1.2
  SEMICONDUCTORS
Riso Kagaku                          17,000       1,475,439          1.2
  COMPUTERS & PERIPHERALS
Nippon Densan                        32,900       1,193,059          1.0
  COMPUTERS & PERIPHERALS
                                             --------------
                                                 23,183,515
                                             --------------
Services (11.5%)
- -----------------------------------------------------------
DDI Corp.                               495       4,276,243          3.4
  TELEPHONE NETWORKS
Nissha Printing Co.                 150,000       3,179,307          2.5
  BROADCASTING & PUBLISHING
Ten Allied Co.                      100,000       2,812,657          2.2
  RESTAURANTS
Yoshinoya D&C Co., Ltd.                 190       2,385,736          1.9
  RESTAURANTS
Kentucky Fried Chicken Japan        102,000       1,823,807          1.5
  RESTAURANTS
                                             --------------
                                                 14,477,750
                                             --------------

<CAPTION>
Equity                                           Market        % of Net
Investments                      Shares          Value        Assets(a)
<S>                           <C>            <C>             <C>
- -------------------------------------------------------------------------
Health Care (10.2%)
- -----------------------------------------------------------
Takeda Chemical Industries          440,000      $5,348,066         4.3
  PHARMACEUTICALS
Sankyo Co., Ltd.                    150,000       3,736,816          3.0
  PHARMACEUTICALS
Olympus Optical Co., Ltd.           330,000       3,613,260          2.9
  MEDICAL TECHNOLOGY & SUPPLIES
                                             --------------
                                                 12,698,142
                                             --------------
Conglomerates (5.5%)
- -----------------------------------------------------------
Ito-Yokado Co., Ltd.                130,000       6,960,321          5.5
  CONGLOMERATE
                                             --------------
                                                  6,960,321
                                             --------------

Capital Goods (2.9%)
- -----------------------------------------------------------
Enomoto Co., Ltd.                    67,000       1,871,020          1.5
  INDUSTRIAL COMPONENTS
Kato Spring Works                   300,000       1,765,947          1.4
  INDUSTRIAL COMPONENTS
Yurtec Corp.                          1,000          22,803           --
  CONSTRUCTION
Japan Foundation Engineering            900          18,714           --
  CONSTRUCTION
NEC System Integration &
 Construction                           500          13,109           --
  CONSTRUCTION
                                             --------------
                                                  3,691,593
                                             --------------
Materials/Basic Industries (2.2%)
- -----------------------------------------------------------
Toyo Exterior                       100,000       2,722,250          2.2
  BUILDING MATERIALS & COMPONENT
                                             --------------
                                                  2,722,250
- -------------------------------------------------------------------------
- -------------------------------------------------------------------------
Total Equity Investments
 (cost $82,728,269)........................      89,975,975         71.6
- -------------------------------------------------------------------------
- -------------------------------------------------------------------------
<CAPTION>
Fixed Income                    Principal
Investments                      Amount
<S>                           <C>            <C>             <C>
- -------------------------------------------------------------------------
Austrian Republic, 4.5% due
 9/28/05                        830,000,000       8,168,684         6.5
  AUSTRIAN GOVERNMENT BOND
International Bank of
 Reconstruction and
 Development, 5.25% due
 3/20/02                        675,000,000       7,085,635          5.7
  SUPRANATIONAL BOND
</TABLE>

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

                  Statement of Additional Information Page 109
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND
<TABLE>
<CAPTION>
Fixed Income                    Principal        Market        % of Net
Investments                      Amount          Value        Assets(a)
- -------------------------------------------------------------------------
<S>                           <C>            <C>             <C>
European Investment Bank,
 5.875% due 11/26/99            450,000,000      $4,878,579         3.9
  SUPRANATIONAL BOND
Credit National, 6.125% due
 11/10/98                       400,000,000       4,314,415          3.5
  FRENCH CORPORATE BOND
Republic of Finland, 6% due
 1/29/02                        300,000,000       3,271,974          2.6
  FINNISH GOVERNMENT BOND
Kingdom of Spain, 5.75% due
 3/23/02                        300,000,000       3,225,264          2.6
  SPANISH GOVENMENT BOND
- -------------------------------------------------------------------------
- -------------------------------------------------------------------------
Total Fixed Income Investments
 (cost $28,507,605)........................     $30,944,551         24.8
- -------------------------------------------------------------------------
- -------------------------------------------------------------------------
<CAPTION>

   Put Options on Indices      Underlying        Market        % of Net
           (0.0%)                Amount          Value        Assets(a)
<S>                           <C>            <C>             <C>
- -------------------------------------------------------------------------
Simex Nikkei put option,
 strike price 19000, expires
 02/09/95(c)                         50,000         $32,647          --
- -------------------------------------------------------------------------
- -------------------------------------------------------------------------
Total Options (cost $51,743)...............          32,647          --
- -------------------------------------------------------------------------
- -------------------------------------------------------------------------
Total Investments
 (cost $111,287,617)*......................     120,953,173        96.4
Other Assets and Liabilities...............       4,468,286         3.6
- -------------------------------------------------------------------------
- -------------------------------------------------------------------------
Net Assets.................................    $125,421,459       100.0
- -------------------------------------------------------------------------
- -------------------------------------------------------------------------
<FN>
- --------------------------------------------------------------------------------
(a)  Percentages indicated are based on net assets of $125,421,459.
(b)  U.S. currency denominated.
(c)  Non-income producing security.
(d)  This security is a U.S. stock of which approximately 62.5% of its
     outstanding stock is owned by Ito-Yokado Co., Ltd.
*    For Federal income tax purposes, cost is $111,484,017 and appreciation
     (depreciation) of securities is as follows:

           Unrealized appreciation:          $15,069,557
           Unrealized depreciation:           (5,600,401)
                                             -----------
           Net unrealized appreciation:      $ 9,469,156
                                             -----------
                                             -----------
</TABLE>

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                 FORWARD FOREIGN CURRENCY CONTRACTS OUTSTANDING
                               DECEMBER 31, 1994

<TABLE>
<CAPTION>
                                                                                 Market Value
                                                                                     (U.S.       Contract   Delivery    Unrealized
Contracts to Sell:                                                                 Dollars)       Price       Date     Appreciation
- -------------------------------------------------------------------------------  -------------  ----------  ---------  ------------
<S>                                                                              <C>            <C>         <C>        <C>
Japanese Yen...................................................................    38,771,266     96.84500   2/15/95    $  880,756
Japanese Yen...................................................................    29,223,282     96.60000   2/15/95       739,658
                                                                                 -------------                         ------------
Total Contracts to Sell (Receivable amount $69,614,962)........................    67,994,548                            1,620,414
                                                                                 -------------                         ------------
The value of Contracts to Sell as a Percentage of Net Assets is 54.2%.

Contracts to Buy:
- -------------------------------------------------------------------------------
Japanese Yen...................................................................     6,029,986     99.54000   2/15/95        29,986
                                                                                 -------------                         ------------
Total Contracts to Buy (Payable amount $6,000,000).............................     6,029,986                               29,986
                                                                                 -------------                         ------------
The value of Contracts to Buy as a Percentage of Net Assets is 4.8%.
    Total Open Forward Foreign Currency Contracts, Net.........................                                         $1,650,400
                                                                                                                       ------------
                                                                                                                       ------------
<FN>
- ----------------
See Note 1 of the financial statements.
</TABLE>

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

                  Statement of Additional Information Page 110
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

                              STATEMENT OF ASSETS
                                AND LIABILITIES

                               December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
Assets:
<S>                                                                                                      <C>
  Investments in securities, at value (cost $111,287,617) (Note 1).....................................
                                                                                                         $ 120,953,173
  Foreign currency (cost $614,318).....................................................................
                                                                                                               619,559
  Receivable for securities sold.......................................................................
                                                                                                             4,269,973
  Receivable for Fund shares sold......................................................................
                                                                                                             1,668,304
  Receivable for open forward foreign currency contracts, net (Note 1).................................
                                                                                                             1,650,400
  Interest receivable..................................................................................
                                                                                                               559,169
  Dividends and dividend withholding tax reclaims receivable...........................................
                                                                                                                15,139
  Prepaid insurance....................................................................................
                                                                                                                 8,916
  Cash held as collateral for securities loaned (Note 1)...............................................
                                                                                                            20,725,300
                                                                                                         -------------
  Total assets.........................................................................................
                                                                                                           150,469,933
                                                                                                         -------------
Liabilities:
  Payable for Fund shares repurchased..................................................................
                                                                                                             3,008,740
  Payable for securities purchased.....................................................................
                                                                                                               542,881
  Due to custodian.....................................................................................
                                                                                                               411,897
  Payable for investment management and administration fees (Note 2)...................................
                                                                                                               101,426
  Payable for printing and postage expenses............................................................
                                                                                                                95,379
  Payable for service and distribution expenses (Note 2)...............................................
                                                                                                                50,860
  Payable for transfer agent fees (Note 2).............................................................
                                                                                                                42,569
  Payable for professional fees........................................................................
                                                                                                                24,374
  Payable for registration and filing fees.............................................................
                                                                                                                22,947
  Payable for custodian fees (Note 1)..................................................................
                                                                                                                10,563
  Payable for Trustees' fees and expenses (Note 2).....................................................
                                                                                                                 6,011
  Accrued expenses.....................................................................................
                                                                                                                 5,527
  Collateral for securities loaned (Note 1)............................................................
                                                                                                            20,725,300
                                                                                                         -------------
  Total liabilities....................................................................................
                                                                                                            25,048,474
                                                                                                         -------------
Net assets.............................................................................................
                                                                                                         $ 125,421,459
                                                                                                         -------------
                                                                                                         -------------
Class A:
Net asset value and redemption price per share
 ($98,066,119  DIVIDED BY 8,072,717 shares outstanding)................................................
                                                                                                         $       12.15
                                                                                                         -------------
                                                                                                         -------------
Maximum offering price per share
 (100/95.25 of $12.15)*................................................................................
                                                                                                         $       12.76
                                                                                                         -------------
                                                                                                         -------------
Class B:+
Net asset value and offering price per share
 ($27,355,340  DIVIDED BY 2,275,306 shares outstanding)................................................
                                                                                                         $       12.02
                                                                                                         -------------
                                                                                                         -------------
Net assets consist of:
  Paid in capital (Note 4).............................................................................
                                                                                                         $ 113,938,420
  Accumulated net realized gain on investments, options, and foreign currency transactions.............
                                                                                                               157,871
  Net unrealized appreciation on translation of dividends and dividend withholding tax reclaims
   receivable, interest receivable, securities purchased and sold, foreign currency, and forward
   foreign currency contracts..........................................................................
                                                                                                             1,659,612
  Net unrealized appreciation of investments and options...............................................
                                                                                                             9,665,556
                                                                                                         -------------
  Total -- representing net assets applicable to capital shares outstanding............................
                                                                                                         $ 125,421,459
                                                                                                         -------------
                                                                                                         -------------
<FN>
- ----------------
*    On sales of $50,000 or more, the offering price is reduced.
+    Redemption price per share is equal to the net asset value per share less
     any applicable contingent deferred sales charge.
</TABLE>

