CHUBB INVESTMENT FUNDS INC
485BPOS, 2000-04-28
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                                              1933 ACT REGISTRATION NO. 33-14737
                                              1940 ACT REGISTRATION NO. 811-5155

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                   FORM N-1A

                       REGISTRATION STATEMENT UNDER THE
                            SECURITIES ACT OF 1933

                        POST-EFFECTIVE AMENDMENT NO. 15
                                     -AND-
                       REGISTRATION STATEMENT UNDER THE
                    INVESTMENT COMPANY ACT OF 1940

                             AMENDMENT NO. 16

                           VAN ECK/CHUBB FUNDS, INC
              (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

                   99 PARK AVENUE, NEW YORK, NEW YORK 10016
                   (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 212-687-5200
              (REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE)

          THOMAS ELWOOD, ESQ. - VAN ECK ASSOCIATES CORPORATION
                   99 PARK AVENUE, NEW YORK, NEW YORK 10016
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)

             COPY TO: PHILIP NEWMAN, ESQ., GOODWIN PROCTER & HOAR LLP
                  EXCHANGE PLACE, BOSTON, MASSACHUSETTS 02109
      ------------------------------------------------------------------

IT IS PROPOSED THAT THIS FILING WILL BECOME EFFECTIVE (CHECK APPROPRIATE BOX):


 [ ]   IMMEDIATELY UPON FILING PURSUANT   [ ]  ON (DATE) PURSUANT TO
       TO PARAGRAPH (B)                         PARAGRAPH (B)


 [ ]   60 DAYS AFTER FILING PURSUANT TO   [X]  ON MAY 1, 2000 PURSUANT TO
        PARAGRAPH (A)(1)                        PARAGRAPH (A)(1)


 [ ]   75 DAYS AFTER FILING PURSUANT TO   [ ]  ON (DATE) PURSUANT TO
        PARAGRAPH (A)(2)                        PARAGRAPH (A)(2) OF RULE 485


IF APPROPRIATE, CHECK THE FOLLOWING BOX:

[ ] THIS POST-EFFECTIVE AMENDMENT DESIGNATES A NEW EFFECTIVE DATE FOR A
    PREVIOUSLY FILED POST-EFFECTIVE AMENDMENT

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


Title of  Securities  Being  Registered:  Common Stock,  $.01 par value,  of Van
Eck/Chubb  Capital  Appreciation  Fund,  Van Eck/Chubb  Global Income Fund,  Van
Eck/Chubb Government  Securities Fund, Van Eck/Chubb Growth and Income Fund, Van
Eck/Chubb Tax-Exempt Fund and Van Eck/Chubb Total Return Fund.

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


<PAGE>


                              VAN ECK/CHUBB FUNDS, INC.
                              CROSS-REFERENCE PAGE
                   PURSUANT TO RULE 501 (B) OF REGULATION S-K
                  UNDER THE SECURITIES ACT OF 1933, AS AMENDED

                                   FORM N-1A
PART A
ITEM NO.                                LOCATION IN PROSPECTUS
- --------                                ----------------------

1.  Cover Page                          Cover Page

2.  Synopsis                            Transaction Data

3.  Condensed Financial Information     Financial Highlights

4.  General Description of Registrant   Other Investments, Investment Policies,
                                        Investment Techniques and Risks.

5.  Management of the Fund              Management of the Fund;


6.  Capital Stock and Other Securities  Dividends and Capital Gains; Taxes;


7.  Purchase of Securities Being
    Offered                             How to buy, sell, exchange or Transfer
                                        shares

8.  Redemption or Repurchase            How to buy, sell, exchange or Transer
                                        shares

9.  Pending Legal Proceedings           N/A


PART B                                  LOCATION IN STATEMENT
ITEM NO.                                ADDITIONAL INFORMATION
- --------                                ----------------------

10. Cover Page                          Cover Page

11. Table of Contents                   Table of Contents

12. General Information and History     N/A

13. Investment Objectives and Policies  Investment Objectives and Policies of
                                        the Funds; Investment Restrictions;
                                        Portfolio Transactions and Brokerage


14. Management of the Fund              Directors and Officers

15. Control Persons and Principal       Directors and Officers
    Holders of Securities



PART B                                  LOCATION IN STATEMENT
ITEM NO.                                ADDITIONAL INFORMATION
- --------                                ----------------------


16. Investment Advisory and Other       Investment Advisory Services;The
    Services                            Distributor; Directors and Officers;
                                        Additional Information

17. Brokerage Allocation and Other      Portfolio Transactions and Brokerage
    Practices

18. Capital Stock and Other Securities  General Information

19. Purchase, Redemption and Pricing    Valuation of Shares; Exchange
    of Securities Being Offered         Privilege; Tax-Sheltered Retirement
                                        Plans; Investment Programs;
                                        Redemptions in Kind

20. Tax Status                          Taxes

21. Underwriters                        The Distributor

22. Calculation of Performance Data     Performance

23. Financial Statements                Financial Statements



<PAGE>


YOUR INVESTMENT DEALER IS:



FOR MORE DETAILED INFORMATION, SEE THE STATEMENT OF ADDITIONAL INFORMATION
(SAI), which is incorporated by reference into this prospectus.

FOR FREE COPIES OF SAIS, ANNUAL OR SEMI-ANNUAL REPORTS OR OTHER INQUIRIES...

o  Call Van Eck at 1-800-826-1115, or visit the Van Eck website at
   www.vaneck.com.

o  Go to the Public Reference Room of the Securities and Exchange Commission.


o  Call the SEC at 1-202-942-8090, or write to them at the Public Reference
   Room, Washington, D.C. 20549-0102, and ask them to send you a copy. There is
   a duplicating fee for this service.

o  Download documents from the SEC's website at www.sec.gov or by electronic
   request at the following E-mail address: [email protected]


o  The Funds' annual report includes a discussion of market conditiono and
   investment strategies that significantly affected the Funds' performance last
   year.

[VAN ECK GLOBAL LOGO]


Transfer Agent: DST Systems, Inc.
P.O. Box 218407
Kansas City, Missouri
64121-8407
1-800-544-4653

                                              SEC registration number: 811-04297
                                                                      VEM 513504


                              Van Eck Chubb Funds

                                   PROSPECTUS
                                   May 1, 2000

                               GLOBAL INCOME FUND
                           GOVERNMENT SECURITIES FUND
                             GROWTH AND INCOME FUND
                                 TAX-EXEMPT FUND
                                TOTAL RETURN FUND

These securities have not been approved or disapproved  either by the Securities
and Exchange Commission (SEC) or by any State Securities Commission. Neither the
SEC nor any State  Commission  has  endorsed  the  accuracy  or adequacy of this
prospectus. Any claim to the contrary is against the law.

                         THE VAN ECK PARTNERSHIP SERIES

<PAGE>

TABLE OF CONTENTS

I.   THE FUNDS                                               2


INCLUDES A PROFILE OF EACH FUND; ITS INVESTMENT STYLE
AND PRINCIPAL RISKS; HISTORIC PERFORMANCE; PERFORMANCE
MEASURED AGAINST A RELEVANT BENCHMARK; HIGHEST AND
LOWEST PERFORMING QUARTERS; AND EXPENSES
     GLOBAL INCOME FUND                                      2
     GOVERNMENT SECURITIES FUND                              5
     GROWTH AND INCOME FUND                                  8
     TAX-EXEMPT FUND                                        11
     TOTAL RETURN FUND                                      14


II.  ADDITIONAL INVESTMENT STRATEGIES                       17

OTHER INVESTMENTS, INVESTMENT POLICIES, INVESTMENT
TECHNIQUES AND RISKS


III. SHAREHOLDER INFORMATION                                22

HOW TO BUY, SELL, EXCHANGE, OR TRANSFER SHARES;
AUTOMATIC SERVICES; MINIMUM PURCHASE AND ACCOUNT
SIZE; YOUR PRICE PER SHARE; SALES CHARGES; RETIREMENT
PLANS; DIVIDENDS AND CAPITAL GAINS; TAXES; AND
MANAGEMENT OF THE FUNDS


IV.  FINANCIAL HIGHLIGHTS                                   33

TABLES THAT SHOW PER SHARE EARNINGS, EXPENSES,
AND PERFORMANCE OF EACH FUND.


<PAGE>

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

I. THE FUNDS
- --------------------------------------------------------------------------------

          INCLUDES A PROFILE OF EACH FUND, ITS INVESTMENT STYLE AND PRINCIPAL
          RISKS; HISTORIC PERFORMANCE; PERFORMANCE MEASURED AGAINST A RELEVANT
          BENCHMARK; HIGHEST AND LOWEST PERFORMING QUARTERS; AND EXPENSES.


1. VAN ECK/CHUBB GLOBAL INCOME FUND PROFILE




               OBJECTIVE

               The Global Income Fund seeks high current income and capital
               appreciation by investing primarily in debt securities (bonds) of
               domestic and foreign issuers.

               PRINCIPAL STRATEGIES


               The Fund intends to invest at least 65% of assets in bonds and
               debentures issued by domestic and foreign governments (and their
               agencies and sub-divisions), supranational entities like the
               World Bank, the Asian Development Bank, the European Investment
               Bank, and the European Community. At least 75% of the Fund's debt
               securities will be rated investment grade or higher by Standard &
               Poor's Corporation (S&P) or Moody's Investors Service, Inc.
               (Moody's). The Fund may invest in unrated bonds that, in the
               opinion of the Adviser, are comparable to investment grade bonds.
               The Fund will invest no more than 25% of assets in bonds rated
               lower than investment grade (junk bonds).


               The Fund will invest in three areas: The United States, developed
               foreign countries, and emerging markets (all countries except the
               U.S., Canada, Japan, Australia, New Zealand, and most countries
               in Western Europe). Under normal conditions, the Fund will invest
               at least 65% of assets in at least three different countries,
               including the U.S. The Adviser seeks to invest in bonds with high
               value relative to the quality and yield of the bonds.

               The average maturity of debt securities in the Fund will
               fluctuate according to the Adviser's best judgment.

               PRINCIPAL RISKS

               The Fund is classified as "non-diversified" under the Act.
               Non-diversified Funds may concentrate large portions of their
               assets in a few issuers and are subject to greater volatility
               than diversified Funds. At times, the Fund may invest
               substantially all its assets in one or two countries, for
               example. Fund shares may be more volatile than the shares of a
               diversified bond fund. The Fund is subject to credit risk,
               interest rate risk, foreign risk and the risks of investment in
               undeveloped (emerging market) countries. As a non-diversified
               Fund it is permitted a greater concentration in its investments
               which may make the Fund more volatile than diversified Funds. An
               investment in the Fund may result in the loss of principal.

2    VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                                    I. THE FUNDS / GLOBAL INCOME

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

VAN ECK/CHUBB GLOBAL INCOME FUND PERFORMANCE
- --------------------------------------------------------------------------------


This chart illustrates the historic variability of risk of the Fund from year to
year for a share of Van Eck/Chubb Global Income Fund (before sales charges).
Sales loads or account fees are not reflected; if these amounts were reflected,
returns would be less than those shown. This chart describes past performance
only, and should not be understood as a prediction for future results.

During the period covered, the Fund's highest performing quarter (ended 9/30/98)
was 8.34%. The lowest performing quarter (ended 3/31/99) was -4.47%.




VAN ECK/CHUBB GLOBAL INCOME FUND
CLASS A SHARES ANNUAL TOTAL RETURNS (%)
As of December 31,


[BAR CHART OMITTED]
================================================================================

 '96       '97       '98           '99

5.97      0.01     15.00         -9.55

================================================================================


Fund performance is shown with sales charges subtracted. This chart compares the
Fund's performance with a broad measure of market performance. Past performance
does not guarantee or predict future results.

================================================================================
VAN ECK/CHUBB GLOBAL INCOME FUND
1-YEAR AND LIFE-OF-FUND ANNUALIZED PERFORMANCE
PLUS A COMPARISON TO THE SSB WORLD GOVERNMENT BOND INDEX*


As of December 31, 1999

                                            1 YEAR            LIFE-OF-FUND+
- --------------------------------------------------------------------------------
  Class A Shares                            -13.81%                1.88%
  SSB World Gov't. Bond Index               -4.27%                4.43%
================================================================================

*  The Salomon Smith Barney (SSB) World Government Bond Index is a market
   capitalization weighted benchmark that tracks the performance of 17 world
   government bond markets. Each has a total market capitalization of eligible
   issues of at least US$20billion and Euro15billion. The issues are fixed rate,
   greater than one-year maturity and subject to a minimum amount outstanding
   that varies by local currency. Bonds must be sovereign debt issued in the
   domestic market in local currency.

   The Salomon Smith Barney World Government Bond Index is an unmanaged index
   and includes the reinvestment of all dividends, but does not reflect the
   payment of transaction costs, advisory fees or expenses that are associated
   with an investment in the Fund. The Index's performance is not illustrative
   of the Fund's performance. Indices are not securities in which investments
   can be made.

+  Inception date 9/1/95.




                                            VAN ECK/CHUBB FUNDS PROSPECTUS     3
<PAGE>

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

VAN ECK/CHUBB GLOBAL INCOME FUND EXPENSES
- --------------------------------------------------------------------------------

This table shows certain expenses you will incur as a Fund investor, either
directly or indirectly.


