<PAGE>
SCHEDULE 14A INFORMATION
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[X ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-
6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
VAN ECK FUNDS
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X ] No Fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction applies:
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which
the filing fee is calculated and state how it was determined):
4) Proposed maximum aggregate value of transaction:
5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
4) Date filed:
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VAN ECK FUNDS
ASIA DYNASTY FUND
99 PARK AVENUE, NEW YORK, NEW YORK 10016
(212) 687-5200 . TOLL FREE (800) 826-2333
___________________________________________________
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
NOVEMBER 10, 1998
___________________________________________________
A SPECIAL MEETING OF SHAREHOLDERS OF ASIA DYNASTY FUND (the "Fund"), a
series of VAN ECK FUNDS (the "Trust"), will be held at the offices of the Trust,
8th Floor, 99 Park Avenue, New York, New York on Tuesday, November 10, 1998 at
9:00 A.M., New York Time, for the following purposes:
1. To consider and vote upon changes to the Fund's investment objectives
and policies;
2. To consider and vote upon a change to the Fund's investment
restrictions to permit the Fund to invest in futures without limitations on
margin deposits;
3. To consider and vote upon a change to the Fund's investment
restriction regarding investments in securities in one industry;
4. To consider and act upon any other matters which may properly come
before the meeting or any adjournment thereof.
Shareholders of record at the close of business on September 22, 1998 are
entitled to notice of, and to vote at the Special Meeting.
By order of the Board of Trustees,
THOMAS H. ELWOOD,
Secretary
October 4, 1998
WHETHER YOU EXPECT TO ATTEND THE SPECIAL MEETING OR NOT,
PLEASE COMPLETE, DATE AND SIGN THE ENCLOSED PROXY CARD
AND RETURN IT PROMPTLY.
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VAN ECK FUNDS
99 PARK AVENUE, NEW YORK, NEW YORK 10016
(212) 687-5200 . TOLL FREE (800) 826-2333
__________________________________________
PROXY STATEMENT
SPECIAL MEETING OF SHAREHOLDERS
NOVEMBER 10, 1998
_________________________________________
This Proxy Statement is furnished to shareholders of Asia Dynasty Fund ("the
"Fund"), a series of Van Eck Funds, (the "Trust"), in connection with the
solicitation by the Trust's Board of Trustees of proxies to be used at a Special
Meeting of Shareholders of the Trust (the "Special Meeting") to be held at the
offices of the Trust, 99 Park Avenue, 8th Floor, New York, New York on Tuesday,
November 10, 1998 at 9:00 A.M., New York Time, for purposes set forth in the
accompanying Notice of Special Meeting of Shareholders. The enclosed proxy can
be revoked by notice in writing to the Trust at any time before it is exercised
or by voting in person at the Special Meeting. The cost of soliciting proxies
will be borne by the Fund. In addition to solicitation by mail, some of the
officers of the Trust and employees of the Trust or the Adviser, without extra
remuneration, may conduct additional solicitation by telephone, telegraph and
personal interview. This proxy soliciting material is being mailed to
shareholders on or about October 8, 1998.
Only shareholders of record at the close of business on September 22, 1998 are
entitled to notice of, and to vote at, the Special Meeting and at any
adjournment(s) thereof.
Each proxy will be voted in accordance with the shareholder's instruction with
respect to the proposals set forth in the accompanying Notice of Special
Meeting. If a signed proxy is returned with no instruction indicated, the proxy
will be voted FOR approval of each of the proposals. In the event there are not
sufficient votes to approve the proposal at the time of the Special Meeting, the
Special Meeting may be adjourned to permit further solicitations of proxies by
the Trust. If the Trust proposes to adjourn the Special Meeting by a vote of the
shareholders, the persons named in the enclosed proxy card will vote all shares
for which they have voting authority in favor of such adjournment.
As of September 22, 1998, there were outstanding _______________ shares of
beneficial interest of the Fund. Each full share is entitled to one full vote
and each fractional share is entitled to a proportionate share of one vote. As
of such date, the following persons were known to the Trust to own of record or
beneficially more than 5% of the outstanding shares of the Fund:
[5% beneficial owners]
A proxy that is properly executed by a client and returned to his or her broker,
which holds Fund shares for the client in its own name, and that is accompanied
by the client's instructions to withhold authority to vote with respect to the
proposals set forth in the accompanying Notice of Special Meeting, represents a
broker "non-vote" (that is, a proxy from a broker or nominee indicating that
such person has not received instructions from the beneficial owner or other
person entitled to vote shares on the particular matter with respect to which
the broker or nominee does not have discretionary power). The shares represented
thereby will be considered not to be present at the Special Meeting for purposes
of determining the existence of a quorum for the transaction of business for
that proposal and will be deemed not cast with respect to such proposal. Also,
a properly executed and returned proxy marked with a abstention will be
considered present at the Meeting for purposes of determining the existence of a
quorum for the transaction of business.