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

                  Statement of Additional Information Page 111
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

                            STATEMENT OF OPERATIONS

                      For the year ended December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                         <C>           <C>
Investment income: (Note 1)
  Interest..............................................................................................  $ 1,906,713
  Dividends (net of foreign withholding tax of $63,944).................................................      362,349
                                                                                                          -----------
  Total investment income...............................................................................    2,269,062
                                                                                                          -----------
Expenses:
  Investment management and administration fees (Note 2)................................................    1,345,064
  Service and distribution expenses: (Note 2)
    Class A...............................................................................  $    405,800
    Class B...............................................................................       220,123      625,923
                                                                                            ------------
  Transfer agent fees (Note 2)..........................................................................      470,668
  Custodian fees (Note 1)...............................................................................      223,755
  Printing and postage expenses.........................................................................      102,402
  Professional fees.....................................................................................       79,902
  Registration fees.....................................................................................       71,645
  Interest expense......................................................................................       70,706
  Trustees' fees and expenses (Note 2)..................................................................       19,180
                                                                                                          -----------
  Total expenses before expense reductions..............................................................    3,009,245
    Expense reductions (Notes 1 and 5)..................................................................     (162,795)
                                                                                                          -----------
  Total net expenses....................................................................................    2,846,450
                                                                                                          -----------
Net investment loss.....................................................................................     (577,388)
                                                                                                          -----------
Net realized and unrealized gain (loss) on investments, options and foreign currencies:
  (Note 1)
Net realized gain on investments and options..............................................     9,110,972
Net realized loss on foreign currency transactions........................................      (381,322)
                                                                                            ------------
Net realized gain during the period.....................................................................    8,729,650
Net change in unrealized appreciation on translation of dividends and dividend withholding
  tax reclaims receivable, interest receivable, securities purchased and sold, foreign
  currency, and forward foreign currency contracts........................................      (528,496)
Net change in unrealized appreciation of investments and options..........................    (3,251,782)
                                                                                            ------------
Net unrealized depreciation.............................................................................   (3,780,278)
                                                                                                          -----------
Net realized and unrealized gain on investments, options and foreign currencies.........................    4,949,372
                                                                                                          -----------
Net increase in net assets resulting from operations....................................................  $ 4,371,984
                                                                                                          -----------
                                                                                                          -----------
</TABLE>

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

                  Statement of Additional Information Page 112
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

                      STATEMENTS OF CHANGES IN NET ASSETS

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 YEAR ENDED          YEAR ENDED
                                                                                             DECEMBER 31, 1994   DECEMBER 31, 1993
                                                                                             ------------------  ------------------
<S>                                                                                          <C>                 <C>
Increase (decrease) in net assets
Operations:
  Net investment loss......................................................................
                                                                                               $     (577,388)    $       (281,615)
  Net realized gain on investments, options, and foreign currency transactions.............
                                                                                                    8,729,650           10,635,932
  Net change in unrealized appreciation (depreciation) on translation of dividends and
   dividend withholding tax reclaims receivable, interest receivable, securities purchased
   and sold, foreign currency, and forward foreign currency contracts......................
                                                                                                     (528,496)           2,185,617
  Net change in unrealized appreciation (depreciation) of investments and options..........
                                                                                                   (3,251,782)          17,921,247
                                                                                             ------------------  ------------------
  Net increase in net assets resulting from operations.....................................
                                                                                                    4,371,984           30,461,181
                                                                                             ------------------  ------------------
Class A:+
  Distribution to shareholders from: (Note 1)
    Net realized gain on investments.......................................................
                                                                                                   (1,687,150)           --
Class B:++
  Distribution to shareholders from: (Note 1)
    Net realized gain on investments.......................................................
                                                                                                     (462,102)           --
Capital share transactions: (Note 4)
  Increase from capital shares sold and reinvested.........................................
                                                                                                  422,096,027          149,874,803
  Decrease from capital shares repurchased.................................................
                                                                                                 (391,082,829)        (182,015,793)
                                                                                             ------------------  ------------------
Net increase (decrease) from capital share transactions....................................
                                                                                                   31,013,198          (32,140,990)
                                                                                             ------------------  ------------------
Total increase (decrease) in net assets....................................................
                                                                                                   33,235,930           (1,679,809)
Net assets:
  Beginning of year........................................................................
                                                                                                   92,185,529           93,865,338
                                                                                             ------------------  ------------------
  End of year..............................................................................
                                                                                               $  125,421,459     $     92,185,529
                                                                                             ------------------
                                                                                             ------------------  ------------------
                                                                                                                 ------------------
<FN>
- ----------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
</TABLE>

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

                  Statement of Additional Information Page 113
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

                              FINANCIAL HIGHLIGHTS

- --------------------------------------------------------------------------------

Contained below is per share operating performance data for a share outstanding,
total investment return, ratios and supplemental data. This information has been
derived from information provided in the financial statements.
<TABLE>
<CAPTION>
                                                                             CLASS A+
                                                            -------------------------------------------
                                                                      YEAR ENDED DECEMBER 31,
                                                            -------------------------------------------
                                                             1994     1993    1992(A)   1991     1990
                                                            -------  -------  -------  -------  -------
<S>                                                         <C>      <C>      <C>      <C>      <C>
Per Share Operating Performance:
Net asset value, beginning of period......................  $ 11.61  $  8.70  $ 11.16  $ 11.48  $ 16.39
                                                            -------  -------  -------  -------  -------
Net investment loss.......................................    (0.04)   (0.14)   (0.00)*   (0.09)   (0.05)++
Net realized and unrealized gain (loss) on investments....     0.79     3.05    (2.40)   (0.23)   (4.60)
                                                            -------  -------  -------  -------  -------
Net increase (decrease) from investment operations........     0.75     2.91    (2.40)   (0.32)   (4.65)
                                                            -------  -------  -------  -------  -------
Distributions:
  Net realized gain on investments........................    (0.21)   (0.00)   (0.06)   (0.00)   (0.26)
                                                            -------  -------  -------  -------  -------
    Total distributions...................................    (0.21)   (0.00)   (0.06)   (0.00)   (0.26)
                                                            -------  -------  -------  -------  -------
Net asset value, end of period............................  $ 12.15  $ 11.61  $  8.70  $ 11.16  $ 11.48
                                                            -------  -------  -------  -------  -------
                                                            -------  -------  -------  -------  -------
Total investment return (d)...............................     6.56%    33.5%   (21.5)%    (2.8)%   (28.7)%
                                                            -------  -------  -------  -------  -------
                                                            -------  -------  -------  -------  -------
Ratios and supplemental data:
Net assets, end of period (in 000's)......................  $98,066  $88,487  $93,865  $61,519  $51,693
Ratio of net investment loss to average net assets........    (0.32)%    (0.3)%    (0.0)%*    (1.5)%    (1.2)%++
Ratio of expenses to average net assets...................     1.91%     2.1%     2.2%*     2.2%     2.2%++
Ratio of expenses to average net assets before expense
  reductions..............................................     2.03%      --%      --%      --%      --%
Portfolio turnover rate+++................................       49%     104%     115%     251%     138%

<CAPTION>
                                                                  CLASS B++
                                                            ---------------------
                                                                       APRIL 1,
                                                                         1993
                                                                          TO
                                                                     DECEMBER 31,
                                                             1994        1993
                                                            -------  ------------
<S>                                                         <C>      <C>
Per Share Operating Performance:
Net asset value, beginning of period......................  $ 11.57     $ 9.85
                                                            -------  ------------
Net investment loss.......................................    (0.13)     (0.18)
Net realized and unrealized gain (loss) on investments....     0.79       1.90
                                                            -------  ------------
Net increase (decrease) from investment operations........     0.66       1.72
                                                            -------  ------------
Distributions:
  Net realized gain on investments........................    (0.21)     (0.00)
                                                            -------  ------------
    Total distributions...................................    (0.21)     (0.00)
                                                            -------  ------------
Net asset value, end of period............................  $ 12.02     $11.57
                                                            -------  ------------
                                                            -------  ------------
Total investment return (d)...............................     5.81%      17.5%(b)
                                                            -------  ------------
                                                            -------  ------------
Ratios and supplemental data:
Net assets, end of period (in 000's)......................  $27,355     $3,699
Ratio of net investment loss to average net assets........    (0.97)%      (0.9)%(c)
Ratio of expenses to average net assets...................     2.56%       2.7%(c)
Ratio of expenses to average net assets before expense
  reductions..............................................     2.68%        --%
Portfolio turnover rate+++................................       49%       104%
<FN>
- ------------------
+    All capital shares issued and outstanding as of March 31, 1993 were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
+++  Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
*    Includes reimbursement by G.T. Capital Management, Inc. of the Fund Class A
     operating expenses of $0.01. Without such reimbursement, the ratio of
     expenses to average net assets would have been 2.3% and the ratio of net
     investment loss to average net assets would have been (0.1)% (See Note 2).
++   Includes reimbursement by G.T. Capital Management, Inc. of the Fund Class A
     operating expenses of $0.01. Without such reimbursement, the ratio of
     expenses to average net assets would have been 2.4% and the ratio of net
     investment loss to average net assets would have been (1.35)% (See Note 2).
(a)  These selected per share data were calculated based upon weighted average
     shares outstanding during the year.
(b)  Not annualized.
(c)  Annualized.
(d)  Total investment return does not include sales charges.
</TABLE>