================================================================================
VAN ECK/CHUBB GLOBAL INCOME FUND
SHAREHOLDER EXPENSES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)


                                                                  CLASS A
  Maximum Sales Charge (imposed on purchases as
    a percentage of offering price)                                 4.75%
  Maximum Deferred Sales Charge
    (as a percentage)                                               0.00%



  ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT
    ARE DEDUCTED FROM FUND ASSETS)
  Management                                                        0.20%
  Administration Fees                                               0.45%
  Distribution (12b-1 Fees)                                         0.50%
  Other Expenses                                                    0.27%

  TOTAL ANNUAL FUND OPERATING EXPENSES*                             1.42%
================================================================================

*  Without a waiver from the Adviser, Total Fund Operating Expenses for A shares
   would have been 1.35%. These fee waivers are not contractual and may be
   discontinued at the discretion of the Adviser.


The adjacent table shows the expenses you would pay on a hypothetical $10,000
invest-ment. The example presumes an average annual return of 5% with redemption
at the end of each time period. This illustration is hypothetical and assumes
that expenses remain the same and you reinvest dividends and distributions. In a
real investment, your actual expenses may be higher or lower than those shown.

================================================================================
EXPENSE EXAMPLE
WHAT A $10,000 INVESTMENT WOULD ACTUALLY COST



                            1 YEAR       3 YEARS      5 YEARS     10 YEARS
- --------------------------------------------------------------------------------
  Class A                     $613        $903         $1,214      $2,096

================================================================================

** Expenses would exceed the value of the investment due to the high level of
   expenses if the Adviser does not maintain the fee waiver.


4   VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                            I. THE FUNDS / GOVERNMENT SECURITIES
- --------------------------------------------------------------------------------


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

2. VAN ECK/CHUBB GOVERNMENT SECURITIES FUND PROFILE

               OBJECTIVE

               The Government Securities Fund seeks as high a level of high
               current income as is possible while maintaining the safety of
               principal.

               PRINCIPAL STRATEGIES

               The Fund invests in U.S. Treasury bills, notes and bonds, plus a
               number of high quality debt obligations issued by agencies or
               instrumentalities of the U.S. Government. These include 1)
               Government National Mortgage Association mortgage-backed
               pass-through certificates ("Ginnie Maes"); 2) mortgage-backed
               pass-through securities of the Federal Home Loan Mortgage
               Corpor-ation; 3) debt of each of the Federal Home Loan Banks; 4)
               pass-through debt certificates issued by the Federal National
               Mortgage Association ("Fannie Maes"); and other types of
               mortgage-backed securities issued by Government entities. The
               Fund attempts to set the average maturity of its portfolios to
               match its market outlook. When the Adviser expects interest rates
               to rise it shortens its average maturity and it lengthens its
               maturity as interest rates are expected to decline.

               PRINCIPAL RISKS

               The value of the debt securities held by the Fund will drop as
               interest rates go up or as mortgage-backed securities are
               pre-paid. While the United States Government currently provides
               financial support to government-sponsored agencies and
               instrumentalities, there is no guarantee that it will continue to
               do so, and it is not required to by law. Accordingly the risk is
               that these agencies become liable to meet their obligations.





                                            VAN ECK/CHUBB FUNDS PROSPECTUS     5
<PAGE>

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

VAN ECK/CHUBB GOVERNMENT SECURITIES FUND PERFORMANCE
- --------------------------------------------------------------------------------


This chart illustrates the historic variability of risk of the Fund from year to
year for a share of Van Eck/Chubb Government Securities Fund (before sales
charges). Sales loads or account fees are not reflected; if these amounts were
reflected, returns would be less than those shown. This chart describes past
performance only, and should not be understood as a prediction for future
results.

During the period covered, the Fund's highest performing quarter (ended 6/30/89)
was 7.50%. The lowest performing quarter (ended 3/31/92) was -3.24%.


[BAR CHART OMITTED]

================================================================================
VAN ECK/CHUBB GOVERNMENT SECURITIES FUND
CLASS A SHARES ANNUAL TOTAL RETURNS (%)
As of December 31,



         '90    '91    '92     '93    '94     '95    '96    '97     '98    '99

        8.90   15.97   7.44    9.29  -3.34   17.50   3.19   9.43    7.40  -1.20%

================================================================================

Fund performance is shown with sales charges subtracted. This chart compares the
Fund's performance with a broad measure of market performance. Past performance
does not guarantee or predict future results.


================================================================================

VAN ECK/CHUBB GOVERNMENT SECURITIES FUND
1-YEAR, 5-YEAR AND 10-YEAR ANNUALIZED PERFORMANCE
PLUS A COMPARISON TO THE LEHMAN BROTHERS GOVERNMENT BOND INDEX*

As of December 31, 1999

                                       1 YEAR          5 YEAR          10 YEAR
- --------------------------------------------------------------------------------

  Class A Shares                       -5.90%           6.04%            6.75%
  Lehman Brothers Gov't. Bond Index    -2.23%           7.44%            7.48%
================================================================================


  * The Lehman Brothers Government Bond Index includes all public obligations of
    the U.S. Treasury,  excluding flower bonds and foreign-targeted  issues, all
    publicly  issued  debt  of  U.S.   Government   agencies  and  quasi-federal
    corporations,  and corporate  debt  guaranteed by the U.S.  Government.  All
    issues have at least one year to maturity and an outstanding par value of at
    least $100  million.  Price,  coupon  and total  return  are  reported  on a
    month-end  to  month-end  basis.  All  returns  are  market  value  weighted
    inclusive of accrued interest.


    The Lehman Brothers Government Bond Index is an unmanaged index and includes
    the  reinvestment  of all  dividends,  but does not  reflect  the payment of
    transaction  costs,  advisory fees or expenses that are  associated  with an
    investment in the Fund. The Index's  performance is not  illustrative of the
    Fund's  performance.  Indices are not securities in which investments can be
    made.


6    VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>


                                            I. THE FUNDS / GOVERNMENT SECURITIES

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

VAN ECK/CHUBB GOVERNMENT SECURITIES FUND EXPENSES
- --------------------------------------------------------------------------------

This table shows certain expenses you will incur as a Fund investor, either
directly or indirectly if you buy and hold your shares.

================================================================================
  VAN ECK/CHUBB GOVERNMENT SECURITIES FUND
  SHAREHOLDER EXPENSES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)


                                                           CLASS A


  Maximum Sales Charge (imposed on purchases as
    a percentage of offering price)                         4.75%
  Maximum Deferred Sales Charge
    (as a percentage)                                       0.00%



  ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT
    ARE DEDUCTED FROM FUND ASSETS)
  Management                                                0.20%
  Administration Fees                                       0.45%
  Distribution (12b-1 Fees)                                 0.50%
  Other Expenses                                            0.35%

  TOTAL ANNUAL FUND OPERATING EXPENSES*                     1.50%
================================================================================

   *  After fee waiver by the Adviser, Total Annual Fund Operating Expenses for
      A shares would have been 1.00%. These fee waivers are not contractual and
      may be discontinued at the discretion of the Adviser.


The adjacent table shows the expenses you would pay on a hypothetical $10,000
investment. The example presumes an average annual return of 5% with redemption
at the end of each time period. This illustration is hypothetical and assumes
that expenses remain the same and you reinvest your dividends and distributions.
In a real investment, your actual expenses may be higher or lower than those
shown.

================================================================================
  EXPENSE EXAMPLE
  WHAT A $10,000 INVESTMENT WOULD ACTUALLY COST



                            1 YEAR     3 YEARS        5 YEARS    10 YEARS
- --------------------------------------------------------------------------------
  Class A                     $620        $927         $1,255      $2,180

================================================================================

                                             VAN ECK/CHUBB FUNDS PROSPECTUS    7
<PAGE>

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


3. VAN ECK/CHUBB GROWTH AND INCOME FUND PROFILE
- --------------------------------------------------------------------------------


               OBJECTIVE

               The Growth and Income Fund seeks long-term growth by investing in
               a wide range of equity securities (stocks) that will appreciate
               in value and generate a reasonable level of current income.


               PRINCIPAL STRATEGIES


               The Fund intends to invest at least 80% of assets in common
               stocks and other equity securities, including preferred stocks
               and securities convertible into common stock. The Adviser uses a
               strategy of attempting to identify securities of companies whose
               growth will exceed the market as a whole. The Fund attempts to
               acquire these securities at prices which are reasonable compared
               to other like companies. The Adviser intends to invest at least
               60% of Fund assets in securities that have paid interest or
               dividends in the past 12 months.


               The Fund invests primarily in the United States. The Fund may
               sometimes invest up to 20% of its assets in foreign equity and
               investment grade debt securities, including exchange-traded and
               over-the counter foreign issues, American Depositary Receipts
               (ADRs), European Depositary Receipts (EDRs), and Global
               Depositary Receipts (GDRs). The maturity of any debt issue is set
               to take advantage of capital appreciation opportunities and
               income. Any of these securities may be traded either in the U.S.
               or in foreign markets.


               PRINCIPAL RISKS

               The prices of the securities in the Growth and Income Fund tend
               to go down more than the prices of securities in other Funds in
               this prospectus. The Fund's share price, therefore, may swing
               more, both short- and long-term, than the share prices of the
               other Funds. The Fund is subject to interest rate risk, credit
               risk, and the political, economic and currency risks of
               investment in foreign securities. An investment in the Fund may
               lose money.

8    VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                                I. THE FUNDS / GROWTH AND INCOME

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

VAN ECK/CHUBB GROWTH AND INCOME FUND PERFORMANCE
- --------------------------------------------------------------------------------


This chart illustrates the historic variability of risk of the Fund from year to
year for a share of Van Eck/Chubb Growth and Income Fund (before sales charges).
Sales loads or account fees are not reflected; if these amounts were reflected,
returns would be less than those shown. This chart describes past performance
only, and should not be understood as a prediction for future results.

During the period covered, the Fund's highest performing quarter (ended
12/31/99) was 22.42%. The lowest performing quarter (ended 9/30/98) was -24.74%.


[BAR CHART OMITTED]

================================================================================
  VAN ECK/CHUBB GROWTH AND INCOME FUND
  CLASS A SHARES ANNUAL TOTAL RETURNS (%)
  As of December 31,


       '90    '91    '92    '93     '94    '95     '96    '97    '98     '99
      -3.36  33.48   6.84  15.29   -4.26  35.52   22.50  25.85  -0.19   29.42


================================================================================

Fund performance is shown with sales charges subtracted. This chart compares the
Fund's performance with a broad measure of market performance. Past performance
does not guarantee or predict future results.


================================================================================
  VAN  ECK/CHUBB  GROWTH  AND  INCOME  FUND
  1-YEAR,  5-YEAR  AND  10-YEAR  FUND   ANNUALIZED  PERFORMANCE
  PLUS A COMPARISON TO THE S&P 500 INDEX*

  As of December 31, 1999

                                     1 YEAR          5 YEAR          10 YEAR
- --------------------------------------------------------------------------------
  Class A Shares                     21.99%           20.53%          14.46%
  S&P 500 Index                      21.04%           28.56%          18.21%

================================================================================


  * The S&P 500 Index consists of 500 widely held common  stocks,  covering four
    broad sectors (industrials, utilities, financial, and transportation). It is
    a market-value  weighted index (stock price times shares outstanding),  with
    each  stock   affecting  the  Index  in  proportion  to  its  market  value.
    Construction of the S&P 500 Index proceeds from industry group to the whole.
    Since some  industries are  characterized  by companies of relatively  small
    stock  capitalization,  the  Index  is  not  comprised  of the  500  largest
    companies on the New York Stock Exchange. This index, calculated by Standard
    & Poor's, is a total return index with dividends reinvested.

    The S&P 500 Index is an unmanaged index and includes the reinvestment of all
    dividends,  but does not reflect the payment of transaction costs,  advisory
    fees or expenses that are  associated  with an  investment in the Fund.  The
    Index's performance is not illustrative of the Fund's  performance.  Indices
    are not securities in which investments can be made.




                                            VAN ECK/CHUBB FUNDS PROSPECTUS     9
<PAGE>

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

VAN ECK/CHUBB GROWTH AND INCOME FUND EXPENSES
- --------------------------------------------------------------------------------

This table shows certain fees and expenses you will incur as a Fund investor,
either directly or indirectly if you buy and hold shares.

================================================================================
  VAN ECK/CHUBB GROWTH AND INCOME FUND
  SHAREHOLDER EXPENSES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)

                                                       CLASS A


  Maximum Sales Charge (imposed on purchases as
    a percentage of offering price)                      5.75%
  Maximum Deferred Sales Charge
    (as a percentage)                                    0.00%


  ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT
    ARE DEDUCTED FROM FUND ASSETS)
  Management                                             0.20%
  Administration Fees                                    0.45%
  Distribution (12b-1 Fees)                              0.50%
  Other Expenses                                         0.35%

  TOTAL ANNUAL FUND OPERATING EXPENSES*                  1.50%
================================================================================

*  After fee waiver by the Adviser, Total Annual Fund Operating Expenses for A
   shares would have been 1.32%. These fee waivers are not contractual and may
   be discontinued at the discretion of the Adviser.


The adjacent table shows the expenses you would pay on a hypothetical $10,000
invest-ment. The example presumes an average annual return of 5% with redemption
at the end of each time period. This illustration is hypothetical and assumes
that expenses remain the same and you reinvest your dividends and distributions.
In a real invest-ment, your actual expenses may be higher or lower than those
shown.

================================================================================
  EXPENSE EXAMPLE
  WHAT A $10,000 INVESTMENT WOULD ACTUALLY COST



                             1 YEAR       3 YEARS     5 YEARS     10 YEARS
- --------------------------------------------------------------------------------
  Class A                     $719        $1,022       $1,346      $2,263

================================================================================

10   VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                                       I. THE FUNDS / TAX-EXEMPT
- --------------------------------------------------------------------------------


4. VAN ECK/CHUBB TAX-EXEMPT FUND PROFILE
- --------------------------------------------------------------------------------


               OBJECTIVE

               The Tax-Exempt Fund seeks a stable level of current income which
               is exempt from Federal income taxes, while seeking to preserve
               capital through investing primarily in investment-grade
               tax-exempt securities.