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However, abstentions and broker "non-votes" have the effect of a negative vote
on matters which require approval by a requisite percentage of the outstanding
shares.
PROPOSAL NO. 1
APPROVAL TO CHANGE THE FUND'S INVESTMENT OBJECTIVE
AND POLICIES
The Fund's current investment objective is to seek long-term capital
appreciation by investing in equity securities of companies that are expected to
benefit from the development and growth of the economies of the Asian region.
It is proposed that the investment objective of the Fund be revised to seek
long-term capital appreciation by investing primarily in equity securities in
emerging markets around the world. The Trustees have concluded that it is
appropriate to expand the investment opportunities available to the Fund in
seeking long-term capital appreciation for its shareholders.
Approval of this proposal would permit the Fund to make substantial
investments not just in the Asia Region, but also in the emerging markets. The
ability to concentrate in other regions, in addition to the Asian region will
make the Fund more diversified and will enable the Adviser to take advantage of
a wider variety of investment opportunities. As a result, the Trustees expect
that the Fund's increased flexibility will benefit the Fund and its
shareholders.
In addition, it is the current policy of the Fund to invest at least
65% of its total assets in equity securities in the securities of companies
located in, or expected to benefit from the growth of the economies of countries
located in the Asian Region.
The proposed concentration policy would require the Fund to invest at
least 65% of its assets in Emerging Countries and emerging market equity
securities. The Fund considers emerging markets securities to include
securities that (i) principally trade in the capital markets of an emerging
market country; (ii) are of companies that derive at least 50% of total revenues
from either goods produces or services performed in emerging market countries or
from sales made in Emerging Countries, regardless of where the securities of
such companies are principally traded; (iii) are of companies organized under
the laws of, and with a principal office in, an Emerging Country; (iv) are of
investment companies (such as country funds) that principally invest in emerging
market securities; and (v) are American Depository Receipts, American Depository
Shares, European Depository Receipts and Global Depository Receipts with respect
to the securities of such companies.
The proposed policy would allow the Fund to invest in equity
securities which include common stocks; preferred stocks (either convertible or
non-convertible); rights warrants; direct equity interests in trusts,
partnerships, joint ventures and other unincorporated entities or enterprises;
convertible debt instruments; and special classes of shares available only to
foreign persons in those markets that restrict ownership of certain classes of
equity to nationals or residents of that country. These securities may be
listed on securities exchanges or traded over-the-counter. Direct investments
are generally considered illiquid and will be aggregated with other liquid
investments for purposes of the limitation on illiquid investments.
Although the Fund emphasizes equity securities, the proposal would
allow the Fund to also invest in other types of instruments, including debt
securities of any quality. Under the proposed policy, the Fund would not invest
more than 25% of its assets in debt securities rated below BBB by S&P or Baa by
Moody's. Debt securities may include fixed or floating rate bonds, notes,
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debentures, commercial paper, loans, convertible securities and other debt
securities issued or guaranteed by governmental, banking and private entities.
In addition, under the proposed policy the Fund could, for temporary
defensive purposes, invest more than 35% of its total assets in securities which
are not emerging markets securities, such as high grade, liquid debt securities
of foreign and United States companies, foreign governments and the U.S.
government, and their respective agencies, instrumentalities, political
subdivisions and authorities, as well as in money market instrument denominated
in U.S. dollars or a foreign currency.
The Trustees have determined that because of the market volatility in
Asia, the Fund would benefit from expanding the countries in which the Adviser
may invest, since the Fund's current emphasis of investing securities in the
Asian region restricts the Adviser's flexibility to take advantage of investment
opportunities in other emerging markets that may better meet the Fund's
investment objectives. In addition, while any concentration may subject the
Fund to greater risks and market fluctuations than funds with more diversified
portfolios, the Trustees believe that broadening the Fund's concentration to
include all Emerging Markets is less risky than concentration in a single
region. Also, the Adviser will have the additional flexibility of being able to
invest in debt securities in addition to equity securities.
It is the Trust's intention, if this proposal is approved by
shareholders, to rename the Fund to reflect its new objective and concentration
policy.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THIS PROPOSAL.
PROPOSAL NO. 2
APPROVAL TO CHANGE THE FUND'S INVESTMENT RESTRICTION
REGARDING DERIVATIVES
The Fund's Adviser believes that the ability to purchase or sell
commodities or commodity futures contracts for hedging or other purposes will be
of benefit to the Fund. The use of commodity futures contracts as hedging
instruments involves several risks. First, there can be no assurance that the
prices of the futures contracts and the hedged security or the cash market
position will move as anticipated. If prices do not move as anticipated, the
Fund may incur a loss on its investment, may not achieve the hedging protection
anticipated and/or incur a loss greater than if it had entered into a cash
market position. Second, investments in futures contracts may reduce the gain
which would otherwise be realized from the sale of the underlying securities or
assets which are being hedged. Third, positions in futures contracts can be
closed out only on an exchange that provides a market for those instruments. If
the Fund cannot close out an exchange traded futures contract which it holds, it
would have to perform its contractual obligation and would incur transaction
costs on the sale of the underlying assets.