                  Statement of Additional Information Page 114
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

                                    NOTES TO
                              FINANCIAL STATEMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES
G.T. Global Japan Growth Fund ("Fund"), formerly G.T. Japan Growth Fund, is a
separate series of G.T. Global Growth Series ("Company"). The Company is
organized as a Massachusetts business trust and is registered under the
Investment Company Act of 1940, as amended ("1940 Act"), as a diversified,
open-end management investment company. The Company has six series of shares of
beneficial interest outstanding, each series corresponding to a distinct
portfolio of investments. The following is a summary of significant accounting
policies consistently followed by the Fund in the preparation of the financial
statements. The policies are in conformity with generally accepted accounting
principles.

(A)  PORTFOLIO VALUATION
The Fund calculates the net asset value of and completes orders to purchase,
exchange or repurchase Fund shares on each business day, with the exception of
those days on which the New York Stock Exchange is closed.

Equity securities are valued at the last sale price on the exchange on which
such securities are traded, or, in the principal over-the-counter market in
which such securities are traded, as of the close of business on the day the
securities are being valued or, lacking any sales, at the last available bid
price. In cases where securities are traded on more than one exchange, the
securities are valued on the exchange determined by G.T. Capital Management Inc.
("G.T. Capital") to be the primary market.

Fixed income investments are valued at the mean of representative quoted bid and
ask prices for such investments or, if such prices are not available, at prices
for investments of comparative maturity, quality and type. However, when G.T.
Capital deems it appropriate, prices obtained for the day of valuation from a
bond pricing service will be used. Short-term investments with a maturity of 60
days or less are valued at amortized cost, adjusted for foreign exchange
translation and market fluctuations, if any.

Investments for which market quotations are not readily available (including
restricted securities which are subject to limitations on their sale) are valued
at fair value as determined in good faith by or under the direction of the
Company's Board of Trustees.

Portfolio securities which are primarily traded on foreign exchanges are
generally valued at the preceding closing values of such securities on their
respective exchanges, and those values are then translated into U.S. dollars at
the current exchange rates, except that when an occurrence subsequent to the
time a value was so established is likely to have materially changed such value,
then the fair value of those securities will be determined by consideration of
other factors by or under the direction of the Company's Board of Trustees.

(B)  FOREIGN CURRENCY TRANSLATION
The accounting records of the Fund are maintained in U.S. dollars. The market
values of foreign securities, currency holdings, other assets and liabilities
are recorded in the books and records of the Fund after translation to U.S.
dollars based on the exchange rates on that day. The cost of each security is
determined using historical exchange rates. Income and withholding taxes are
translated at prevailing exchange rates when earned or incurred.

As of January 1, 1994, the Fund adopted Statement of Position 93-4: "Foreign
Currency Accounting and Financial Statement Presentation for Investment
Companies." As permitted under the SOP, the Fund does not isolate that portion
of the results of operations resulting from changes in foreign exchange rates on
investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and
unrealized gain or loss from investments.

Reported net realized foreign exchange gains and losses arise from sales and
maturities of forward foreign currency contracts, sales of foreign currencies,
currency gains or losses realized between the trade and settlement dates on
securities transactions, and the difference between the amounts of dividends,
interest, and foreign withholding taxes recorded on the Fund's books and the
U.S. dollar equivalent of the amounts actually received or paid. Net unrealized
foreign exchange gains and losses arise from changes in the value of assets and
liabilities other than investments in securities at fiscal year end, resulting
from changes in exchange rates.

Certain 1993 amounts have been reclassified for consistency in financial
statement presentation.

                  Statement of Additional Information Page 115
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

(C)  REPURCHASE AGREEMENTS
With respect to repurchase agreements entered into by the Fund, it is the Fund's
policy to always receive, as collateral, United States government securities or
other high quality debt securities of which the value,
including accrued interest, is at least equal to the amount to be paid to the
Fund under each agreement at its maturity.

(D)  FORWARD FOREIGN CURRENCY CONTRACTS
A forward foreign currency contract ("Forward") is an agreement between two
parties to buy and sell a currency at a set price on a future date. The market
value of the Forward fluctuates with changes in currency exchange rates. The
Forward is marked-to-market daily and the change in market value is recorded by
the Fund as an unrealized gain or loss. When the Forward is closed, the Fund
records a realized gain or loss equal to the difference between the value at the
time it was opened and the value at the time it was closed. The Fund could be
exposed to risk if a counterparty is unable to meet the terms of a contract or
if the value of the currency changes unfavorably. The Fund may enter into
Forwards in connection with planned purchases or sales of securities or to hedge
the value of portfolio securities denominated in a foreign currency.

(E) OPTION ACCOUNTING PRINCIPLES
When the Fund writes a call or put option, an amount equal to the premium
received is included in the Fund's "Statement of Assets and Liabilities" as an
asset and an equivalent liability. The amount of the liability is subsequently
marked-to-market to reflect the current market value of the option. The current
market value of an option listed on a traded exchange is valued at its last
settlement price, or, in the case of an over-the-counter option, is valued at
the bid price obtained from a broker. If an option expires on its stipulated
expiration date or if the Fund enters into a closing purchase transaction, a
gain or loss is realized without regard to any unrealized gain or loss on the
underlying security, and the liability related to such option is extinguished.
If a written call option is exercised, a gain or loss is realized from the sale
of the underlying security and the proceeds of the sale are increased by the
premium originally received. If a written put option is exercised, the cost of
the underlying security purchased would be decreased by the premium originally
received. The Fund can write options only on a covered basis, which for a call
requires that the Fund hold the underlying security, and for a put requires the
Fund to set aside cash, U.S. government securities or other liquid, high grade
debt securities in an amount not less than the exercise price or otherwise
provide adequate cover at all times while the put option is outstanding. The
Fund uses options in order to manage its exposure to currency levels and
interest rates.

The premium paid by the Fund for the purchase of a call or put option is
included in the Fund's "Statement of Assets and Liabilities" as an investment
and subsequently "marked-to-market" to reflect the current market value of the
option. If an option which the Fund has purchased expires on the stipulated
expiration date, the Fund realizes a loss in the amount of the cost of the
option. If the Fund enters into a closing sale transaction, the Fund realizes a
gain or loss, depending on whether proceeds from the closing sale transaction
are greater or less than the cost of the option. If the Fund exercises a call
option, the cost of the securities acquired by exercising the call is increased
by the premium paid to buy the call. If the Fund exercises a put option, it
realizes a gain or loss from the sale of the underlying security, and the
proceeds from such sale are decreased by the premium originally paid.

The risk associated with purchasing options is limited to the premium originally
paid. The risk in writing a call option is that the Fund may forego the
opportunity of profit if the market value of the underlying securitiy or index
increases and the option is exercised. The risk in writing a put option is that
the Fund may incur a loss if the market value of the underlying security or
index decreases and the option is exercised. In addition, there is the risk the
Fund may not be able to enter into a closing transaction because of an illiquid
secondary market.

(F)  FUTURES CONTRACTS
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract the
Fund is required to pledge to the broker an amount of cash or securities equal
to the minimum "initial margin" requirements of the exchange on which the
contract is traded. Pursuant to the contract, the Fund agrees to receive from or
pay to the broker an amount of cash equal to the daily fluctuation in value of
the contract. Such receipts or payments are known as "variation margin" and are
recorded by the Fund as unrealized gains or losses. When the contract is closed,
the Fund records a realized gain or loss equal to the difference between the
value of the contract at the time it was opened and the value at the time it was
closed. The potential risk to the Fund is that the change in value of the
underlying securities may not correlate to the change in value of the contracts.

(G) SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME
Security transactions are accounted for on the trade date (date the order to buy
or sell is executed). The

                  Statement of Additional Information Page 116
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND
cost of securities sold is determined on an identified cost basis. Dividends are
recorded on the ex-dividend date. Interest income is recorded on the accrual
basis. Where a high level of uncertainty exists as to its collection, income is
recorded net of all withholding tax with any rebate recorded when received. The
Fund may trade securities on other than normal settlement terms. This may
increase the risk if the other party to the transaction fails to deliver and
causes the Fund to subsequently invest at less advantageous prices.

(H)  PORTFOLIO SECURITIES LOANED
At December 31, 1994, stocks with an aggregate value of approximately
$19,708,469 were on loan to brokers. The loans were secured by cash collateral
of $20,725,300, received by the Fund. Cash collateral is received by the Fund
against loaned securities in an amount at least equal to 105% of the market
value of the loaned securities at the inception of each loan. This collateral
must be maintained at not less than 103% of the market value of the loaned
securities during the period of the loan. For the year ended December 31, 1994,
the Fund received fees of $125,858 which were used to reduce custodian fees.