               PRINCIPAL STRATEGIES


               The Fund intends to invest at least 80% of assets in tax-exempt
               securities, under normal market conditions. Obligations on which
               interest is treated as an item of tax preference for purposes of
               the alternative minimum tax are not counted as "tax-exempt
               securities," and are not part of the 80% tax-exempt part of the
               Fund's portfolio. The Fund invests primarily in municipal bonds
               or notes rated in the four highest categories by Moody's and S&P,
               and in short-term tax-exempt instruments rated in the three
               highest categories by Moody's or S&P. The Fund may also invest in
               unrated obligations that the Adviser considers of equal quality
               to these ratings. The Fund seeks to optimize total return by
               selecting maturities which maximize total return given the
               existing yield curve.


               Of the Fund's assets invested in tax-exempts, under most normal
               circumstances, at least 65% will be rated in the top three
               categories by Moody's or S&P or another ratings agency, or will
               be of comparable quality.

               PRINCIPAL RISKS

               Fund distributions of income from taxable securities and capital
               gains, if any, are taxable. All Fund distributions are subject to
               State or local taxes, if applicable. Fund shares may fall in
               value when interest rates rise. An investment in the Fund may
               lose money.


                                            VAN ECK/CHUBB FUNDS PROSPECTUS    11
<PAGE>

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

VAN ECK/CHUBB TAX-EXEMPT FUND PERFORMANCE
- --------------------------------------------------------------------------------


This chart illustrates the historic variability of risk of the Fund from year to
year for a share of Van Eck/Chubb Tax-Exempt Fund (before sales charges). Sales
loads or account fees are not reflected; if these amounts were reflected,
returns would be less than those shown. This chart describes past performance
only, and should not be understood as a prediction for future results.

During the period covered, the Fund's highest performing quarter (ended 6/30/89)
was 8.29%. The lowest performing quarter (ended 3/31/94) was -4.89%.


[BAR CHART OMITTED]

================================================================================
  VAN ECK/CHUBB TAX-EXEMPT FUND
  CLASS A SHARES ANNUAL TOTAL RETURNS (%)
  As of December 31,


         '90     '91   '92     '93     '94     '95   '96    '97    '98     '99
         5.10   10.71  9.19   12.42   -5.97   15.88  4.01   8.73   6.00    -3.25
================================================================================


Fund performance is shown with sales charges subtracted. This chart compares the
Fund's performance with a broad measure of market performance. Past performance
does not guarantee or predict future results.


================================================================================
  VAN ECK/CHUBB TAX-EXEMPT FUND
  1-YEAR, 5-YEAR, AND 10-YEAR ANNUALIZED PERFORMANCE
  PLUS A COMPARISON TO THE LEHMAN BROTHERS MUNICIPAL BOND INDEX*



  As of December 31, 1999

                                       1 YEAR        5 YEAR        10 YEAR
- --------------------------------------------------------------------------------
  Class A Shares                       -7.88%         5.06%          5.57%
  Lehman Bros. Municipal Bond Index    -2.06%         6.91%          6.89%
================================================================================

  * The Lehman  Brothers  Municipal  Bond  Index is an  unmanaged  total  return
    performance  benchmark of munipal  bonds  selected to represent  the overall
    municipal  market.   The  bonds  in  the  Index  are  investment  grade  and
    geographically unrestricted.

    The Lehman Brothers  Municipal Bond Index is an unmanaged index and includes
    the  reinvestment  of all  dividends,  but does not  reflect  the payment of
    transaction  costs,  advisory fees or expenses that are  associated  with an
    investment in the Fund. The Index's  performance is not  illustrative of the
    Fund's  performance.  Indices are not securities in which investments can be
    made.


12   VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                                       I. THE FUNDS / TAX-EXEMPT
- --------------------------------------------------------------------------------

VAN ECK/CHUBB TAX-EXEMPT FUND EXPENSES
- --------------------------------------------------------------------------------

This table shows certain expenses you will incur as a Fund investor, either
directly or indirectly if you buy and hold shares.


================================================================================
  VAN ECK/CHUBB TAX-EXEMPT FUND
  SHAREHOLDER EXPENSES (FEES THAT ARE DEDUCTED FROM YOUR INVESTMENT)


                                                      CLASS A

  Maximum Sales Charge (imposed on purchases as
    a percentage of offering price)                     4.75%
  Maximum Deferred Sales Charge
    (as a percentage)                                   0.00%


  ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT
    ARE DEDUCTED FROM FUND ASSETS)
  Management                                            0.20%
  Administration Fees                                   0.45%
  Distribution (12b-1 Fees)                             0.50%
  Other Expenses                                        0.37%

  TOTAL ANNUAL FUND OPERATING EXPENSES*                 1.52%
================================================================================

*  After fee waiver by the Adviser, Total Fund Operating Expenses for A shares
   would have been 1.00%.


The adjacent table shows the expenses you would pay on a hypothetical $10,000
investment. The example presumes an average annual return of 5% with redemption
at the end of each time period. This illustration is hypothetical and assumes
that expenses remain the same and you reinvest your dividends and distributions.
In a real investment, your actual expenses may be higher or lower than those
shown.

================================================================================
  EXPENSE EXAMPLE
  WHAT A $10,000 INVESTMENT WOULD ACTUALLY COST


                            1 YEAR     3 YEARS        5 YEARS    10 YEARS
- --------------------------------------------------------------------------------
  Class A                     $622        $932         $1,265      $2,201
================================================================================




                                            VAN ECK/CHUBB FUNDS PROSPECTUS    13
<PAGE>

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


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

5. VAN ECK/CHUBB TOTAL RETURN FUND PROFILE


               OBJECTIVE

               The Total Return Fund seeks to produce high total return from
               income and capital appreciation, consistent with reasonable risk,
               by investing in income-producing equity and debt securities.

               PRINCIPAL STRATEGIES

               The Fund intends to invest between 30% and 70% of assets in
               equity securities and in bonds, notes, warrants, or preferred
               stocks that can be exchanged for or converted into common stocks.
               The rest of the portfolio will normally be invested in U.S.
               Government and corporate bonds.

               The Fund's Adviser primarily looks for stocks and debt securities
               with the potential for capital growth, emphasizing low price to
               earnings ratio and low price to net asset value. The Fund invests
               only in corporate bonds rated Baa or BBB by Moody's, S&P or other
               ratings agencies, or in unrated bonds of equal quality, in the
               Adviser's opinion. The Adviser expects that the average maturity
               of the Fund's bond portfolio will not exceed 15 years. The Fund
               seeks to reduce volatility and principal risk by blending equity
               and debt investments, but overall Fund performance will depend on
               the Adviser's ability to time the investment mix and to react to
               changing market conditions.

               The Fund invests primarily in the United States. The Fund may
               sometimes invest up to 20% of its assets in foreign equity and
               debt securities, including exchange-traded and over-the counter
               foreign issues, American Depositary Receipts (ADRs), European
               Depositary Receipts (EDRs), and Global Depositary Receipts
               (GDRs). Any of these securities may be traded either in the U.S.
               or in foreign markets.

               PRINCIPAL RISKS

               Fund shares are subject to ordinary market risk, and you may
               expect their price to fall. The Fund's bond portfolio will tend
               to fall in value when interest rates rise. The Fund is subject to
               credit risk, and the political, economic and currency risks of
               investment in foreign securities. An investment in the Fund may
               lose money.



14   VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>


                                                     I. THE FUNDS / TOTAL RETURN


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

VAN ECK/CHUBB TOTAL RETURN FUND PERFORMANCE
- --------------------------------------------------------------------------------


This chart illustrates the historic variability of risk of the Fund from year to
year for a share of Van  Eck/Chubb  Total  Return Fund (before  sales  charges).
Sales loads or account fees are not reflected;  if these amounts were reflected,
returns would be less than those shown.  This chart describes past  perform-ance
only, and should not be understood as a prediction for future results.

During the period covered, the Fund's highest performing quarter (ended
12/31/99) was 14.53%. The lowest perform-ing quarter (ended 9/30/98) was -14.1%.


[BAR CHART OMITTED]

================================================================================
  VAN ECK/CHUBB TOTAL RETURN FUND
  CLASS A SHARES ANNUAL TOTAL RETURNS (%)
  As of December 31,


      '90     '91    '92    '93     '94    '95     '96    '97    '98     '99
     -0.51   29.23  7.11   14.04   -4.21  30.13   17.04  24.09  2.73    18.57
================================================================================

Fund performance is shown with sales charges subtracted. This chart compares the
Fund's performance with a broad measure of market performance. Past perform-ance
does not guarantee or predict future results.


================================================================================
  VAN ECK/CHUBB TOTAL RETURN FUND
  1-YEAR, 5-YEAR, AND 10-YEAR ANNUALIZED PERFORMANCE
  PLUS A COMPARISON TO THE S&P 500 INDEX*



 As of December 31, 1999
                                  1 YEAR             5 YEAR            10 YEAR
- --------------------------------------------------------------------------------
  Class A Shares                   11.73%            16.75%             12.55%
  S&P 500 Index                    21.04%            28.56%             18.21%
================================================================================

  * The S&P 500 Index consists of 500 widely held common  stocks,  covering four
    broad sectors (industrials, utilities, financial, and transportation). It is
    a market-value  weighted index (stock price times shares outstanding),  with
    each  stock   affecting  the  Index  in  proportion  to  its  market  value.
    Construction of the S&P 500 Index proceeds from industry group to the whole.
    Since some  industries are  characterized  by companies of relatively  small
    stock  capitalization,  the  Index  is  not  comprised  of the  500  largest
    companies on the New York Stock Exchange. This Index, calculated by Standard
    & Poor's, is a total return index with dividends reinvested.

    The S&P 500 Index is an unmanaged index and includes the reinvestment of all
    dividends,  but does not reflect the payment of transaction costs,  advisory
    fees or expenses that are  associated  with an  investment in the Fund.  The
    Index's performance is not illustrative of the Fund's  performance.  Indices
    are not securities in which investments can be made.


                                          VAN ECK/CHUBB FUNDS PROSPECTUS      15
<PAGE>

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

VAN ECK/CHUBB TOTAL RETURN FUND EXPENSES
- --------------------------------------------------------------------------------

This table shows certain expenses you will incur as a Fund investor, either
directly or indirectly if you buy and hold shares.

================================================================================
  VAN ECK/CHUBB TOTAL RETURN FUND
  SHAREHOLDER EXPENSES (FEES THAT ARE DEDUCTED FROM YOUR INVESTMENT)

                                                      CLASS A


  Maximum Sales Charge (imposed on purchases as
    a percentage of offering price)                     5.75%
  Maximum Deferred Sales Charge
    (as a percentage)                                   0.00%

  ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT
    ARE DEDUCTED FROM FUND ASSETS)
  Management                                            0.20%
  Administration Fees                                   0.45%
  Distribution (12b-1 Fees)                             0.50%
  Other Expenses                                        0.34%

  TOTAL ANNUAL FUND OPERATING EXPENSES*                 1.49%
================================================================================

*  After fee waiver by the Adviser, Total Fund Operating Expenses for A shares
   would have been 1.32%.


The adjacent table shows the expenses you would pay on a hypothetical $10,000
investment. The example presumes an average annual return of 5% with redemption
at the end of each time period. This illustration is hypothetical and assumes
that expenses remain the same and you reinvest your dividends and distributions.
In a real investment, your actual expenses may be higher or lower than those
shown.

================================================================================
  EXPENSE EXAMPLE
  WHAT A $10,000 INVESTMENT WOULD ACTUALLY COST


                            1 YEAR     3 YEARS        5 YEARS    10 YEARS
- --------------------------------------------------------------------------------
  Class A                     $718      $1,019         $1,314      $2,252
================================================================================


16   VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>



                                                   INVESTMENT POLICIES AND RISKS


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

II. ADDITIONAL INVESTMENT STRATEGIES
- --------------------------------------------------------------------------------

               OTHER INVESTMENTS, INVESTMENT POLICIES, INVESTMENT TECHNIQUES AND
               RISKS.

               MARKET RISK

               An investment in any of the Funds involves "market risk"--the
               risk that securities prices may go up or down.

               OTHER INVESTMENT TECHNIQUES AND RISK

               ASSET BACKED SECURITIES

               FUNDS          All

               DEFINITION     These are securities backed by pools of consumer
                              loans unrelated to mortgages.

               RISK           Principal and interest depend on payment of the
                              underlying loans, though issuers may support
                              credit-worthiness with letters of credit and other
                              instruments.

               COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS)

               FUNDS          All

               DEFINITION     These are securities backed by a group of
                              mortgages. CMOs are fixed-income securities, rated
                              by agencies like other fixed-income securities;
                              the Funds invest in CMOs rated A or better by S&P
                              and Moody's. CMOs "pass through" payments made by
                              individual mortgage holders. represent pools of
                              consumer loans unrelated to mortgages.

               RISK           Mortgage holders often refinance when interest
                              rates fall; reinvestment of prepayments at lower
                              rates can reduce the yield of the CMO. Reduced CMO
                              yields can adversely affect the overall yield of
                              the Fund.

               CREDIT RISK


               FUNDS          Global Income Fund, Growth and Income Fund, and
                              Total Return Fund.


               RISK           The chance that an issuer will fail to repay
                              interest and principal in a timely manner.


                                           VAN ECK/CHUBB FUNDS PROSPECTUS     17
<PAGE>

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


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

EQUITY SECURITIES


FUNDS          Global Income Fund, Growth and Income Fund, Total Return Fund


DEFINITION     Equity securities (usually, "stocks") represent shares of
               ownership in companies.