In addition, the Adviser wants to be excluded from the 5% limitation
for margin deposit for futures position entered into for bona fide hedging
purposes. As the value of the underlying asset fluctuates, either party to the
contract is required to make additional margin payments, known as "variation
margin," to cover additional obligation it may have under the contract.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THIS PROPOSAL.
<PAGE>
PROPOSAL NO. 3
APPROVAL TO ELIMINATE THE INVESTMENT RESTRICTION
REGARDING INVESTMENTS IN SECURITIES IN ONE INDUSTRY
The Fund currently has a fundamental investment restriction which permits it to
invest no more than 25% of its assets in securities of issuers having their
principal business activities in the same industry. The limitation was designed
to provide additional diversification by protecting against declines in certain
industries. However, emerging market economies are often concentrated in only
a few industries and their securities markets may only trade in a small number
of securities. Additionally, a high proportion of shares of many issuers may be
held by a relatively small number of persons or institutions. The Adviser
believes that the 25% limitation restricts its flexibility to take advantage of
investment opportunities in the emerging markets. The ability to concentrate
the Fund's assets in one industry will enable the Adviser when appropriate to
take advantage of the limited amount of industries that the emerging market
countries have to offer.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THIS PROPOSAL.
REQUIRED VOTE
Approval of the Plan is to be determined by the vote of a majority of the
outstanding shares of the Fund as defined in the Investment Company Act of 1940,
as amended (the "Act"). This means an affirmative vote of the lesser of (1)
more than 50% of the outstanding shares or (2) 67% or more of the shares of the
Fund represented at the Special Meeting if more than 50% of the outstanding
shares of the Fund are present or represented by proxy.
OTHER MATTERS TO COME BEFORE THE MEETING
The Trustees do not intend to present any other business at the Special Meeting,
nor are they aware that any shareholder intends to do so. If, however, any
other matters are properly brought before the Special Meeting, the persons named
in the accompanying form of proxy will vote thereon in accordance with their
judgment.
WHETHER OR NOT YOU PLAN TO ATTEND, IT WOULD BE APPRECIATED IF YOU WOULD FILL IN,
DATE AND SIGN THE ENCLOSED PROXY AND RETURN IT PROMPTLY IN THE ENCLOSED
ENVELOPE. NO POSTAGE IS NECESSARY IF IT IS MAILED IN THE CONTINENTAL UNITED
STATES.
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PROXY CARD PROXY CARD
VAN ECK FUNDS
ASIA DYNASTY FUND
PROXY FOR SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD NOVEMBER 10, 1998
The undersigned shareholder of ASIA DYNASTY FUND (the "Fund"), a series of VAN
ECK FUNDS (the "Trust"), having received Notice of the Special Meeting of
Shareholders of the Trust to be held on Tuesday, November 10, 1998 and the Proxy
Statement accompanying such Notice, hereby constitutes and appoints Barbara
Allen and Thomas Elwood and each of them, true and lawful attorneys or attorney
for the undersigned, with several powers of substitution, for and in the name,
place and stead of the undersigned, to attend and vote all shares of the Trust
which the undersigned would be entitled to vote at the Meeting to be held at 99
Park Avenue, 8th Floor, New York, on Tuesday, November 10, 1998, at 9:00 A.M.,
New York Time, and at any and all adjournments thereof, with all powers the
undersigned would possess if personally present.
Dated: _____________________, 1998
___________________________________
Signature of Shareholder
____________________________________
Signature of Co-Owner
For joint accounts, all co-owners must sign.
Executors, administrators, trustees, etc.
should so indicate when signing.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE PROPOSAL.
---
THE SHARES REPRESENTED HEREBY WILL BE VOTED AS INDICATED BELOW
OR FOR THE PROPOSAL IF NO CHOICE IS INDICATED.
---
PROPOSALS
1. To approve a change in the Fund's investment objectives and policies.
FOR _________ AGAINST _________ ABSTAIN _________
2. To approve a change in the Fund's investment restrictions to permit the
Fund to invest in futures contracts without limitations on margin deposits.
FOR _________ AGAINST _________ ABSTAIN _________
3. To approve a change in the Fund's investment restrictions regarding
investments in securities in one industry.
FOR _________ AGAINST _________ ABSTAIN _________
PROXY CARD
PLEASE MARK YOUR PROXY, DATE AND SIGN IT AND RETURN IT
PROMPTLY IN THE ACCOMPANYING ENVELOPE WHICH REQUIRES
NO POSTAGE IF MAILED IN THE UNITED STATES.