(I)  TAXES
It is the policy of the Fund to meet the requirements for qualification as a
"regulated investment company" under the Internal Revenue Code of 1986, as
amended ("Code"). It is also the intention of the Fund to make distributions
sufficient to avoid imposition of any excise tax under Section 4982 of the Code.
Therefore, no provision has been made for Federal taxes on income, capital
gains, and unrealized appreciation of securities held, or for excise tax on
income and capital gains.

(J)  DISTRIBUTIONS TO SHAREHOLDERS
Distributions to shareholders are recorded by the Fund on the ex-date. Income
and capital gain distributions are determined in accordance with Federal income
tax regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments of income and gains
on various investment securities held by the Fund and timing differences.

(K)  FOREIGN SECURITIES
There are certain additional considerations and risks associated with investing
in foreign securities and currency transactions that are not inherent with
investments of domestic origin. These risks of investing in foreign markets may
include foreign currency exchange rate fluctuations, perceived credit risk,
adverse political and economic developments and possible adverse foreign
government intervention.

(L)  RESTRICTED SECURITIES
The Fund is permitted to invest in privately placed restricted securities. These
securities may be resold in transactions exempt from registration or to the
public if the securities are registered. Disposal of these securities may
involve time-consuming negotiations and expense, and prompt sale at an
acceptable price may be difficult.

2. RELATED PARTIES
G.T. Capital is the Fund's investment manager and
administrator. The Fund pays investment management and administration fees to
G.T. Capital at the following annualized rates: 0.975% on the first $500 million
of average daily net assets of the Fund; 0.95% on the next $500 million; 0.925%
of the next $500 million and 0.90% on amounts thereafter. These fees are
computed daily and paid monthly, and are subject to reduction in any year to the
extent that the Fund's expenses (exclusive of brokerage commissions, taxes,
interest, distribution-related expenses and extraordinary expenses) exceed the
most stringent limits prescribed by the laws or regulations of any state in
which the Fund's shares are offered for sale, based on the average net asset
value of the Fund.

G.T. Global Financial Services, Inc. ("G.T. Global"), an affiliate of G.T.
Capital, serves as the Fund's distributor. The Fund offers Class A shares and
Class B shares for purchase.

Class A shares are subject to initial sales charges imposed at the time of
purchase, in accordance with the schedule included in the Fund's current
prospectus. G.T. Global collects the sales charges imposed on sales of Class A
shares, and reallows a portion of such charges to dealers through which the
sales are made. For the year ended December 31, 1994, G.T. Global retained
$23,730 of such sales charges. G.T. Global also makes ongoing shareholder
servicing and trail commission payments to dealers whose clients hold Class A
shares.

Class B shares are not subject to initial sales charges. When Class B shares are
sold, G.T. Global from its own resources pays commissions to dealers through
which the sales are made. Certain redemptions of Class B shares made within six
years of purchase are subject to contingent deferred sales charges ("CDSCs"), in
accordance with the Fund's current prospectus. During the year ended December
31, 1994, G.T. Global collected CDSCs in the amount of $88,454. In addition,
G.T. Global makes ongoing shareholder servicing and trail commission payments to
dealers whose clients hold Class B shares.

Pursuant to Rule 12b-1 under the 1940 Act, the Company's Board of Trustees has
adopted separate

                  Statement of Additional Information Page 117
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND
distribution plans with respect to the Fund's Class A shares ("Class A Plan")
and Class B shares ("Class B Plan"), pursuant to which the Fund reimburses G.T.
Global for a portion of its shareholder servicing and distribution expenses.
Under the Class A Plan, the Fund may pay G.T. Global a service fee at the
annualized rate of up to 0.25% of the average daily net assets of the Fund's
Class A shares for G.T. Global's expenditures incurred in servicing and
maintaining shareholder accounts, and may pay G.T. Global a distribution fee at
the annualized rate of up to 0.35% of the average daily net assets of the Fund's
Class A shares, less any amounts paid by the Fund as the aforementioned service
fee, for its expenditures incurred in providing services as distributor. All
expenses for which G.T. Global is reimbursed under the Class A Plan will have
been incurred within one year of such reimbursement.

Pursuant to the Fund's Class B Plan, the Fund may pay G.T. Global a service fee
at the annualized rate of up to 0.25% of the average daily net assets of the
Fund's Class B shares for its expenditures incurred in servicing and maintaining
shareholder accounts, and may pay G.T. Global a distribution fee at the
annualized rate of up to 0.75% of the average daily net assets of the Fund's
Class B Shares for G.T. Global's expenditures incurred in providing services as
distributor. Expenses incurred under the Class B Plan in excess of 1.00%
annually may be carried forward for reimbursement in subsequent years as long as
that Plan continues in effect.

G.T. Capital and G.T. Global have voluntarily undertaken to limit the Fund's
expenses (exclusive of brokerage commissions, taxes, interest, and extraordinary
items) to the maximum annual level of 2.25% and 2.90% of the average daily net
assets of the Fund's Class A and Class B shares, respectively. If necessary,
this limitation will be effected by waivers by G.T. Capital of investment
management and administration fees, waivers by G.T. Global of payments under the
Class A Plan and/or Class B Plan and/or reimbursements by G.T. Capital or G.T.
Global of portions of the Fund's other operating expenses.

G.T. Global Investor Services, Inc. ("G.T. Services"), an affiliate of G.T.
Capital and G.T. Global, is the transfer agent of the Fund.

The Company pays each of its Trustees who is not an employee, officer or
director of G.T. Capital, G.T. Global or G.T. Services $5,000 per year plus $300
for each meeting of the board or any committee thereof attended by the Trustee.

3. PURCHASES AND SALES OF SECURITIES
For the year ended December 31, 1994, purchases and sales of investment
securities by the Fund, other than U.S. government obligations and short-term
investments, aggregated $88,000,946 and $61,412,768, respectively. There were no
purchases or sales of U.S. government obligations by the Fund during the year.

                  Statement of Additional Information Page 118
<PAGE>
                         G.T. GLOBAL JAPAN GROWTH FUND

4.  CAPITAL SHARES
At December 31, 1994, there were an unlimited number of shares of beneficial
interest authorized, at no par value. Transactions in capital shares of the Fund
were as follows:

                           CAPITAL SHARE TRANSACTIONS
<TABLE>
<CAPTION>
                                                                                    YEAR ENDED                  YEAR ENDED
                                                                                DECEMBER 31, 1994           DECEMBER 31, 1993
                                                                            --------------------------  --------------------------
                                                                              SHARES        AMOUNT        SHARES        AMOUNT
                                                                            -----------  -------------  -----------  -------------
<S>                                                                         <C>          <C>            <C>          <C>
CLASS A
Shares sold...............................................................   26,403,403  $ 337,405,704   13,412,344  $ 144,749,056
Shares issued in connection with reinvestment of distributions............      119,477      1,396,969      --            --
                                                                            -----------  -------------  -----------  -------------
                                                                             26,522,880    338,802,673   13,412,344    144,749,056
Shares repurchased........................................................  (26,071,333)  (332,875,892) (16,577,099)  (180,533,651)
                                                                            -----------  -------------  -----------  -------------
Net increase (decrease)...................................................      451,547  $   5,926,781   (3,164,755) $ (35,784,595)
                                                                            -----------  -------------  -----------  -------------
                                                                            -----------  -------------  -----------  -------------

<CAPTION>

                                                                                                              APRIL 1, 1993
                                                                                    YEAR ENDED                      TO
                                                                                DECEMBER 31, 1994           DECEMBER 31, 1993
                                                                            --------------------------  --------------------------
                                                                              SHARES        AMOUNT        SHARES        AMOUNT
                                                                            -----------  -------------  -----------  -------------
<S>                                                                         <C>          <C>            <C>          <C>
CLASS B
Shares sold...............................................................    6,416,496  $  82,933,091      448,340  $   5,125,747
Shares issued in connection with reinvestment of distributions............       31,084        360,263      --            --
                                                                            -----------  -------------  -----------  -------------
                                                                              6,447,580     83,293,354      448,340      5,125,747
Shares repurchased........................................................   (4,491,860)   (58,206,937)    (128,754)    (1,482,142)
                                                                            -----------  -------------  -----------  -------------
Net increase..............................................................    1,955,720  $  25,086,417      319,586  $   3,643,605
                                                                            -----------  -------------  -----------  -------------
                                                                            -----------  -------------  -----------  -------------
</TABLE>

5. EXPENSE REDUCTIONS
G.T. Capital has directed certain portfolio trades to brokers who paid a portion
of the Fund's expenses. For the year ended December 31, 1994, the Fund's
expenses were reduced by $36,937 under these arrangements.

                  Statement of Additional Information Page 119
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND

                                   REPORT OF
                            INDEPENDENT ACCOUNTANTS

- --------------------------------------------------------------------------------

ANNUAL REPORT

To the Shareholders and Board of Trustees of
G.T. Global Growth Series:

We have audited the accompanying statement of assets and liabilities of G.T.
Global America Growth Fund, one of the funds organized as a series of G.T.
Global Growth Series, including the schedule of portfolio investments, as of
December 31, 1994 and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended and the financial highlights for each of the three years in
the period then ended. These financial statements and the financial highlights
are the responsibility of the Fund's management. Our responsibility is to
express an opinion on these financial statements and the financial highlights
based on our audits. The financial highlights for each of the two years in the
period ended December 31, 1991 were audited by other auditors whose report dated
January 31, 1992 expressed an unqualified opinion on such financial highlights.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and the financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1994 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and the financial highlights referred
to above present fairly, in all material respects, the financial position of
G.T. Global America Growth Fund as of December 31, 1994, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended and the financial highlights for each of
the three years in the period then ended, in conformity with generally accepted
accounting principles.
                                                        COOPERS & LYBRAND L.L.P.