RISK           Equity securities of small- and mid-size companies may fluctuate
               more in price than equities of large companies, because small
               companies may have limited product lines, or may depend on the
               expertise of a few people, or may have limited financial
               resources. Conversely, such securities can offer the opportunity
               for greater growth than large-company stocks. DERIVATIVES

DERIVATIVES
FUNDS          All

DEFINITION     A derivative is a security that derives its current value from
               the current value of another security. It can also derive its
               value from a commodity, a currency, or a securities index. The
               Funds use derivatives, either on their own, or in combination
               with other derivatives, to offset other investments with the aim
               of reducing risk-- that is called "hedging." The Funds also
               invest in derivatives for their investment value.

RISKS          Derivatives bear special risks, by their very nature. First, the
               Fund Advisers must correctly predict the price movements, during
               the life of a derivative, of the underlying asset in order to
               realize the desired results from the investment. Second, the
               price swings of an underlying security tend to be magnified in
               the price swing of its derivative. If a Fund invests in a
               deriv-ative with "leverage"--by borrowing--an unanticipated price
               move might result in the Fund losing more than its original
               investment. Derivatives may not move in concert with the
               underlying security.

               For a complete discussion of the kinds of derivatives the Funds
               use, and of their risks, please see the SAI.

18    VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>


                                               II. INVESTMENT POLICIES AND RISKS
- --------------------------------------------------------------------------------



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

               FOREIGN SECURITIES, DEPOSITARY RECEIPTS


               FUNDS          Global Income Fund, Growth and Income Fund, Total
                              Return Fund


               DEFINITION     Securities issued by foreign companies, traded in
                              foreign currencies, or issued by companies with
                              most of their business interests in foreign
                              countries. Depositary Receipts-- obligations
                              traded on more established exchanges, denominated
                              in larger currencies, representing foreign
                              issues--are considered foreign securities.

               RISK           Foreign investing involves exchange rate
                              fluctuations and exchange controls; less publicly
                              available information; more volatile or less
                              liquid securities markets; and the possibility of
                              expropriation, confiscatory taxation, or
                              political, economic or social instability. Foreign
                              accounting can be less reveal-ing--than American
                              accounting practice. Foreign regulation may be
                              inadequate or irregular.

                              Some of these risks may be reduced when Funds
                              invest indirectly in foreign issues via American
                              Depositary Receipts (ADRs), European Depositary
                              Receipts (EDRs), American Depositary Shares
                              (ADSs), Global Depositary Shares (GDSs), and
                              otherwise which are traded on larger, recognized
                              exchanges and in stronger, more recognized
                              currencies.

               INTEREST RATE RISK

               FUNDS          All

               RISK           The chance that bond prices will decline due to
                              rising interest rates.

                                           VAN ECK/CHUBB FUNDS PROSPECTUS     19
<PAGE>

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


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

NON-DIVERSIFICATION


FUNDS          Global Income Fund

DEFINITION     The Investment Company Act defines a non-diversified Fund as one
               without a percentage restriction on investing its assets. This
               permits a Fund to concentrate its assets in far fewer issuers and
               in larger proportions than non-diversified Fund.

RISK           Greater concentration in fewer issuers will cause a Fund's share
               value to be more closely linked with the market volatility of a
               few of the Fund's portfolio holdings.

LOANS OF PORTFOLIO SECURITIES

FUNDS          Global Income Fund

DEFINITION     The Funds may lend their securities, up to one-third of the value
               of their portfolios, to broker-dealers. Broker-dealers must
               collateralize (secure) these borrowings in full with cash, U.S.
               Government securities, or high-quality letters of credit.

RISK           If a broker-dealer breaches its agreement either to pay for the
               loan, to pay for the securities, or to return the securities, the
               Fund may lose money.

LOW RATED DEBT SECURITIES

FUNDS          Global Income Fund

DEFINITION     Debt securities, foreign and domestic, rated "below investment
               grade" by ratings services.

RISK           Prices can swing widely in response to the health of their
               issuers and to changes in interest rates. They have a risk of
               untimely payments. By definition, they involve more risk of
               default than do higher-rated issues. The Fund may invest up to
               25% of its assets in these securities.



20      VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>



                                               II. INVESTMENT POLICIES AND RISKS


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


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

               RESTRICTED SECURITIES

               FUNDS          All

               DEFINITION     Securities with restrictions on resale because
                              they are not registered under the Securities Act
                              of 1933, ("the Act"), or because they are sold
                              only to "qualified institutional buyers" under
                              Rule 144A under the Act ("Rule 144A securities").

               RISK           Because these securities are not registered or
                              priced via regular exchanges, a Fund may not be
                              able to sell them when it wants to, or may have to
                              sell them for a reduced price.

               REVERSE REPURCHASE AGREEMENTS

               FUNDS          Global Income Fund

               DEFINITION     The Fund sells portfolio securities and agrees to
                              repurchase them at a certain price on a certain
                              date. At the same time, the Fund opens an account
                              with the Custodian containing cash or securities
                              equal in value to the securities in the reverse
                              repurchase agreement.

               RISK           The securities set aside to collateralize the
                              reverse repurchase agreement may decline in value
                              during the time of the agreement. The counterparty
                              to the repurchase agreement may go bankrupt or
                              become insolvent, which would delay closing the
                              agreement and tie up money in the interim.


                                           VAN ECK/CHUBB FUNDS PROSPECTUS     21
<PAGE>


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

III. SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------


               HOW TO BUY, SELL, EXCHANGE, OR TRANSFER SHARES; AUTOMATIC
               SERVICES; MINIMUM PURCHASE AND ACCOUNT SIZE, YOUR PRICE PER
               SHARE; SALES CHARGES; RETIREMENT PLANS; DIVIDENDS AND CAPITAL
               GAINS; TAXES; AND MANAGEMENT OF THE FUNDS.


               (SEE THE SAI FOR ADDITIONAL INFORMATION.)

1. HOW TO BUY, SELL, EXCHANGE OR TRANSFER SHARES



THROUGH A BROKER OR AGENT

We recommend that you use a broker or agent to buy, sell, exchange, or transfer
shares for you. The applicable sales charge will be the same, whether you buy
indirectly through a broker or agent or directly through the transfer agent.
Contact your broker or agent for details.

THROUGH THE TRANSFER AGENT,
DST SYSTEMS, INC. (DST)

You may buy (purchase), sell (redeem), exchange, or transfer ownership of shares
directly through DST by mail or telephone, as stated below.

The Funds' mailing address at DST is:


         VAN ECK GLOBAL
         P.O. BOX 218407
         KANSAS CITY, MO 64121-8407


For overnight delivery:

         VAN ECK GLOBAL
         210 W. 10TH ST., 8TH FL.
         KANSAS CITY, MO 64105

To telephone the Funds at DST, call Van Eck's Account Assistance at
1-800-544-4653.

PURCHASE BY MAIL

To make an initial purchase, complete the Van Eck Account Application and mail
it with your check made payable to Van Eck/Chubb Funds. Subsequent purchases can
be made by check with the remittance stub of your account statement. You cannot
make a purchase by telephone.

We cannot accept third party checks, checks drawn on a foreign bank, or checks
not in U.S. Dollars. There are separate applications for Van Eck retirement
accounts (see "Retirement Plans" for details). For further details, see the
application or call Account Assistance.

TELEPHONE REDEMPTION--PROCEEDS BY CHECK
1-800-345-8506

If your account has the optional Telephone Redemption Privilege, you can redeem
up to $50,000 per day. The redemption check must be payable to the registered
owner(s) at the address of record (which cannot have been changed within the
past 30 days). You automatically get the Telephone Redemption Privilege (for
eligible accounts) unless you specifically refuse it on your Account
Application, on broker/agent settlement instructions, or by written notice to
DST. All accounts are eligible for the privilege except those registered in
street, nominee, or corporate name and custodial accounts held by a financial
institution, including Van Eck sponsored retirement plans.

22      VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>


                                                     II. SHAREHOLDER INFORMATION

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


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

EXPEDITED REDEMPTION--PROCEEDS BY WIRE
1-800-345-8506

If your account has the optional Expedited Redemption Privilege, you can redeem
a minimum of $1,000 or more per day by telephone or written request with the
proceeds wired to your designated bank account. This privilege must be
established in advance by Application. For further details, see the Application
or call Account Assistance.


WRITTEN REDEMPTIONS

Your written redemption (sale) request must include:


o  Fund and account number.

o  Number of shares or dollar amount to be redeemed, or a request to sell "all
   shares."

o  Signatures of all registered account holders, exactly as those names appear
   on the account registration, including any additional documents concerning
   authority and related matters in the case of estates, trusts, guardianships,
   custodianships, partnerships and corporations, as requested by DST.

o  Special instructions, including bank wire information or special payee or
   address.


A signature guarantee for each account holder will be required if:


o  The redemption is for $50,000 or more.

o  The redemption amount is wired.

o  The redemption amount is paid to someone other than the registered owner.

o  The redemption amount is sent to an address other than the address of record.

o  The address of record has been changed within the past 30 days.


Institutions eligible to provide signature guarantees include banks, brokerages,
trust companies, and some credit unions.

CHECK WRITING


If your account has the optional Redemption by Check Privilege, you can write
checks against your account for a minimum of $250 and a maximum of $5 million.
This privilege is only available to Tax-Exempt Fund-A, Government Securities
Fund-A, and Global Income Fund-A shareholders and must be established in advance
by Application. For further details, see the Application or call Account
Assistance.


TELEPHONE EXCHANGE 1-800-345-8506

If your account has the optional Telephone Exchange Privilege, you can exchange
between Van Eck/Chubb Funds and Van Eck Funds of the same Class without any
additional sales charge. (Shares originally purchased into the Van Eck U.S.
Government Money Fund, which paid no sales charge, may pay an initial sales
charge the first time they are exchanged into another Class A fund.)


All accounts are eligible except for those registered in street name and certain
custodial retirement accounts held by a financial institution other than Van
Eck. For further details regarding exchanges, please see the application,
"Market Timing Limits" and "Unauthorized Telephone Requests" below, or call
Account Assistance.


                                            VAN ECK/CHUBB FUNDS PROSPECTUS    23
<PAGE>

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


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

WRITTEN EXCHANGES

Written requests for exchange must include:


o  The fund and account number to be exchanged out of.

o  The fund to be exchanged into.

o  Directions to exchange "all shares" or a specific number of shares or dollar
   amount.

o  Signatures of all registered account holders, exactly as those names appear
   on the account registration, including any additional documents concerning
   authority and related matters in the case of estates, trusts, guardianships,
   custodianships, partnerships and corporations, as requested by DST.


For further details regarding exchanges, please see the applicable information
in "Telephone Exchange" on the preceding page.

TRANSFER OF OWNERSHIP

Requests must be in writing and provide the same information and legal
documentation necessary to redeem and establish an account, including the social
security or tax identification number of the new owner.

LIMITS AND RESTRICTIONS
MARKET TIMING LIMITS

Van Eck has a policy of discouraging short-term trading, particularly by
market-timers, and may limit or reject purchase orders and exchanges at its
discretion. Share-holders are limited to six exchanges per calendar year.
Although not generally imposed, each Fund has the ability to redeem its shares
"in kind" by making payment in securities instead of dollars. For further
details, contact Account Assistance.

UNAUTHORIZED TELEPHONE REQUESTS

Like most financial organizations, Van Eck, the Funds and DST may only be liable
for losses resulting from unauthorized transactions if reasonable procedures
designed to verify the caller's identity and authority to act on the account are
not followed.

If you do not want to authorize the Telephone Exchange or Redemption privilege
on your eligible account, you must refuse it on the Account Application,
broker/agent settlement instructions, or by written notice to DST. Van Eck, the
Funds, and DST reserve the right to reject a telephone redemption, exchange, or
other request without prior notice either during or after the call. For further
details, contact Account Assistance.

24    VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                                    III. SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------


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

AUTOMATIC SERVICES

AUTOMATIC INVESTMENT PLAN

You may authorize DST to periodically withdraw a specified dollar amount from
your bank account and buy shares in your Fund account. For further details and
to request an Application, contact Account Assistance.

AUTOMATIC EXCHANGE PLAN

You may authorize DST to periodically exchange a specified dollar amount for
your account from one Fund to another Fund. The Plan is available to Class A
shares only. For further details and to request an Application, contact Account
Assistance.

AUTOMATIC WITHDRAWAL PLAN

You may authorize DST to periodically withdraw (redeem) a specified dollar
amount from your Fund account and mail a check to you for the proceeds. Your
Fund account must be valued at $10,000 or more at current offering price to
establish the Plan. The Plan is available to Class A shares only. For further
details and to request an Application, contact Account Assistance.


MINIMUM PURCHASE AND ACCOUNT SIZE

An initial purchase of $1,000 and subsequent purchases of $100 dollars or more
are required for non-retirement accounts. There are no minimums for any
retirement or pension plan account, for any account using the Automatic
Investment Plan, or for any other periodic purchase program.

If the size of your account falls below 50 shares after the initial purchase,
each Fund reserves the right to redeem your shares after 30 days notice to you.
This does not apply to accounts exempt from purchase minimums as described
above.

HOW FUND SHARES ARE PRICED

The Funds buy or sell their shares at their net asset value, or NAV, per share.
The Funds calculate NAV every day the New York Stock Exchange (NYSE) is open, as
of the close of the NYSE, which is normally 4:00 p.m. Eastern Time. There are
some exceptions, including these:

o  You may enter a buy or sell order when the NYSE is closed for weekends or
   holidays. If that happens, your price will be the NAV calculated on the next
   available open day of the NYSE.

o  The Funds have certain securities which are listed on foreign exchanges that
   trade on weekends or other days when the Fund does not price its shares, as a
   result, the net asset value of the Fund shares may change on days when
   shareholders will not be able to purchase or redeem.