BOSTON, MASSACHUSETTS
FEBRUARY 10, 1995

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

                  Statement of Additional Information Page 120
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND

                            PORTFOLIO OF INVESTMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                Market        % of Net
Equity Investments                Shares        Value        Assets(a)
<S>                              <C>        <C>             <C>
- ------------------------------------------------------------------------
Semiconductors (15.3%)
- ----------------------------------------------------------
Lattice Semiconductor Corp. (b)    428,600      $7,179,050         2.6
Applied Materials Inc. (b)         167,700       7,085,325         2.6
Integrated Device Technology
 Inc. (b)                          216,600       6,389,700         2.3
Cirrus Logic Inc. (b)              277,300       6,239,250         2.2
Dallas Semiconductor Corp. (b)     328,100       5,454,663         2.0
Microchip Technology Inc. (b)      152,806       4,202,165         1.5
S3 Incorporated (b)                247,300       3,894,975         1.4
Lam Research Corp. (b)              48,700       1,814,075         0.7
                                            --------------
                                                42,259,203
                                            --------------
Services (10.1%)
- ----------------------------------------------------------
Proffitt's Inc. (b)                247,800       5,513,550          2.0
  RETAILERS - OTHER
United Video Satellite Group
 Inc. Class A (b)                  199,200       4,780,800          1.7
  CABLE TELEVISION
Equity Inns Inc.                   428,300       4,711,300          1.7
  LEISURE & TOURISM
Savoy Pictures Entertainment
 Inc. (b)                          600,000       3,900,000          1.4
  LEISURE & TOURISM
Friedman's Inc. Class A (b)        219,600       3,788,100          1.4
  RETAILERS - OTHER
Rio Hotel & Casino Inc. (b)        303,800       3,683,575          1.3
  LEISURE & TOURISM
The Buckle Inc. (b)                157,900       1,697,425          0.6
  RETAILERS - APPAREL
                                            --------------
                                                28,074,750
                                            --------------
Finance (9.9%)
- ----------------------------------------------------------
Leader Financial Corp. (b)         314,800       6,492,750          2.4
  SAVINGS & LOAN
Advanta Corp. Class B              249,100       6,289,775          2.3
  CONSUMER FINANCE
Mid-America Apartment
 Communities Inc.                  169,700       4,539,475          1.6
  REAL ESTATE
Signet Banking Corp.               133,900       3,832,888          1.4
  BANKS - REGIONAL
Trans Financial Bancorp Inc.       178,433       2,319,629          0.8
  SAVINGS & LOAN
RFS Hotel Investors Inc.           152,100       2,224,463          0.8
  REAL ESTATE

<CAPTION>
                                                Market        % of Net
Equity Investments                Shares        Value        Assets(a)
<S>                              <C>        <C>             <C>
- ------------------------------------------------------------------------
Capitol American Financial
 Corp.                              72,600      $1,669,800         0.6
  INSURANCE/MULTI-LINE
                                            --------------
                                                27,368,780
                                            --------------
Technology (9.3%)
- ----------------------------------------------------------
Seagate Technology (b)             336,400       8,073,600          2.9
  COMPUTERS & PERIPHERALS
BMC Software Inc. (b)              126,700       7,206,063          2.6
  SOFTWARE
Cisco Systems Inc. (b)             176,900       6,213,613          2.3
  NETWORKING
Excalibur Technology Corp.
 (b)(c)                            365,000       2,098,750          0.8
  SOFTWARE
Cabletron System Inc. (b)           43,900       2,041,350          0.7
  NETWORKING
                                            --------------
                                                25,633,376
                                            --------------
Consumer Non-Durables (8.4%)
- ----------------------------------------------------------
Haggar Corp.                       351,000       8,862,750          3.2
  TEXTILES & APPAREL
Premark International Inc.         143,900       6,439,985          2.3
  HOUSEHOLD PRODUCTS
Varsity Spirit Corp. (b)           228,100       4,162,825          1.5
  TEXTILES & APPAREL
Drypers Corp. (b)                  312,800       3,910,000          1.4
  PERSONAL CARE/COSMETICS
                                            --------------
                                                23,375,560
                                            --------------
Consumer Durables (5.5%)
- ----------------------------------------------------------
Eaton Corp.                        158,900       7,864,404          2.8
  AUTO PARTS
Lifetime Hoan Corp. (b)            320,008       3,760,089          1.4
  APPLIANCES & HOUSEHOLD DURABLES
Syratech Corp. (b)                 195,800       3,597,825          1.3
  APPLIANCES & HOUSEHOLD DURABLES
                                            --------------
                                                15,222,318
                                            --------------
Health Care (4.9%)
- ----------------------------------------------------------
Health Systems International
 Inc. Class A (b)                  232,900       7,074,338          2.5
  HEALTH CARE SERVICES
Grancare Inc. (b)                  137,200       2,401,000          0.9
  HEALTH CARE SERVICES
Abaxis Inc. (b)                    672,600       2,101,875          0.8
  MEDICAL TECHNOLOGY & SUPPLIES
Nellcor Inc. (b)                    58,600       1,933,800          0.7
  MEDICAL TECHNOLOGY & SUPPLIES
                                            --------------
                                                13,511,013
                                            --------------
</TABLE>

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

                  Statement of Additional Information Page 121
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND
<TABLE>
<CAPTION>
                                                Market        % of Net
Equity Investments                Shares        Value        Assets(a)
- ------------------------------------------------------------------------
<S>                              <C>        <C>             <C>
Capital Goods (0.7%)
- ----------------------------------------------------------
OfficeMax Inc. (b)                  77,700      $2,059,050         0.7
  OFFICE EQUIPMENT
                                            --------------
                                                 2,059,050
- ------------------------------------------------------------------------
- ------------------------------------------------------------------------
Total Equity Investments
 (cost $160,685,039)......................     177,504,050         64.1
- ------------------------------------------------------------------------
- ------------------------------------------------------------------------
<CAPTION>
                                 Principal
Short-Term Investments            Amount
<S>                              <C>        <C>             <C>
- ------------------------------------------------------------------------
Treasury Bills (21.7%)
- ----------------------------------------------------------
United States Treasury Bill,
 yield 1.014%, due 1/5/95
 (cost $59,993,333) ........... 60,000,000      59,993,333         21.7
<CAPTION>

                                                Market        % of Net
Short-Term Investments                          Value        Assets(a)
<S>                              <C>        <C>             <C>
- ------------------------------------------------------------------------
Repurchase Agreement (18.0%)
- ----------------------------------------------------------
Dated December 30, 1994 with State Street
 Bank and Trust Company, due January 3,
 1995, for an effective yield of 5.25%
 collateralized by $50,010,000 United
 States Treasury Notes, 6.25% due 8/31/96.
 (Market value $50,024,937 including
 accrued interest) (cost $50,019,585).....
                                               $50,019,585         18.0
- ------------------------------------------------------------------------
- ------------------------------------------------------------------------
Total Investments (cost $270,697,957)*....
                                               287,516,968        103.8
Other Assets and Liabilities..............     (10,519,525)        (3.8 )
- ------------------------------------------------------------------------
- ------------------------------------------------------------------------
Net Assets................................    $276,997,443        100.0
- ------------------------------------------------------------------------
- ------------------------------------------------------------------------
<FN>
- --------------------------------------------------------------------------------
(a)  Percentages indicated are based on net assets of $276,997,443.
(b)  Non-income producing security.
(c)  The following is a restricted security bought from a private placement and
     is subject to restriction from public resale:

                           ValueAcquisition Per ShareDate
                                12/31/94 -----------
                                    Shares
                                    Costat
                                    --
                                    --------------- --------------
Excalibur Technology
 Corp...............     4/19/94    365,000  $2,920,000  $       5.75
*      For Federal Income tax purposes, cost is $271,106,009 and appreciation
       (depreciation) of securities is as follows:

     Unrealized appreciation:                  $26,383,842
     Unrealized depreciation:                   (9,972,883)
                                               -----------
     Net unrealized appreciation:              $16,410,959
                                               -----------
                                               -----------
</TABLE>

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

                  Statement of Additional Information Page 122
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND

                              STATEMENT OF ASSETS
                                AND LIABILITIES

                               December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
Assets:
<S>                                                                                                      <C>
  Investments in securities, at value (cost $220,678,372) (Note 1).....................................
                                                                                                         $ 237,497,383
  Repurchase Agreement, at value (cost $50,019,585) (Note 1)...........................................
                                                                                                            50,019,585
  Cash.................................................................................................
                                                                                                                   566

  Receivable for Fund shares sold......................................................................
                                                                                                             5,536,661
  Receivable for securities sold.......................................................................
                                                                                                             1,341,558
  Dividends receivable.................................................................................
                                                                                                                94,226
  Other assets.........................................................................................
                                                                                                                   393
                                                                                                         -------------
  Total assets.........................................................................................
                                                                                                           294,490,372
                                                                                                         -------------
Liabilities:
  Payable for securities purchased.....................................................................
                                                                                                            12,900,984
  Payable for Fund shares repurchased..................................................................
                                                                                                             4,138,787
  Payable for investment management and administration fees (Note 2)...................................
                                                                                                               154,109
  Payable for service and distribution expenses (Note 2)...............................................
                                                                                                               111,755
  Payable for printing and postage expenses............................................................
                                                                                                                67,003
  Payable for registration fees........................................................................
                                                                                                                57,398
  Payable for professional fees........................................................................
                                                                                                                26,751
  Payable for custodian fees...........................................................................
                                                                                                                20,398
  Payable for Trustees' fees and expenses (Note 2).....................................................
                                                                                                                 2,047
  Accrued expenses.....................................................................................
                                                                                                                13,697
                                                                                                         -------------
  Total liabilities....................................................................................
                                                                                                            17,492,929
                                                                                                         -------------
Net assets.............................................................................................
                                                                                                         $ 276,997,443
                                                                                                         -------------
                                                                                                         -------------
Class A:
Net asset value and redemption price per share
 ($196,937,385  DIVIDED BY 11,130,828 shares outstanding)..............................................
                                                                                                         $       17.69
                                                                                                         -------------
                                                                                                         -------------
Maximum offering price per share
 (100/95.25 of $17.69)*................................................................................
                                                                                                         $       18.57
                                                                                                         -------------
                                                                                                         -------------
Class B:+
Net asset value and offering price per share
 ($80,060,058  DIVIDED BY 4,575,521 shares outstanding)................................................
                                                                                                         $       17.50
                                                                                                         -------------
                                                                                                         -------------
Net assets consist of:
  Paid in capital (Note 4).............................................................................
                                                                                                         $ 257,081,753
  Undistributed net investment income..................................................................
                                                                                                                39,441
  Accumulated net realized gain on investments.........................................................
                                                                                                             3,057,238
  Net unrealized appreciation of investments...........................................................
                                                                                                            16,819,011
                                                                                                         -------------
  Total -- representing net assets applicable to capital shares outstanding............................
                                                                                                         $ 276,997,443
                                                                                                         -------------
                                                                                                         -------------
<FN>
- ----------------
*    On sales of $50,000 or more, the offering price is reduced.
+    Redemption price per share is equal to the net asset value per share less
     any applicable contingent deferred sales charge.
</TABLE>

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

                  Statement of Additional Information Page 123
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND

                            STATEMENT OF OPERATIONS

                      For the year ended December 31, 1994

- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                            <C>        <C>
Investment income: (Note 1)
  Interest..............................................................................................  $ 2,273,157
  Dividends.............................................................................................      902,998
                                                                                                          -----------
  Total investment income...............................................................................    3,176,155
                                                                                                          -----------
Expenses:
  Investment management and administration fees (Note 2)................................................    1,283,893
  Service and distribution expenses: (Note 2)
    Class A..................................................................................  $ 526,699
    Class B..................................................................................    266,032      792,731
                                                                                               ---------
  Transfer agent fees (Note 2)..........................................................................      516,252
  Registration fees.....................................................................................      123,748
  Custodian fees........................................................................................       88,580
  Printing and postage expenses.........................................................................       72,429
  Professional fees.....................................................................................       69,311
  Trustees' fees and expenses (Note 2)..................................................................       15,220
                                                                                                          -----------
  Total expenses before reductions......................................................................    2,962,164
    Expense reductions (Note 5)..............................................................                  (2,813)
                                                                                                          -----------
  Total net expenses.........................................................................               2,959,351
                                                                                                          -----------
Net investment income...................................................................................      216,804
                                                                                                          -----------
Net realized and unrealized gain on investments:
Net realized gain on investments........................................................................   24,664,201
Net change in unrealized appreciation of investments....................................................    1,064,481
                                                                                                          -----------
Net realized and unrealized gain on investments.........................................................   25,728,682
                                                                                                          -----------
Net increase in net assets resulting from operations....................................................  $25,945,486
                                                                                                          -----------
                                                                                                          -----------
</TABLE>

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

                  Statement of Additional Information Page 124
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND

                      STATEMENTS OF CHANGES IN NET ASSETS

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 YEAR ENDED          YEAR ENDED
                                                                                             DECEMBER 31, 1994   DECEMBER 31, 1993
                                                                                             ------------------  ------------------
<S>                                                                                          <C>                 <C>
Increase (decrease) in net assets
Operations:
  Net investment income (loss).............................................................
                                                                                               $      216,804     $     (1,042,830)
  Net realized gain on investments.........................................................
                                                                                                   24,664,201           12,855,768
  Net change in unrealized appreciation (depreciation) of investments......................
                                                                                                    1,064,481           (5,894,468)
                                                                                             ------------------  ------------------
  Net increase in net assets resulting from operations.....................................
                                                                                                   25,945,486            5,918,470
                                                                                             ------------------  ------------------
Class A:+
Distributions to shareholders from: (Note 1)
  Net investment income....................................................................
                                                                                                     (177,363)           --
  Net realized gain on investments.........................................................
                                                                                                  (18,246,884)          (9,010,079)
Class B:++
Distributions to shareholders from: (Note 1)
  Net investment income....................................................................
                                                                                                     --                  --
  Net realized gain on investments.........................................................
                                                                                                   (7,094,970)            (134,310)
Capital share transactions: (Note 4)
  Increase from capital shares sold and reinvested.........................................
                                                                                                  842,423,864          434,055,605
  Decrease from capital shares repurchased.................................................
                                                                                                 (684,302,549)        (479,091,372)
                                                                                             ------------------  ------------------
Net increase (decrease) from capital share transactions....................................
                                                                                                  158,121,315          (45,035,767)
                                                                                             ------------------  ------------------
Total increase (decrease) in net assets....................................................
                                                                                                  158,547,584          (48,261,686)
Net assets:
  Beginning of year........................................................................
                                                                                                  118,449,859          166,711,545
                                                                                             ------------------  ------------------
  End of year..............................................................................
                                                                                               $  276,997,443     $    118,449,859
                                                                                             ------------------
                                                                                             ------------------  ------------------
                                                                                                                 ------------------
<FN>
- ----------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
</TABLE>

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

                  Statement of Additional Information Page 125
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND

                              FINANCIAL HIGHLIGHTS

- --------------------------------------------------------------------------------

Contained below is per share operating performance data for a share outstanding,
total investment return, ratios and
supplemental data. This information has been derived from information provided
in the financial statements.
<TABLE>
<CAPTION>
                                                                                  CLASS A+
                                                           -------------------------------------------------------
<S>                                                        <C>         <C>         <C>         <C>        <C>
                                                                           YEAR ENDED DECEMBER 31,
                                                           -------------------------------------------------------
                                                            1994(C)      1993        1992        1991       1990
                                                           ---------   ---------   ---------   --------   --------
Per Share Operating Performance:
Net asset value, beginning of period.....................  $  17.17    $     17.12 $     14.13 $    11.89 $    12.84
                                                           ---------   ---------   ---------   --------   --------
Net investment income (loss).............................         0.04       (0.21)       (0.11)       0.01      (0.01)
Net realized and unrealized gain (loss)
 on investments..........................................         2.55        1.56        4.54       2.28      (0.94)
                                                           ---------   ---------   ---------   --------   --------
Net increase (decrease) in net asset value resulting from
 investment operations...................................      2.59           1.35        4.43       2.29      (0.95)
                                                           ---------   ---------   ---------   --------   --------
Distributions:
  Net investment income..................................        (0.02)       (0.00)       (0.00)      (0.01)      (0.00)
  Net realized gain on investments.......................        (2.05)       (1.30)       (1.44)      (0.04)      (0.00)
                                                           ---------   ---------   ---------   --------   --------
    Total distributions..................................        (2.07)       (1.30)       (1.44)      (0.05)      (0.00)
                                                           ---------   ---------   ---------   --------   --------
Net asset value, end of period...........................  $     17.69 $     17.17 $     17.12 $    14.13 $    11.89
                                                           ---------   ---------   ---------   --------   --------
                                                           ---------   ---------   ---------   --------   --------
Total investment return (d)..............................     15.69%        8.3%       31.7%      19.3%      (7.4)%
                                                           ---------   ---------   ---------   --------   --------
                                                           ---------   ---------   ---------   --------   --------
Ratios and supplemental data:
Net assets, end of period (in 000's).....................  $196,937    $116,468    $166,712    $88,041    $65,413
Ratio of net investment income (loss) to average
 net assets..............................................      0.17%       (0.7)%      (1.1)%      0.0%      (0.1)%
Ratio of expenses to average net assets..................      1.58%        1.6%        1.8%       1.7%       2.0%
Ratio of expenses to average net assets before expense
 reductions..............................................         1.58%       --%        --%        --%        --%
Portfolio turnover rate+++...............................       102%         92%        114%       156%       145%

<CAPTION>
                                                                  CLASS B++
                                                           -----------------------
<S>                                                        <C>        <C>
                                                                        APRIL 1,
                                                                          1993
                                                                           TO
                                                                      DECEMBER 31,
                                                           1994(C)        1993
                                                           --------   ------------
Per Share Operating Performance:
Net asset value, beginning of period.....................  $ 17.09       $   15.90
                                                           --------   ------------
Net investment income (loss).............................       (0.09)        (0.29)
Net realized and unrealized gain (loss)
 on investments..........................................        2.55         2.78
                                                           --------   ------------
Net increase (decrease) in net asset value resulting from
 investment operations...................................        2.46         2.49
                                                           --------   ------------
Distributions:
  Net investment income..................................       (0.00)        (0.00)
  Net realized gain on investments.......................       (2.05)        (1.30)
                                                           --------   ------------
    Total distributions..................................       (2.05)        (1.30)
                                                           --------   ------------
Net asset value, end of period...........................  $    17.50    $   17.09
                                                           --------   ------------
                                                           --------   ------------
Total investment return (d)..............................    15.06%        16.1%(a)
                                                           --------   ------------
                                                           --------   ------------
Ratios and supplemental data:
Net assets, end of period (in 000's).....................  $80,060       $1,982
Ratio of net investment income (loss) to average
 net assets..............................................    (0.48)%       (1.3)%(b)
Ratio of expenses to average net assets..................     2.23%         2.2%(b)
Ratio of expenses to average net assets before expense
 reductions..............................................        2.23%        --%
Portfolio turnover rate+++...............................      102%          92%
<FN>
- ------------------
+    All capital shares issued and outstanding as of March 31, 1993, were
     reclassified as Class A shares.
++   Commencing April 1, 1993, the Fund began offering Class B shares.
+++  Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
(a)  Not annualized.
(b)  Annualized.
(c)  These selected per share data were calculated based upon weighted shares
     outstanding during the year.
(d)  Total investment return does not include sales charges.
</TABLE>

                  Statement of Additional Information Page 126
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND

                                    NOTES TO
                              FINANCIAL STATEMENTS

                               December 31, 1994

- --------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES
G.T. Global America Growth Fund ("Fund"), formerly G.T. America Growth Fund, is
a separate series of G.T. Global Growth Series ("Company"). The Company is
organized as a Massachusetts business trust and is registered under the
Investment Company Act of 1940, as amended ("1940 Act"), as a diversified,
open-end management investment company. The Company has six series of shares of
beneficial interest outstanding, each series corresponding to a distinct
portfolio of investments. The following is a summary of significant accounting
policies consistently followed by the Fund in the preparation of the financial
statements. The policies are in conformity with generally accepted accounting
principles.