The Funds value their assets at fair market value, when price quotes are
available. Otherwise, the Funds' Board of Directors determines fair market value
in good faith.


                                            VAN ECK/CHUBB FUNDS PROSPECTUS    25
<PAGE>

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


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


2. SALES CHARGES
================================================================================
  SALES CHARGES
  GROWTH AND INCOME FUND-A AND TOTAL RETURN FUND-A


                                        SALES CHARGE                  PERCENTAGE
                                      AS A PERCENTAGE OF              TO BROKERS
 DOLLAR AMOUNT OF PURCHASE   OFFERING PRICE   NET AMOUNT INVESTED     OR AGENTS*

  Less than $25,000               5.75%               6.10%             5.00%

  $25,000 to $50,000              5.00%               5.30%             4.25%

  $50,000 to $100,000             4.50%               4.70%             3.90%

  $100,000 to $250,000            3.00%               3.10%             2.60%

  $250,000 to $500,000            2.50%               2.60%             2.20%

  $500,000 to $1,000,000          2.00%               2.00%             1.75%

  $1,000,000 and over            None**
================================================================================

*  Brokers or Agents who receive substantially all of the sales charge for
   shares they sell may be deemed to be statutory underwriters.

** For any single purchase of $1 Million or more of Class A shares, the
   Distributor may pay a finder's fee to eligible brokers and agents. For
   details, contact the Distributor.


================================================================================
  SALES CHARGES
  GLOBAL INCOME FUND-A, GOVERNMENT SECURITIES FUND-A AND TAX-EXEMPT FUND-A


                                        SALES CHARGE                  PERCENTAGE
                                      AS A PERCENTAGE OF              TO BROKERS
 DOLLAR AMOUNT OF PURCHASE   OFFERING PRICE   NET AMOUNT INVESTED     OR AGENTS*

  Less than $100,000             4.75%               5.00%               4.00%

  $100,000 to $250,000           3.75%               3.90%               3.15%

  $250,000 to $500,000           2.50%               2.60%               2.00%

  $500,000 to $1,000,000         2.00%               2.00%               1.65%

  $1,000,000 and over           None**
================================================================================

*  Brokers or Agents who receive substantially all of the sales charge for
   shares they sell may be deemed to be statutory underwriters.

** For any single purchase of $1 Million or more of Class A shares, the
   Distributor may pay a finder's fee to eligible brokers and agents. For
   details, contact the Distributor.


26    VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                                    III. SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------


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

REDUCED OR WAIVED SALES CHARGES

You may qualify for a reduced or waived sales charge as stated below, or under
other appropriate circumstances. You (or your broker or agent) must notify DST
or Van Eck at the time of each purchase or redemption whenever a reduced or
waived sales charge is applicable. The term "purchase" refers to a single
purchase by an individual (including spouse and children under age 21),
corporation, partnership, trustee, or other fiduciary for a single trust,
estate, or fiduciary account. The value of shares owned by an individual in
Class A, B and C of each of the Van Eck/Chubb Funds and Van Eck Funds (except
for the Van Eck U.S. Government Money Fund) may be combined for a reduced sales
charge in Class A shares only.


RIGHT OF ACCUMULATION When you buy shares, the amount you purchase will be
combined with the value, at current offering price, of any existing Fund shares
you own. This total will determine the sales charge level you qualify for.


COMBINED PURCHASES The combined amounts of your multiple purchases in the Funds
on a single day determines the sales charge level you qualify for.

LETTER OF INTENT If you plan to make purchases in the Funds within a 13 month
period that total an amount equal to a reduced sales charge level, you can
establish a Letter of Intent (LOI) for that amount. Under the LOI, your initial
and subsequent purchases during that period receive the sales charge level
applicable to that total amount. For escrow provisions and details, see the
Application.

GROUP PURCHASES If you are a member of a "qualified group," you may purchase
shares of the Funds at the reduced sales charge applicable to the group as a
whole. A qualified group (1) has more than 10 members, (2) has existed over six
months, (3) has a purpose other than acquiring fund shares at a discount, (4)
and has satisfied certain other criteria, including the use of the Automatic
Investment Plan. For details, contact the Distributor.

PERSONS AFFILIATED WITH VAN ECK Trustees, officers, and full-time employees (and
their families) of the Funds, Adviser or Distributor may buy without a sales
charge. Also, employees (and their spouses and children under age 21) of a
brokerage firm or bank that has a selling agreement with Van Eck, and other
affiliates and agents, may buy without a sales charge.

INVESTMENT ADVISERS, FINANCIAL PLANNERS AND BANK TRUST DEPARTMENTS Investment
advisers, financial planners and bank trust departments that meet certain
requirements and are compensated by asset-based fees may buy without a sales
charge on behalf of their clients.

FOREIGN FINANCIAL INSTITUTIONS Certain foreign financial institutions that have
agreements with Van Eck may buy shares with a reduced or waived sales charge for
their omnibus accounts on behalf of foreign investors.

INSTITUTIONAL RETIREMENT PROGRAMS Certain financial institutions who have
agreements with Van Eck may buy shares without a sales charge for their omnibus
accounts on behalf of investors in retirement plans and deferred compensation
plans other than IRAs.

BUY-BACK PRIVILEGE You have the one-time right to reinvest proceeds of a
redemption from a Class A Fund into that Fund or another Class A Fund within 30
days without a sales charge, excluding the Van Eck U.S. Government Money Fund.
Reinvestment into the same Fund within 30 days is considered a "wash sale" by
the IRS and cannot be declared as a capital loss or gain for tax purposes.

MOVING ASSETS FROM ANOTHER MUTUAL FUND GROUP You may purchase shares without a
sales charge with the proceeds of a redemption made within three months from
another mutual fund group not managed by Van Eck or its affiliates. The shares
redeemed must have paid an initial sales charge in a Class A fund. Also, the
financial representative of record must be the same on the Van Eck/Chubb Fund
account as for the other mutual fund redeemed.


                                            VAN ECK/CHUBB FUNDS PROSPECTUS    27
<PAGE>

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


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


3. RETIREMENT PLANS

Fund shares may be invested in tax-advantaged retirement plans sponsored by Van
Eck or other financial organizations. Retirement plans sponsored by Van Eck use
State Street Bank and Trust Company (formerly known as Investors Fiduciary Trust
Company) as custodian and must receive investments directly by check or wire
using the appropriate Van Eck retirement plan application. Confirmed trades
through a broker or agent cannot be accepted. To obtain applications and helpful
information on Van Eck retirement plans, contact your broker or agent or Account
Assistance.



RETIREMENT PLANS SPONSORED BY VAN ECK:

IRA
Roth IRA

Education IRA
SEP IRA

403(b)(7)
Qualified (Pension and Profit Sharing) Plans


4. TAXES


TAXATION OF DIVIDEND OR CAPITAL GAIN
DISTRIBUTIONS YOU RECEIVE

For tax-reportable accounts, distributions are normally taxable even if they are
reinvested. Distributions of dividends and short-term capital gains are taxed as
ordinary income. Distributions of long-term capital gains are taxed at capital
gain rates.

TAXATION OF SHARES YOU SELL

For tax-reportable accounts, when you redeem your shares you may incur a capital
gain or loss on the proceeds. The amount of gain or loss, if any, is the
difference between the amount you paid for your shares (including reinvested
distributions) and the amount you receive from your redemption. Be sure to keep
your regular statements; they contain the information necessary to calculate the
capital gain or loss. If you redeem shares from an eligible account, you will
receive an Average Cost Statement in February to assist you in your tax
preparations.

An exchange of shares from one Fund to another will be treated as a sale of Fund
shares. It is, therefore, a taxable event.

NON-RESIDENT ALIENS

Distributions of dividends and short-term capital gains, if any, made to
non-resident aliens are subject to a 30% withholding tax (or lower tax treaty
rates for certain countries). The Internal Revenue Service considers these
distributions U.S. source income. Currently, the Funds are not required to
withhold tax from long-term capital gains or redemption proceeds.

TAXATION OF DISTRIBUTIONS FROM
THE TAX-EXEMPT FUND

Van Eck expects that substantially all of the dividends paid by the Tax-Exempt
Fund will be exempt from Federal Income taxes. Dividend distributions may be
subject to state and local taxes. Some distributions of income or capital gains
from taxable securities may be taxable; investors who are residents of certain
states may also be subject to Alternative Minimum Tax on these distributions.

Van Eck will notify you with your 1099-DIV tax form after the end of the year
regarding the tax character of your Tax-Exempt Fund distributions.

28     VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                                    III. SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------


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


5. DIVIDENDS AND CAPITAL GAINS


If declared, dividend and capital gain distributions are generally paid on the
last business day of the month of declaration. Short-term capital gains are
treated like dividends and follow that schedule. Occasionally, a distribution
may be made outside of the normal schedule.

================================================================================
  DIVIDEND AND CAPITAL GAIN SCHEDULE

  FUND                           DIVIDENDS AND SHORT-TERM          LONG-TERM
                                 CAPITAL GAINS                     CAPITAL GAINS


  Global Income Fund-A           Monthly                           December

  Government Securities Fund-A   Daily Accrual, paid monthly       December

  Growth and Income Fund-A       December                          December

  Tax-Exempt Fund-A              Monthly                           December

  Total Return Fund-A            March/June/September/December     December
================================================================================



DIVIDEND AND CAPITAL GAIN REINVESTMENT PLAN

Dividends and/or capital gains are automatically reinvested into your account
without a sales charge, unless you elect a cash payment. You may elect cash
payment either on your original Account Application, or by calling Account
Assistance at 1-800-544-4653.


DIVMOVE You can have your cash dividends from a Class A Fund automatically
invested in another Class A fund. Dividends are invested on the payable date,
without a sales charge. For details and an Application, call Account Assistance.


                                            VAN ECK/CHUBB FUNDS PROSPECTUS    29
<PAGE>

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


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


6. MANAGEMENT OF THE FUNDS


                           -------------------------
                                  ADMINISTRATOR
                               Van Eck Associates
                                  Corporation,
                                 99 Park Avenue,
                               New York, NY 10016,
                             serves as administrator
                              to each of the Funds,
                             under an Administration
                               Agreement with Van
                              Eck/Chubb Funds, Inc.
                           ------------+------------

                                       |
- -------------------------              |                ------------------------
   INDEPENDENT AUDITORS               \|/                   INVESTMENT ADVISER
    Ernst & Young LLP,     -------------------------            Chubb Asset
   787 Seventh Avenue,            THE COMPANY                Managers, Inc.,
   New York, NY 10019,          "The Company" is          15 Mountain View Road,
 provides audit services,  incorporated in the state        Warren, NJ 07059,
 consultation and advice    of Maryland and consists          a wholly owned
with respect to financial---> of the Van Eck/Chubb <-------   subsidiary of
    information in the       Funds, Inc. listed in        The Chubb Corporation,
  Company's filings with        this prospectus            serves as investment
  the SEC, consults with    ("Funds"). The Board of       adviser to the Funds.
the Company on accounting    Directors manages the       The Adviser works under
 and financial reporting      Funds' business and         the supervision of the
matters, and prepares the           affairs.               Board of Directors.
  Company's tax returns.   ------------+------------    ------------------------
- -------------------------           /  |  \
                                  \/_  |  _\/

- -------------------------------------  |    ----------------------------------
             DISTRIBUTOR               |               TRANSFER AGENT
   Van Eck Securities Corporation,     |             DST Systems, Inc.,
  99 Park Ave., New York, NY 10016     |      210 West 10th Street, 8th Floor,
     distributes the Funds and         |        Kansas City, MO 64105, serves
is wholly owned by the Administrator. \|/      as the Funds' transfer agent.
                             ---------------------
                                    CUSTODIAN
- -----------------------------    Citibank, N.A.,  ----------------------------
                                111 Wall Street,
                               New York, NY 10043,
                             holds Fund securities
                               and settles trades.
                             ---------------------

30    VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>

                                                    III. SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------


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

INFORMATION ABOUT FUND MANAGEMENT

INVESTMENT ADVISER

CHUBB ASSET MANAGERS, INC., is a wholly owned subsidiary of The Chubb
Corporation, which ranks as one of the nation's top 15 Stock/Insurance
companies, with assets exceeding $19.6 billion. The principals of the Adviser
are investment personnel of Chubb & Son, a division of an affiliate of Chubb
Corporation. They provide investment advice and supervision to the portfolios of
The Chubb Corporation and its affiliates. Certain employees of the Adviser also
provide investment services to portfolios not affiliated with Chubb.

FEES PAID TO THE ADVISER Currently, each Fund pays a monthly advisory fee at the
annual rate of 0.20% of the first $200 million of average daily net assets,
0.19% of the next $1.1 billion, and 0.18% of assets in excess of $1.3 billion.

PORTFOLIO MANAGERS



GLOBAL INCOME FUND:
Marjorie Raines, Senior Vice President; Roger Brookhouse, Senior Vice President;
Emma Fishwick, Vice President

Ms. Raines has worked for the Adviser since inception in 1987. She has 26 years
of experience in investment management. Mr. Brookhouse has worked for the
Adviser since 1995. He has over 20 years of experience in investment management
as a portfolio manager and analyst. Ms. Fishwick has worked for the Adviser
since 1997. She has 12 years of experience in investment management as a
portfolio manager and analyst.

GOVERNMENT SECURITIES FUND:
Ned I. Gerstman, Senior Vice President;
Paul Geyer, Vice President

Mr. Gerstman has worked for the Adviser since inception in 1987. He has 20 years
of experience in investment management as a portfolio manager and analyst. Mr.
Geyer has worked for the Adviser since 1992. He has 10 years of experience in
investment management as a portfolio manager and analyst.