(A)  PORTFOLIO VALUATION
The Fund calculates the net asset value of and completes orders to purchase,
exchange or repurchase Fund shares on each business day, with the exception of
those days on which the New York Stock Exchange is closed.

Equity securities are valued at the last sale price on the exchange on which
such securities are traded, or, in the principal over-the-counter market in
which such securities are traded, as of the close of business on the day the
securities are being valued or, lacking any sales, at the last available bid
price. In cases where securities are traded on more than one exchange, the
securities are valued on the exchange determined by G.T. Capital Management,
Inc. ("G.T. Capital") to be the primary market.

Fixed income investments are valued at the mean of representative quoted bid and
ask prices for such investments or, if such prices are not available, at prices
for investments of comparative maturity, quality and type; however, when G.T.
Capital deems it appropriate, prices obtained for the day of valuation from a
bond pricing service will be used. Short-term investments with a maturity of 60
days or less are valued at amortized cost, adjusted for market fluctuation, if
any.

Investments for which market quotations are not readily available (including
restricted securities which are subject to limitations on their sale) are valued
at fair value as determined in good faith by or under the direction of the
Company's Board of Trustees.

(B)  REPURCHASE AGREEMENTS
With respect to repurchase agreements entered into by the Fund, it is the Fund's
policy to always receive, as collateral, United States government securities or
other high quality debt securities of which the value,
including accrued interest, is at least equal to the amount to be paid to the
Fund under each agreement at its maturity.

(C)  OPTION ACCOUNTING PRINCIPLES
When the Fund writes a call or put option, an amount equal to the premium
received is included in the Fund's "Statement of Assets and Liabilities" as an
asset and an equivalent liability. The amount of the liability is subsequently
marked-to-market to reflect the current market value of the option. The current
market value of an option listed on a traded exchange is valued at its last
settlement price, or, in the case of an over-the-counter option, is valued at
the bid price obtained from a broker. If an option expires on its stipulated
expiration date or if the Fund enters into a closing purchase transaction, a
gain or loss is realized without regard to any unrealized gain or loss on the
underlying security, and the liability related to such option is extinguished.
If a written call option is exercised, a gain or loss is realized from the sale
of the underlying security and the proceeds of the sale are increased by the
premium originally received. If a written put option is exercised, the cost of
the underlying security purchased would be decreased by the premium originally
received. The Fund can write options only on a covered basis, which for a call
requires that the Fund hold the underlying security, and for a put requires the
Fund to set aside cash, U.S. government securities or other liquid, high grade
debt securities in an amount not less than the exercise price or otherwise
provide adequate cover at all times while the put option is outstanding.

The premium paid by the Fund for the purchase of a call or put option is
included in the Fund's "Statement of Assets and Liabilities" as an investment
and subsequently "marked-to-market" to reflect the current market value of the
option. If an option which the Fund has purchased expires on the stipulated
expiration date, the Fund realizes a loss in the amount of the cost of the
option. If the Fund enters into a closing sale transaction, the Fund realizes a
gain or loss, depending on whether proceeds from the

                  Statement of Additional Information Page 127
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND
closing sale transaction are greater or less than the cost of the option. If the
Fund exercises a call option, the cost of the securities acquired by exercising
the call is increased by the premium paid to buy the call. If the Fund exercises
a put option, it realizes a gain or loss from the sale of the underlying
security, and the proceeds from such sale are decreased by the premium
originally paid.

The risk associated with purchasing options is limited to the premium originally
paid. The risk in writing a call option is that the Fund may forego the
opportunity of profit if the market value of the underlying security or index
increases and the option is exercised. The risk in writing a put option is that
the Fund may incur a loss if the market value of the underlying security or
index decreases and the option is exercised. In addition, there is the risk the
Fund may not be able to enter into a closing transaction because of an illiquid
secondary market.

(D)  FUTURES CONTRACTS
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract the
Fund is required to pledge to the broker an amount of cash or securities equal
to the minimum "initial margin" requirements of the exchange on which the
contract is traded. Pursuant to the contract, the Fund agrees to receive from or
pay to the broker an amount of cash equal to the daily fluctuation in value of
the contract. Such receipts or payments are known as "variation margin" and are
recorded by the Fund as unrealized gains or losses. When the contract is closed,
the Fund records a realized gain or loss equal to the difference between the
value of the contract at the time it was opened and the value at the time it was
closed. The potential risk to the Fund is that the change in value of the
underlying securities may not correlate to the change in value of the contracts.

(E) SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME
Security transactions are accounted for on the trade date (date the order to buy
or sell is executed). The cost of securities sold is determined on an identified
cost basis. Dividends are recorded on the ex-dividend date. Interest income is
recorded on the accrual basis. Where a high level of uncertainty exists as to
its collection, income is recorded net of all withholding tax with any rebate
recorded when received. The Fund may trade securities on other than normal
settlement terms. This may increase the risk if the other party to the
transaction fails to deliver and causes the Fund to subsequently invest at less
advantageous prices.

(F)  TAXES
It is the policy of the Fund to meet the requirements for qualification as a
"regulated investment company" under the Internal Revenue Code of 1986, as
amended ("Code"). It is also the intention of the Fund to make distributions
sufficient to avoid imposition of any excise tax under Section 4982 of the Code.
Therefore, no provision has been made for Federal taxes on income, capital
gains, or unrealized appreciation of securities held, and excise tax on income
and capital gains.

For corporate shareholders, 3.8% of the net investment income and short-term
gain dividends paid during the Fund's year ended December 31, 1994 qualified for
the dividends received deduction.

(G)  DISTRIBUTIONS TO SHAREHOLDERS
Distributions to shareholders are recorded by the Fund on the ex-date. Income
and capital gain distributions are determined in accordance with Federal income
tax regulations which may differ from generally accepted accounting principles.
These differences are primarily due to differing treatments of income and gains
on various investment securities held by the Fund and timing differences.

(H)  RESTRICTED SECURITIES
The Fund is permitted to invest in privately placed restricted securities. These
securities may be resold in transactions exempt from registration or to the
public if the securities are registered. Disposal of these securities may
involve time-consuming negotiations and expense, and prompt sale at an
acceptable price may be difficult. At the end of the period, restricted
securities (excluding 144A issues) are shown at the end of the Portfolio of
Investments.

2. RELATED PARTIES
G.T. Capital is the Fund's investment manager and
administrator. The Fund pays investment management and administration fees to
G.T. Capital at the following annualized rates of 0.725% on the first $500
million of average daily net assets on the Fund; 0.70% on the next $500 million;
0.675% on the next $500 million and 0.65% on amounts thereafter. These fees are
computed daily and paid monthly, and are subject to reduction in any year to the
extent that the Fund's expenses (exclusive of brokerage commissions, taxes,
interest, distribution-related expenses and extraordinary expenses) exceed the
most stringent limits prescribed by the laws or regulations of any state in
which the Fund's shares are offered for sale, based on the average total net
asset value of the Fund.

G.T. Global Financial Services, Inc. ("G.T. Global"), an affiliate of G.T.
Capital, serves as the Fund's

                  Statement of Additional Information Page 128
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND
distributor. The Fund offers Class A shares and Class B shares for purchase.

Class A shares are subject to initial sales charges imposed at the time of
purchase, in accordance with the schedule included in the Fund's current
prospectus. G.T. Global collects the sales charges imposed on sales of Class A
shares, and reallows a portion of such charges to dealers through which the
sales are made. For the year ended December 31, 1994, G.T. Global retained
$80,807 of such sales charges. G.T. Global also makes ongoing shareholder
servicing and trail commission payments to dealers whose clients hold Class A
shares.

Class B shares are not subject to initial sales charges. When Class B shares are
sold, G.T. Global from its own resources pays commissions to dealers through
which the sales are made. Certain redemptions of Class B shares made within six
years of purchase are subject to contingent deferred sales charges ("CDSCs"), in
accordance with the Fund's current prospectus. For the year ended December 31,
1994, G.T. Global collected CDSCs in the amount of $130,809. In addition, G.T.
Global makes ongoing shareholder servicing and trail commission payments to
dealers whose clients hold Class B shares.

Pursuant to Rule 12b-1 under the 1940 Act, the Company's Board of Trustees has
adopted separate distribution plans with respect to the Fund's Class A shares
("Class A Plan") and Class B shares ("Class B Plan"), pursuant to which the Fund
reimburses G.T. Global for a portion of its shareholder servicing and
distribution expenses. Under the Class A Plan, the Fund may pay G.T. Global a
service fee at the annualized rate of up to 0.25% of the average daily net
assets of the Fund's Class A shares for G.T. Global's expenditures incurred in
servicing and maintaining shareholder accounts, and may pay G.T. Global a
distribution fee at the annualized rate of up to 0.35% of the average daily net
assets of the Fund's Class A shares, less any amounts paid by the Fund as the
aforementioned service fee, for G.T. Global expenditures incurred in providing
services as distributor. All expenses for which G.T. Global is reimbursed under
the Class A Plan will have been incurred within one year of such reimbursement.

Pursuant to the Fund's Class B Plan, the Fund may pay G.T. Global a service fee
at the annualized rate of up to 0.25% of the average daily net assets of the
Fund's Class B shares for G..T. Global's expenditures incurred in servicing and
maintaining shareholder accounts, and may pay G.T. Global a distribution fee at
the annualized rate of up to 0.75% of the average daily net assets of the Fund's
Class B shares for G.T. Global's expenditures incurred in providing services as
distributor. Expenses incurred under the Class B Plan in excess of 1.00%
annually may be carried forward for reimbursement in subsequent years as long as
that Plan continues in effect.

G.T. Capital and G.T. Global voluntarily have undertaken to limit the Fund's
expenses (exclusive of brokerage commissions, taxes, interest, and extraordinary
items) to the maximum annual level of 2.00% and 2.65% of the average daily net
assets of the Fund's Class A shares and Class B shares, respectively. If
necessary, this limitation will be effected by waivers by G.T. Capital of
investment management and administration fees, waivers by G.T.
Global of payments under the Class A Plan and/or Class B Plan and/or
reimbursements by G.T. Capital or G.T. Global of portions of the Fund's other
operating expenses.

G.T. Global Investor Services, Inc. ("G.T. Services"), an affiliate of G.T.
Capital and G.T. Global, is the transfer agent of the Fund.

The Company pays each of its Trustees who is not an employee, officer or
director of G.T. Capital, G.T. Global or G.T. Services $5,000 per year plus $300
for each meeting of the board or any committee thereof attended by the Trustee.

3. PURCHASES AND SALES OF SECURITIES
For the year ended December 31, 1994, purchases and sales of investment
securities by the Fund, other than U.S. government obligations and short-term
investments, aggregated $179,755,298 and $130,213,517, respectively. There were
no purchases or sales of U.S. government obligations by the Fund during the
year.

                  Statement of Additional Information Page 129
<PAGE>
                        G.T. GLOBAL AMERICA GROWTH FUND

4.  CAPITAL SHARES
At December 31, 1994, there were an unlimited number of shares of beneficial
interest authorized, at no par value. Transactions in capital shares of the Fund
were as follows:

                           CAPITAL SHARE TRANSACTIONS
<TABLE>
<CAPTION>
                                                                                    YEAR ENDED                  YEAR ENDED
                                                                                DECEMBER 31, 1994           DECEMBER 31, 1993
                                                                            --------------------------  --------------------------
                                                                              SHARES        AMOUNT        SHARES        AMOUNT
                                                                            -----------  -------------  -----------  -------------

<S>                                                                         <C>          <C>            <C>          <C>
CLASS A
Shares sold...............................................................   37,768,865  $ 699,605,033   25,915,034  $ 424,803,912
Shares issued in connection with reinvestment of distributions............      902,149     15,125,347      440,378      7,187,250
                                                                            -----------  -------------  -----------  -------------
                                                                             38,671,014    714,730,380   26,355,412    431,991,162
Shares repurchased........................................................  (34,322,058)  (638,933,258) (29,313,091)  (478,905,129)
                                                                            -----------  -------------  -----------  -------------
Net increase (decrease)...................................................    4,348,956  $  75,797,122   (2,957,679) $ (46,913,967)
                                                                            -----------  -------------  -----------  -------------
                                                                            -----------  -------------  -----------  -------------

<CAPTION>

                                                                                                              APRIL 1, 1993
                                                                                    YEAR ENDED                      TO
                                                                                DECEMBER 31, 1994           DECEMBER 31, 1993
                                                                            --------------------------  --------------------------
                                                                              SHARES        AMOUNT        SHARES        AMOUNT
                                                                            -----------  -------------  -----------  -------------
<S>                                                                         <C>          <C>            <C>          <C>
CLASS B
Shares sold...............................................................    6,565,639  $ 121,728,093      119,722  $   1,949,748
Shares issued in connection with reinvestment of distributions............      359,927      5,965,391        7,054        114,695
                                                                            -----------  -------------  -----------  -------------
                                                                              6,925,566    127,693,484      126,776      2,064,443
Shares repurchased........................................................   (2,466,010)   (45,369,291)     (10,811)      (186,243)
                                                                            -----------  -------------  -----------  -------------
Net increase..............................................................    4,459,556  $  82,324,193      115,965  $   1,878,200
                                                                            -----------  -------------  -----------  -------------
                                                                            -----------  -------------  -----------  -------------
</TABLE>

5.  EXPENSE REDUCTIONS
G.T. Capital has directed certain portfolio trades to brokers who paid a portion
of the Fund's expenses. For the year ended December 31, 1994, the Fund's
expenses were reduced by $2,813 under these arrangements.

- --------------

FEDERAL TAX INFORMATION (UNAUDITED):
Pursuant to Section 852 of the Internal Revenue Code, the Fund designates
$5,754,456 as capital gain dividends for the taxable year ended December 31,
1994.

                  Statement of Additional Information Page 130
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     NOTES

- --------------------------------------------------------------------------------

                  Statement of Additional Information Page 131
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     NOTES

- --------------------------------------------------------------------------------

                  Statement of Additional Information Page 132
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     NOTES

- --------------------------------------------------------------------------------

                  Statement of Additional Information Page 133
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     NOTES

- --------------------------------------------------------------------------------

                  Statement of Additional Information Page 134
<PAGE>
                            G.T. GLOBAL GROWTH FUNDS

                                     [LOGO]
                           G.T. GLOBAL GROUP OF FUNDS

  G.T.  GLOBAL  OFFERS  A  BROAD  RANGE OF  MUTUAL  FUNDS  TO  COMPLEMENT MANY
  INVESTORS' PORTFOLIOS. FOR MORE INFORMATION AND  A PROSPECTUS ON ANY OF  THE
  G.T.  GLOBAL FUNDS,  PLEASE CONTACT YOUR  INVESTMENT COUNSELOR  OR CALL G.T.
  GLOBAL DIRECTLY AT 1-800-824-1580.

GROWTH FUNDS

/ / GLOBALLY DIVERSIFIED FUNDS

G.T. GLOBAL WORLDWIDE GROWTH FUND
Invests around the world, including the U.S.

G.T. GLOBAL INTERNATIONAL GROWTH FUND
Provides portfolio diversity by investing outside
the U.S.

G.T. GLOBAL EMERGING MARKETS FUND
Gives access to the growth potential of developing economies

/ / GLOBAL THEME FUNDS

G.T. GLOBAL HEALTH CARE FUND
Invests in growing health care industries worldwide

G.T. GLOBAL TELECOMMUNICATIONS FUND
Invests in companies worldwide that develop, manufacture or sell
telecommunications services or equipment

G.T. GLOBAL INFRASTRUCTURE FUND
Seeks companies that build, improve or maintain a country's infrastructure

G.T. GLOBAL FINANCIAL SERVICES FUND
Focuses on the worldwide opportunities from the demand for financial services
and products

G.T. GLOBAL NATURAL RESOURCES FUND
Concentrates on companies that own, explore or develop natural resources

G.T. GLOBAL CONSUMER PRODUCTS AND SERVICES FUND
Invests in companies that manufacture, market, retail, or distribute consumer
products or services

/ / REGIONALLY DIVERSIFIED FUNDS

G.T. GLOBAL NEW PACIFIC GROWTH FUND
Offers access to the emerging and established markets of the Pacific Rim,
excluding Japan

G.T. GLOBAL EUROPE GROWTH FUND
Focuses on investment opportunities in the new, unified Europe

G.T. LATIN AMERICA GROWTH FUND
Invests in the emerging markets of Latin America

/ / SINGLE COUNTRY FUNDS

G.T. GLOBAL AMERICA GROWTH FUND
Concentrates on small and medium-sized companies in the U.S.
G.T. GLOBAL JAPAN GROWTH FUND
Provides U.S. investors with direct access to the Japanese market

GROWTH AND INCOME FUND

G.T. GLOBAL GROWTH & INCOME FUND
Invests in blue-chip stocks and government bonds from around the world

INCOME FUNDS

G.T. GLOBAL GOVERNMENT INCOME FUND
Earns monthly income from global government securities

G.T. GLOBAL STRATEGIC INCOME FUND
Allocates its assets among debt securities from the U.S., developed foreign
countries and emerging markets

G.T. GLOBAL HIGH INCOME FUND
Invests in debt securities in emerging markets

MONEY MARKET FUND

G.T. GLOBAL DOLLAR FUND
Invests in high quality, U.S. dollar-denominated money market securities
worldwide for stability and preservation of capital

  NO DEALER,  SALESMAN  OR  OTHER  PERSON HAS  BEEN  AUTHORIZED  TO  GIVE  ANY
  INFORMATION  OR TO MAKE ANY REPRESENTATION  NOT CONTAINED IN THIS PROSPECTUS
  AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATION MUST NOT BE RELIED
  UPON AS HAVING BEEN  AUTHORIZED BY G.T. GLOBAL  GROWTH SERIES, G.T.  CAPITAL
  MANAGEMENT,  INC. OR  G.T. GLOBAL  FINANCIAL SERVICES,  INC. THIS PROSPECTUS
  DOES NOT CONSTITUTE AN OFFER TO SELL OR SOLICITATION OF ANY OFFER TO BUY ANY
  OF THE SECURITIES OFFERED HEREBY IN  ANY JURISDICTION TO ANY PERSON TO  WHOM
  IT IS UNLAWFUL TO MAKE SUCH OFFER IN SUCH JURISDICTION.

                                                                      EQUSX506MC


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