GROWTH AND INCOME FUND AND TOTAL RETURN FUND:
Michael O'Reilly, President;
Robert Witkoff, Senior Vice President

Mr. O'Reilly has worked for the Adviser since inception in 1987. He has over 30
years of experience in investment management as a portfolio manager and analyst.
Mr. Witkoff has worked for the Adviser since 1988. He has 16 years of experience
in investment management as a portfolio manager and analyst.

TAX-EXEMPT FUND:
Frederick Gaertner, Senior Vice President;
Thomas J. Swartz, III, Vice President

Mr. Gaertner has worked for the Adviser since 1989. He has 20 years of
experience in investment management as a portfolio manager and analyst. Mr.
Swartz has worked for the Adviser since 1988. He has 20 years of experience in
investment management as a portfolio manager and analyst.

ADMINISTRATOR

Van Eck Associates Corporation, 99 Park Avenue, New York, NY 10016 serves as
Administrator to each of the Funds. The Administrator performs accounting and
administrative services for the Funds. For these services, each Fund pays the
Administrator a monthly fee at the rate of 0.45% per year of the average daily
net assets on the first $200 million of assets, 0.41% of the next $1.1 billion
of assets, and 0.37% of assets in excess of $1.3 billion.

                                            VAN ECK/CHUBB FUNDS PROSPECTUS    31
<PAGE>

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


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

PLAN OF DISTRIBUTION (12B-1 PLAN)


Each of the Funds has adopted a Plan of Distribution pursuant to Rule 12b-1
under the Act. The Board of Directors has determined that 0.25% per year of the
net assets of each Fund's shares will be used to finance sales or promotional
activities, and will be considered an asset-based sales charge. Further, 0.25%
per year of the net assets of each Fund will be paid to securities dealers and
others as a service fee. Because these fees are paid out of the Fund's assets on
an on-going basis over time these fees may cost you more than paying other types
of sales charges.


For a complete description of the Plan of Distribution, please see "Plan of
Distribution" in the SAI.


================================================================================
  VAN ECK/CHUBB FUNDS ANNUAL 12b-1 SCHEDULE
  expressed in basis points (bps)*

                               FUND FEE      PAYMENT
                                             TO DEALER


  GLOBAL INCOME FUND-A          50 bps       25 bps
  GOVERNMENT SECURITIES FUND-A  50 bps       25 bps
  GROWTH AND INCOME FUND-A      50 bps       25 bps
  TAX-EXEMPT FUND-A             50 bps       25 bps
  TOTAL RETURN FUND-A           50 bps       25 bps
================================================================================


*  A basis point (bp) is a unit of measure in the financial industry. One bp
   equals .01 of 1% (1% = 100 bps).


THE COMPANY

For more information on the Company, the Directors and the Officers of the
Company, see "The Company" and "Directors and Officers" in the SAI.

EXPENSES Each Fund bears all expenses of its operations other than those
incurred by the Adviser or its affiliate under the Advisory Agreement with the
Company. Many of these expenses are shown in tables in Chapter I, "The Funds,"
or in Chapter IV, "Financial Highlights." For a more complete description of
Fund expenses, please see "Expenses" in the SAI.



32     VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>


IV. FINANCIAL HIGHLIGHTS                                IV. FINANCIAL HIGHLIGHTS

               THE FINANCIAL HIGHLIGHTS TABLES ARE INTENDED TO HELP YOU
               UNDERSTAND THE FUNDS FINANCIAL PERFORMANCE FOR THE PAST FIVE
               YEARS. CERTAIN INFORMATION REFLECTS FINANCIAL RESULTS FOR A
               SINGLE FUND SHARE. THE TOTAL RETURNS IN THE TABLE REPRESENT THE
               RATE THAT AN INVESTOR WOULD HAVE EARNED OR LOST ON AN INVESTMENT
               IN THE FUND (ASSUMING REINVESTMENT OF ALL DIVIDENDS AND
               DISTRIBUTIONS). THIS INFORMATION HAS BEEN AUDITED BY ERNST &
               YOUNG LLP,+ WHOSE REPORT, ALONG WITH THE FUNDS' FINANCIAL
               STATEMENTS ARE INCLUDED IN THE FUNDS' ANNUAL REPORT WHICH IS
               AVAILABLE UPON REQUEST.

1. VAN ECK/CHUBB GLOBAL INCOME FUND

================================================================================
  FINANCIAL HIGHLIGHTS
  For a share outstanding throughout each period:
                                                                   PERIOD FROM
                                               CLASS A             SEPTEMBER 1,
                                       YEAR ENDED DECEMBER 31,        1995(C)
                                                                      DEC.31,
                                    1999    1998     1997     1996     1995
                                   ------  ------   ------   ------   ------
NET ASSET VALUE,
  BEGINNING OF PERIOD              $10.32  $ 9.64   $10.24   $10.21   $10.00
- --------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS

Net Investment Income               0.458   0.421    0.471    0.551    0.116
Net Gains (Losses) on
  Securities (both realized
    and unrealized)                (1.430)  0.994   (0.476)   0.030    0.210

- --------------------------------------------------------------------------------
Total from Investment Operations   (0.972)  1.415   (0.005)   0.581    0.326
- --------------------------------------------------------------------------------

LESS DISTRIBUTIONS TO SHAREHOLDERS
Dividends from
  Net Investment Income           (0.323)  (0.445)  (0.398)  (0.485)  (0.116)
Dividends in Excess
  of Net Investment Income            --       --       --   (0.066)      --
Distributions from
  Net Realized Gains                  --   (0.290)  (0.084)      --       --
Distributions in Excess
  of Net Realized Gains               --       --   (0.040)      --       --
Tax Returns of Capital            (0.135)      --   (0.073)      --       --

- --------------------------------------------------------------------------------
Total Distributions               (0.458)  (0.735)  (0.595)  (0.551)  (0.116)
- --------------------------------------------------------------------------------
NET ASSET VALUE,
  END OF PERIOD                   $ 8.89   $10.32   $ 9.64   $10.24   $10.21

- --------------------------------------------------------------------------------
Total Return (a)                   (9.55%)  15.00%    0.02%    5.95%    3.27%
- --------------------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
Gross Expenses (b)                  1.42%    1.56%    1.56%    1.68%    2.14%(d)
Net Expenses                        1.35%    1.35%    1.35%    1.23%    1.75%(d)
Net Investment Income (e)           4.83%    4.24%    4.62%    5.49%    4.48%(d)
Portfolio Turnover Rate           101.78%   99.31%  185.95%   80.70%   14.16%
Net Assets at End of Period (000) $76,085  $91,210  $52,088  $12,227  $10,706
================================================================================


(a)  Total return assumes reinvestment of all distributions during the period
     and does not reflect deduction of sales charge. Investment returns and
     principal values will fluctuate and shares, when redeemed, may be worth
     more or less than the original cost. Total returns for periods of less than
     one year are not annualized.

(b)  Had fees not been waived and expenses not been assumed.

(c)  Commencement of operations.

(d)  Annualized.


(e)  Ratios would have been 4.76%, 4.03%, 4.41%, 5.04% and 4.09%, respectively,
     had the Investment Manager not waived fees and assumed expenses.

+    Ernst & Young LLP are auditors for the Funds for 1998 and 1999.


                                            VAN ECK/CHUBB FUNDS PROSPECTUS    33
<PAGE>


2. VAN ECK/CHUBB GOVERNMENT SECURITIES FUND

================================================================================
  FINANCIAL HIGHLIGHTS
  For a share outstanding throughout
    each period:
                                                     CLASS A
                                              YEAR ENDED DECEMBER 31
                                   1999      1998      1997      1996     1995
                                  ------    ------    ------   ------   ------
NET ASSET VALUE,
  BEGINNING OF PERIOD             $11.02    $10.82    $10.48   $10.78   $ 9.75
- --------------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS

Net Investment Income              0.550     0.583     0.616    0.623    0.636
Net Gains (Losses) on
  Securities (both realized
    and unrealized)               (0.680)    0.200     0.340   (0.300)   1.030

- --------------------------------------------------------------------------------
Total from Investment Operations  (0.130)    0.783     0.956    0.323    1.666
- --------------------------------------------------------------------------------

LESS DISTRIBUTIONS TO SHAREHOLDERS
Dividends from
  Net Investment Income           (0.550)   (0.583)   (0.616)  (0.623)  (0.636)

- --------------------------------------------------------------------------------
Total Distributions               (0.550)   (0.583)   (0.616)  (0.623)  (0.636)
- --------------------------------------------------------------------------------

NET ASSET VALUE,
  END OF PERIOD                   $10.34    $11.02    $10.82   $10.48   $10.78

- --------------------------------------------------------------------------------
Total Return (a)                   (1.20%)    7.40%     9.44%    3.19%   17.50%
- --------------------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
Gross Expenses (b)                  1.50%     1.61%     1.55%    1.60%    1.70%
Net Expenses                        1.00%     1.00%     1.00%    0.93%    1.00%
Net Investment Income (c)           5.15%     5.32%     5.78%    5.94%    6.16%
Portfolio Turnover Rate            41.09%    14.10%    39.86%  140.94%  276.56%
Net Assets at End of Period (000) $29,891   $32,730   $31,739  $12,818  $13,886
================================================================================

(a)  Total return assumes investment of all distributions during the year and
     does not reflect deduction of sales charge. Investment returns and
     principal values will fluctuate and shares, when redeemed, may be worth
     more or less than the original cost.

(b)  Had fees not been waived and expenses not been assumed.

(c)  Ratios would have been 4.65%, 4.71%, 5.23%, 5.27% and 5.46%, respectively,
     had the Investment Manager not waived fees and assumed expenses.


34      VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>


                                                        IV. FINANCIAL HIGHLIGHTS

               THE FINANCIAL HIGHLIGHTS TABLES ARE INTENDED TO HELP YOU
               UNDERSTAND THE FUNDS FINANCIAL PERFORMANCE FOR THE PAST FIVE
               YEARS. CERTAIN INFORMATION REFLECTS FINANCIAL RESULTS FOR A
               SINGLE FUND SHARE. THE TOTAL RETURNS IN THE TABLE REPRESENT THE
               RATE THAT AN INVESTOR WOULD HAVE EARNED OR LOST ON AN INVESTMENT
               IN THE FUND (ASSUMING REINVESTMENT OF ALL DIVIDENDS AND
               DISTRIBUTIONS). THIS INFORMATION HAS BEEN AUDITED BY ERNST &
               YOUNG LLP+, WHOSE REPORT, ALONG WITH THE FUNDS' FINANCIAL
               STATEMENTS ARE INCLUDED IN THE FUNDS' ANNUAL REPORT WHICH IS
               AVAILABLE UPON REQUEST.

3. VAN ECK/CHUBB GROWTH AND INCOME FUND

================================================================================
  FINANCIAL HIGHLIGHTS
  For a share outstanding throughout each period:

                                                  CLASS A
                                           YEAR ENDED DECEMBER 31
                                1999      1998      1997       1996       1995
                              -------   -------   -------    -------    -------
NET ASSET VALUE,
  BEGINNING OF PERIOD         $ 23.96   $ 24.56   $ 21.04    $ 18.58    $ 14.77
- --------------------------------------------------------------------------------
INCOME FROM INVESTMENT
  OPERATIONS

Net Investment Income (Loss)   (0.030)    0.110     0.096      0.250      0.204
Net Gains (Losses) on
  Securities (both realized
    and unrealized)             7.080    (0.156)    5.286      3.931      5.042

- --------------------------------------------------------------------------------
Total from Investment
  Operations                    7.050    (0.046)    5.382      4.181      5.246
- --------------------------------------------------------------------------------

LESS DISTRIBUTIONS
  TO SHAREHOLDERS
Dividends from
  Net Investment Income            --    (0.111)   (0.096)    (0.250)    (0.204)
Dividends in Excess
  of Net Investment Income .       --        --    (0.004)        --         --
Distributions from
  Net Realized Gains           (3.280)   (0.443)   (1.762)    (1.471)    (0.885)
Distributions in Excess
  of Net Realized Gains            --        --        --         --     (0.346)
Tax Return of Capital              --        --        --         --     (0.001)

- --------------------------------------------------------------------------------
Total Distributions            (3.280)   (0.554)   (1.862)    (1.721)    (1.436)
- --------------------------------------------------------------------------------

NET ASSET VALUE,
  END OF PERIOD               $ 27.73   $ 23.96   $ 24.56    $ 21.04    $ 18.58

- --------------------------------------------------------------------------------
Total Return (a)                29.42%    (0.18%)   25.85%     22.50%     35.52%
- --------------------------------------------------------------------------------

RATIOS TO AVERAGE NET ASSETS
Gross Expenses (b)               1.50%     1.57%     1.49%      1.58%      1.69%
Net Expenses                     1.32%     1.25%     1.25%      1.06%      1.08%
Net Investment Income
  (Loss) (c)                    (0.16%)    0.44%     0.49%      1.29%      1.20%
Portfolio Turnover Rate        133.63%    43.42%    21.02%     44.50%     37.59%
Net Assets at End
 of Period (000)              $94,840   $67,478   $66,762    $40,282    $29,144
================================================================================


(a)  Total return assumes reinvestment of all distributions during the year and
     does not reflect deduction of sales charge. Investment returns and
     principal values will fluctuate and shares, when redeemed, may be worth
     more or less than the original cost.

(b)  Had fees not been waived and expenses not been assumed.


(c)  Ratios would have been (0.34%), 0.12%, 0.25%, 0.77% and 0.59%,
     respectively, had the Investment Manager not waived fees and assumed
     expenses.

+    Ernst & Young LLP are auditors for the Funds for 1998 and 1999.



                                            VAN ECK/CHUBB FUNDS PROSPECTUS    35
<PAGE>


4. VAN ECK/CHUBB TAX-EXEMPT FUND

================================================================================
  FINANCIAL HIGHLIGHTS
  For a share outstanding throughout each period:

                                                  CLASS A
                                           YEAR ENDED DECEMBER 31
                                1999      1998      1997      1996       1995
                              -------   -------   -------   -------    -------
NET ASSET VALUE,
  BEGINNING OF PERIOD         $ 12.74   $ 12.56   $ 12.15   $ 12.33    $ 11.22
- --------------------------------------------------------------------------------
INCOME FROM INVESTMENT
  OPERATIONS

Net Investment Income           0.533     0.537     0.581     0.611      0.621
Net Gains (Losses) on
  Securities (both realized
    and unrealized)            (0.935)    0.202     0.450    (0.137)     1.132

- --------------------------------------------------------------------------------
Total from Investment
  Operations                   (0.402)    0.739     1.031     0.474      1.753
- --------------------------------------------------------------------------------

LESS DISTRIBUTIONS
  TO SHAREHOLDERS
Dividends from
  Net Investment Income        (0.533)   (0.539)   (0.581)   (0.611)    (0.621)
Distributions from
  Net Realized Gains           (0.005)   (0.020)   (0.036)   (0.043)    (0.010)
Distributions in Excess
  of Net Realized Gains            --        --    (0.004)       --     (0.012)

- --------------------------------------------------------------------------------
Total Distributions            (0.538)   (0.559)   (0.621)   (0.654)    (0.643)
- --------------------------------------------------------------------------------

NET ASSET VALUE,
  End of Period               $ 11.80   $ 12.74   $ 12.56   $ 12.15    $ 12.33

- --------------------------------------------------------------------------------
Total Return (a)                (3.25%)    6.01%     8.73%     4.00%     15.88%
- --------------------------------------------------------------------------------

RATIOS TO AVERAGE
  NET ASSETS
Gross Expenses (b)               1.52%     1.63%     1.56%     1.65%      1.79%
Net Expenses                     1.00%     1.00%     1.00%     0.98%      1.00%
Net Investment Income (c)        4.30%     4.23%     4.74%     5.00%      5.20%
Portfolio Turnover Rate          0.74%     2.50%    12.78%    16.29%      7.39%
Net Assets at End
  of Period (000)             $28,409   $31,680   $31,288   $15,061    $15,259
================================================================================

(a)  Total return assumes reinvestment of all distributions during the period
     and does not reflect deduction of sales charge. Investment returns and
     principal values will fluctuate and shares, when redeemed, may be worth
     more or less than the original cost.


(b)  Had fees not been waived and expenses not been assumed.


(c)  Ratios would have been 3.78%, 3.60%, 4.18%, 4.33% and 4.41%, respectively,
     had the Investment Manager not waived fees and assumed expenses.


36      VAN ECK/CHUBB FUNDS PROSPECTUS
<PAGE>


                                                        IV. FINANCIAL HIGHLIGHTS


                    THE FINANCIAL HIGHLIGHTS TABLES ARE INTENDED TO HELP YOU
                    UNDERSTAND THE FUNDS FINANCIAL PERFORMANCE FOR THE PAST FIVE
                    YEARS. CERTAIN INFORMATION REFLECTS FINANCIAL RESULTS FOR A
                    SINGLE FUND SHARE. THE TOTAL RETURNS IN THE TABLE REPRESENT
                    THE RATE THAT AN INVESTOR WOULD HAVE EARNED OR LOST ON AN
                    INVESTMENT IN THE FUND (ASSUMING REINVESTMENT OF ALL
                    DIVIDENDS AND DISTRIBUTIONS). THIS INFORMATION HAS BEEN
                    AUDITED BY ERNST & YOUNG LLP+, WHOSE REPORT, ALONG WITH THE
                    FUNDS' FINANCIAL STATEMENTS ARE INCLUDED IN THE FUNDS'
                    ANNUAL REPORT WHICH IS AVAILABLE UPON REQUEST.

5. VAN ECK/CHUBB TOTAL RETURN FUND

================================================================================
  FINANCIAL HIGHLIGHTS
  For a share outstanding throughout each period:

                                                 CLASS A
                                           YEAR ENDED DECEMBER 31
                              1999       1998      1997       1996       1995
                            -------    -------   -------    -------    -------
NET ASSET VALUE,
  BEGINNING OF PERIOD       $ 19.27    $ 20.22   $ 17.41    $ 15.96    $ 13.23

- --------------------------------------------------------------------------------
INCOME FROM INVESTMENT
  OPERATIONS

Net Investment Income         0.417      0.393     0.365      0.370      0.373
Net Gains (Losses) on
  Securities (both realized
    and unrealized)           3.113      0.158     3.778      2.321      3.586

- --------------------------------------------------------------------------------
Total from Investment
  Operations                  3.530      0.551     4.143      2.691      3.959
- --------------------------------------------------------------------------------

LESS DISTRIBUTIONS
  TO SHAREHOLDERS
Dividends from
  Net Investment Income      (0.410)    (0.390)   (0.365)    (0.370)    (0.373)
Dividends in Excess
  of Net Investment Income       --         --    (0.004)        --         --
Distributions from
  Capital Gains              (3.130)    (1.111)   (0.964)    (0.871)    (0.692)
Tax Return of Capital            --         --        --         --     (0.164)

- --------------------------------------------------------------------------------
Total Distributions          (3.540)    (1.501)   (1.333)    (1.241)    (1.229)
- --------------------------------------------------------------------------------

NET ASSET VALUE,
  END OF PERIOD             $ 19.26    $ 19.27   $ 20.22    $ 17.41    $ 15.96

- --------------------------------------------------------------------------------
Total Return (a)              18.57%      2.73%    24.09%     17.04%     30.13%
- --------------------------------------------------------------------------------

RATIOS TO AVERAGE NET ASSETS
Gross Expenses (b)             1.49%      1.61%     1.51%      1.59%      1.70%
Net Expenses                   1.32%      1.25%     1.25%      1.08%      1.08%
Net Investment Income (c)      2.07%      1.87%     1.92%      2.26%      2.45%
Portfolio Turnover Rate       59.16%     15.78%    15.80%     27.01%     57.62%
Net Assets at End of
  Period (000)              $40,059    $42,524   $49,934    $31,064    $22,171
================================================================================

(a)  Total return assumes reinvestment of all distributions during the period
     and does not reflect deduction of sales charge. Investment returns and
     principal values will fluctuate and shares, when redeemed, may be worth
     more or less than the original cost.

(b)  Had fees not been waived and expenses not been assumed.

(c)  Ratios would have been 1.90%, 1.51%, 1.66%, 1.75% and 1.83%, respectively,
     had the Investment Manager not waived fees and assumed expenses.

+    Ernst & Young LLP are auditors for the Funds for 1998 and 1999.

                                            VAN ECK/CHUBB FUNDS PROSPECTUS    37

<PAGE>


                            VAN ECK/CHUBB FUNDS, INC.
                    99 PARK AVENUE, NEW YORK, NEW YORK 10016
                 SHAREHOLDER SERVICES: TOLL FREE (800) 544-4653
                                 WWW.VANECK.COM


     Van Eck/Chubb  Funds,  Inc. (the  "Company") is a mutual fund consisting of
five  series:  Van  Eck/Chubb  Global  Income  Fund,  Van  Eck/Chubb  Government
Securities Fund, Van Eck/Chubb Growth and Income Fund, Van Eck/Chubb  Tax-Exempt
Fund and Van Eck/Chubb Total Return Fund.

     This  Statement of Additional  Information  ("SAI") is not a prospectus but
supplements  and should be read in  conjunction  with the  Company's  prospectus
dated May 1, 2000 (the "Prospectus").  This Statement of Additional  Information
is incorporated by reference into the Prospectus. The Company's Annual Report is
incorporated  by reference in this SAI. A copy of the  Prospectus  and/or Annual
Report is  available  at no charge  upon  written  or  telephone  request to the
Company at the address or telephone  number above.  Shareholders  are advised to
read and retain this Statement of Additional Information for future reference.

                                TABLE OF CONTENTS
General Information ........................................................   1
Investment Objectives and Policies of The Funds ............................   1
Bank Obligations ...........................................................   1
Commercial Paper ...........................................................   1
Repurchase Agreements ......................................................   1
Reverse Repurchase Agreements ..............................................   2
Lending of Portfolio Securities ............................................   2
Restricted Securities ......................................................   2
Loan Participations and Other Direct Indebtedness ..........................   3
Derivatives ................................................................   3
When-Issued and Delayed Delivery Securities & Forward Commitments ..........   8
Foreign Securities .........................................................   8
Foreign Currency Transactions ..............................................   9
Depositary Receipts ........................................................   9
Mortgage-Related Securities ................................................   9
Warrants ...................................................................  11
Low Rated or Unrated Debt Securities .......................................  11
Investment Companies .......................................................  11
Portfolio Turnover .........................................................  11
Investment Restrictions ....................................................  11
Investment Advisory Services ...............................................  14
The Distributor ............................................................  15
Portfolio Transactions and Brokerage .......................................  17
Directors and Officers .....................................................  19
Purchase of Shares .........................................................  22
Valuation of Shares ........................................................  22
Exchange Privilege .........................................................  23
Tax-Sheltered Retirement Plans .............................................  24
Investment Programs ........................................................  27
Taxes ......................................................................  28
Redemptions In Kind ........................................................  30
Performance ................................................................  30
Description of the Company .................................................  32
Additional Information .....................................................  33
Financial Statements .......................................................  34
Appendix ...................................................................  35

                       STATEMENT OF ADDITIONAL INFORMATION
                                   May 1, 2000

<PAGE>


                               GENERAL INFORMATION


     Van Eck/Chubb  Funds,  Inc.,  (the "Company") is comprised of five separate
portfolios  (the  "Funds").  The Company had no  business  history  prior to its
formation.  Until  September  30,  1997,  the  name  of the  Company  was  Chubb
Investment Funds, Inc.

     Van Eck/Chubb  Government  Securities Fund, Van Eck/Chubb Growth and Income
Fund,  Van  Eck/Chubb  Tax-Exempt  Fun and Van  Eck/Chubb  Total Return Fund are
classified with diversified as defined in the Investment Company Act of 1940, as
amended (the "Act").  This means that with respect to 75% of each Fund's assets,
the Fund may not invest more than 5% of its total assets in any issuer or invest
more than 10% of the outstanding  voting securities of any issuer. Van Eck/Chubb
Global  Income  Fund is  classified  as  non-diversified,  which  means that the
proportion  of the Fund's  assets that may be invested  in the  securities  of a
single issuer is not limited to the Act.  However,  to meet other  requirements,
the Fund at the close of each  quarter of its  taxable  year must,  in  general,
limit its investments so that (i) no more that 25% of its assets are invested in
the  securities  of a single  issuer,  (ii) with  respect  to 50% of the  Fund's
assets,  no more than 5% of its assets at the time or purchase are invested in a
single  issuer and (iii) the Fund will not own more than 10% of the  outstanding
voting securities of any one issuer.


                 INVESTMENT OBJECTIVES AND POLICIES OF THE FUNDS

     The  investment  objectives  and policies of each Fund are described in the
Company's Prospectus under the heading "Investment Objectives and Policies" with
each Fund's policies being described specifically under its own sub-heading. The
following  information  supplements the discussion of investment  objectives and
policies for each Fund contained in the Company's  Prospectus.  Unless otherwise
specified,  the  investment  policies  and  restrictions  of each  Fund  are not
fundamental  policies  and may be changed by the  Company's  Board of  Directors
without  shareholder  approval.  Shareholders  will  be  notified  prior  to any
material change. The investment objectives of each Fund are fundamental policies
and may be changed only with shareholder approval.


BANK OBLIGATIONS

     All of the Funds may acquire  obligations  of banks with total assets of at
least $500,000,000. These include certificates of deposit, bankers' acceptances,
and time deposits,  all of which are normally  limited to $100,000 per Fund from
any one bank. Certificates of deposit are generally short-term, interest-bearing
negotiable   certificates  issued  by  commercial  banks  or  savings  and  loan
associations  against  funds  deposited  in the  issuing  institution.  Bankers'
acceptances are time drafts drawn on a commercial bank by a borrower, usually in
connection with an international  commercial transaction (to finance the import,
export, transfer or storage of goods). With a bankers' acceptance,  the borrower
is liable for payment as is the bank,  which  unconditionally  guarantees to pay
the draft at its face amount on the maturity  date.  Most  bankers'  acceptances
have maturities of six months or less and are traded in secondary  markets prior
to maturity. Time deposits are generally short-term, interest-bearing negotiable
obligations  issued by commercial  banks against funds  deposited in the issuing
institutions.  None of the Funds will invest in time  deposits  maturing in more
than seven days.


COMMERCIAL PAPER

     All the Funds may invest in commercial paper.  Commercial paper involves an
unsecured  promissory  note  issued by a  corporation.  It is usually  sold on a
discount  basis and has a maturity  at the time of issuance of 9 months or less.
The  Funds  may  invest in  commercial  paper  rated  within  the three  highest
categories by Moody's Investors Services,  Inc.  ("Moody's"),  Standard & Poor's
Corporation  ("Standard & Poor's") or other  nationally  recognized  statistical
rating  organizations  ("NRSROs")  or, if not  rated,  which  are of  equivalent
investment quality in the judgment of the Adviser.


REPURCHASE AGREEMENTS

     All  of the  Funds  may  invest  in  repurchase  agreements.  A  repurchase
agreement customarily obligates the seller, at the time it sells securities to a
Fund, to repurchase the securities at a mutually agreed upon time and price. The
total amount received on repurchase would be calculated to exceed the price paid
by the Fund,  reflecting  an agreed upon market rate of interest  for the period
from the time of the repurchase  agreement to the settlement date, and would not
necessarily  be related to the interest rate on the underlying  securities.  The
differences  between the total  amount to be  received  upon  repurchase  of the
securities  and the price which was paid by the Fund upon their  acquisition  is
accrued as  interest  and is  included  in the Fund's  net  income  declared  as
dividends.

                                       1
<PAGE>


The underlying  securities will consist of high-quality  liquid securities.  The
Fund has the right to sell securities subject to repurchase agreements but would
be required to deliver  identical  securities  upon  maturity of the  repurchase
agreements  unless  the seller  fails to pay the  repurchase  price.  It is each
Fund's intention not to sell securities  subject to repurchase  agreements prior
to the agreement's maturity.

     During the holding period of a repurchase agreement,  the seller must "mark
to  market"  the  collateral  on a  daily  basis  and  must  provide  additional
collateral  if the market  value of the  obligation  falls below the  repurchase
price. If a Fund acquires a repurchase agreement and then the seller defaults at
a time when the value of the  underlying  securities is less than the obligation
of the seller, the Company could incur a loss. If the seller defaults or becomes
insolvent, a Fund could realize delays, costs, or a loss in asserting its rights
to  the  collateral  in  satisfaction  of  the  seller's  repurchase  agreement.
Repurchase   agreements   involve  certain  risks  not  associated  with  direct
investment  in  securities,  including  the risk that the  original  seller will
default  on  its  obligations  to  repurchase,  as a  result  of  bankruptcy  or
otherwise.  The Fund will enter into repurchase agreements only with sellers who
are  believed  by  the  Adviser  to  present  minimal  credit  risks  and  whose
creditworthiness  has been  evaluated by the Adviser in accordance  with certain
guidelines  and is subject to periodic  review by the Board of  Directors of the
Company.  Currently,  these guidelines require sellers who are broker-dealers to
have a net  worth of at least  $25,000,000,  although  this  requirement  may be
waived by the Board of  Directors  of the Company on the  recommendation  of the
Adviser,  and sellers  who are banks to have assets of at least  $1,000,000,000.
The underlying security, held as collateral, will be marked to market on a daily
basis,  and  must  be  of  high-quality.  The  seller  must  provide  additional
collateral  if the market  value of the  obligation  falls below the  repurchase
price.  In the event that the other party to the  agreement  fails to repurchase
the  securities  subject to the  agreement,  a Fund  could  suffer a loss to the
extent  proceeds from the sale of the underlying  securities  held as collateral
was less than the price specified in the repurchase  agreement.  The seller also
must be considered by the Adviser to be an institution of impeccable  reputation
and  integrity,  and the Adviser must be acquainted  with and satisfied with the
individuals at the seller with whom it deals.


REVERSE REPURCHASE AGREEMENTS

     In order to generate additional income the Global Income Fund may engage in
reverse repurchase agreement  transactions with banks,  broker-dealers and other
financial  intermediaries.  Under a reverse purchase  agreement,  the Fund would
sell portfolio  securities and agree to repurchase them at a particular price at
a future date. At the time the Fund enters into the reverse repurchase agreement
it will establish and maintain a segregated amount with the custodian containing
cash or liquid  securities  having a value not less than the  repurchase  price,
including interest.  Reverse repurchase  agreements involve risk that the market
value of the securities retained in lieu of the sale may decline below the price
the securities  the Fund has sold but is obligated to  repurchase.  In the event
the buyer of the  securities  files for  bankruptcy or becomes  insolvent,  such
buyer or its trustee or receiver  may receive an  extension of time to determine
whether to enforce the Fund's  obligation to repurchase  the  securities and the
Fund's use of the proceeds of the reverse  repurchase  agreement may effectively
be restricted  pending such  decision.  Reverse  repurchase  agreements  will be
treated  as  borrowings  for  purpose  of  calculating   the  Fund's   borrowing
limitations. Reverse repurchase agreements are the same as repurchase agreements
except that the Fund assumes the role of seller/borrower in the transaction. The
Fund will invest the proceeds in other money market  instruments  or  repurchase
agreements  maturing  not later than the  expiration  of the reverse  repurchase
agreement.  Reverse repurchase agreements involve the risk that the market value
of the securities sold by the Fund may decline below the repurchase price of the
securities.


LENDING OF PORTFOLIO SECURITIES

     The Global Income Fund may seek to increase its income by lending portfolio
securities.  Under  present  regulatory  policies  such  loans  may be  made  to
institutions such as broker dealers, and are required to be secured continuously
be collateral in cash, cash equivalents or U.S. Government securities maintained
on a  current  basis in an  amount  at least  equal to the  market  value of the
securities  loaned. It is intended that the value of securities loaned would not
exceed 30% of the value of the total assets of the Fund.


RESTRICTED SECURITIES

     Subject to a Fund's limitations on investments in illiquid  investments,  a
Fund may also invest in  restricted  securities  that may not be sold under Rule
144A,  which presents  certain risks.  As a result,  a Fund might not sell these
securities when the Adviser

                                       2
<PAGE>


wishes  to do so,  or  might  have to sell  them at less  than  fair  value.  In
addition, market quotations are less readily available.  Therefore, judgment may
at times play a greater  role in valuing  these  securities  than in the case of
unrestricted securities.


LOAN PARTICIPATIONS AND OTHER DIRECT INDEBTEDNESS

     The Funds may purchase loan  participations and other direct  indebtedness.
In  purchasing  a loan  participation,  the  Fund  acquires  some  or all of the
interest  of a bank  or  other  lending  institution  in a loan  to a  corporate
borrower.  Many such loans are secured,  although  some may be  unsecured.  Such
loans  may be in  default  at the  time of  purchase.  Loans  and  other  direct
indebtedness  that are fully  secured  offer the Fund  more  protection  than an
unsecured  loan in the event  non-payment  of scheduled  interest or  principal.
However,  there is no assurance that  liquidation  of collateral  from a secured
loan or  other  direct  indebtedness  would  satisfy  the  corporate  borrower's
obligation, or that collateral can be liquidated.

     These loans and other  direct  indebtedness  are made  generally to finance
internal growth, mergers,  acquisitions,  stock repurchases,  leveraged buy-outs
and other corporate  activities.  Such loans and other direct indebtedness loans
are generally  made by a syndicate of lending  institutions,  represented  by an
agent lending  institution,  which has negotiated and structured the loan and is
responsible for collecting interest,  principal and other amounts due on its own
behalf and on behalf of the others in the  syndicate,  and for enforcing its and
their other  rights  against the  borrower.  Alternatively  such loans and other
direct indebtedness may be structured as a novation,  pursuant to which the Fund
would assume all of the rights of the lending  institution  in a loan,  or as an
assignment, pursuant to which the Fund would purchase an assignment of a portion
of a lender's  interest in a loan or other direct  indebtedness  either directly
from the lender or through an intermediary.  The Fund may also purchase trade or
other claims against  companies,  which  generally  represent  money owed by the
company to a supplier of goods or  services.  These claims may also be purchased
at a time when the company is in default.

     Certain of the loan participations and other direct  indebtedness  acquired
by the Fund may involve  revolving credit  facilities or other standby financing
commitments  which obligate the Fund to pay additional cash on a certain date or
on  demand.  These  commitments  may have the  effect of  requiring  the Fund to
increase its investment in a company when the Fund might not otherwise decide to
do so  (including  at a time when the  company's  financial  condition  makes it
unlikely  that such  amounts  will be  repaid).  To the extent  that the Fund is
committed to advance additional funds, it will at all times hold and maintain in
a segregated account cash of high grade debt obligations in an amount sufficient
to meet such commitments.

     The Fund's  ability to receive  payment of  principal,  interest  and other
amounts due in connection with these  investments  will depend  primarily on the
financial  condition of the borrower.  In selecting the loan  participations and
other direct  indebtedness which the Fund will purchase,  the Investment Manager
will rely upon its own (and not upon the original lending  institution's) credit
analysis  of the  borrower.  As the Fund may be  required  to rely upon  another
institution  to collect and pass on to the Fund amounts  payable with respect to
the  loan  and  other  direct   indebtedness,   an  insolvency,   bankruptcy  or
reorganization  of the  lending  institution  may delay or prevent the Fund from
receiving  such  amounts.  In such  cases  the Fund  will  evaluate  as well the
creditworthiness of the lending institution and will treat both the borrower and
the lending institution as an "issuer" of the loan participation for purposes of
the certain  investment  restrictions  pertaining to the  diversification of the
Fund's portfolio investments. The highly leveraged nature of many such loans and
other direct  indebtedness may make such loans especially  vulnerable to adverse
changes in economic or market  conditions.  Investments  in such loans and other
direct  indebtedness may involve additional risk to the Fund. For example,  if a
loan or other  direct  indebtedness  is  foreclosed,  the Fund could become part
owner of any  collateral,  and would bear the costs and  liabilities  associated
with owning and disposing of the collateral. In addition, it is conceivable that
under emerging legal theories of lender liability, the Fund could be held liable
as a  co-lender.  It  is  unclear  whether  loans  and  other  forms  of  direct
indebtedness    offer    securities   law   protections    against   fraud   and
misrepresentation.  In the absence of definitive  regulatory guidance,  the Fund
relies on the Adviser's  research in an attempt to avoid  situations where fraud
and  misrepresentation  could  adversely  affect  the Fund.  In  addition,  loan
participations and other direct investments may not be in the form of securities
or may be subject to  restrictions on transfer,  and only limited  opportunities
may exist to resell  such  investments.  As a result,  the Fund may be unable to
sell such  investments  at an opportune  time or may have to resell them at less
than fair market  value.  To the extent that the  Adviser  determines  that such
investments  are  illiquid,  the  Fund  will  include  them  in  the  investment
limitations above.


     DERIVATIVES. A derivative is a security that derives its current value from
the current value of another security. Kinds of derivatives include, but are not
limited to: forward contracts,  futures contracts,  options and swaps. The Funds
will not commit  more than 5% of assets to initial  margin  deposits  on futures
contracts and premiums on options for futures contracts (leverage).  Hedging, as
defined by the Commodity Exchange Act, is excluded from this 5% limit.


                                       3
<PAGE>


     CALL OPTIONS. All the Funds may write (sell) covered call options which are
traded on national and international  securities exchanges to enhance investment
performance or for hedging purposes.  A call option is a contract that gives the
holder  (buyer) of the  option the right to buy (in return for a premium  paid),
and the writer of the option (in return for a premium  received) the  obligation
to sell, the underlying  security at a specified  price (the exercise  price) at
any time before the option expires. A covered call option is a call in which the
writer of the option, for example,  owns the underlying  security throughout the
option  period  or has  deposited  in a  separate  account  with  the  Company's
custodian liquid  high-grade  obligations or cash equal in value to the exercise
price of the option.

     A Fund will write covered call options both to reduce the risks  associated
with certain of its investments and to increase total investment  return through
the receipt of premiums. In return for the premium income, the Fund will give up
the opportunity to profit from an increase in the market price of the underlying
security above the exercise price so long as its obligations  under the contract
continue,  except  insofar as the  premium  represents  a profit.  Moreover,  in
writing the call option,  the Fund will retain the risk of loss should the price
of the security decline. The premium is intended to offset that loss in whole or
in part. Unlike the situation in which the Fund owns securities not subject to a
call option, the Fund, in writing call options, must assume that the call may be
exercised at any time prior to the expiration of its obligation as a seller, and
that in such  circumstances  the net  proceeds  realized  from  the  sale of the
underlying  securities  pursuant  to the call  may be  substantially  below  the
prevailing  market  price,  although  it must  be at the  previously  agreed  to
exercise price.

     A Fund  may  protect  itself  from  loss due to a  decline  in value of the
underlying security or from the loss of appreciation due to its rise in value by
buying an identical  option,  in which case the purchase cost of such option may
offset the premium received for the option  previously  written.  In order to do
this, the Fund makes a "closing purchase  transaction" on the purchase of a call
option on the same security with the same exercise price and expiration  date as
the covered call option that it has previously written.  The Fund will realize a
gain or loss from a closing purchase  transaction if the amount paid to purchase
a call  option is less or more  than the  amount  received  from the sale of the
corresponding call option. Also, because increases in the market price of a call
option will  generally  reflect  increases in the market price of the underlying
security,  any loss  resulting from the exercise or closing out of a call option
is likely to be offset  in whole or in part by  unrealized  appreciation  of the
underlying security owned by the Fund.

     There is no assurance  that a liquid  market will exist for any  particular
option,  at any particular  time, and for some options no market may exist. If a
Fund is unable to effect a closing  purchase  transaction,  a Fund will not sell
the  underlying  security  until the  option  expires or the Fund  delivers  the
underlying security upon exercise.

     PUT OPTIONS.  All the Funds may purchase put options and the Global  Income
Fund may also sell  covered  put  options.  A Fund may  purchase  put options on
securities to protect its holdings in an underlying or related  security against
an anticipated  decline in market value.  Such hedge protection is provided only
during the life of the put option.  Securities are  considered  related if their
price  movements  generally  correlate  with one  another.  The  purchase of put
options on securities held by a Fund or related to such securities will enable a
Fund to  preserve,  at  least  partially,  unrealized  gains  in an  appreciated
security in its portfolio without actually selling the security.  In addition, a
Fund will continue to receive  interest or dividend  income on the  security.  A
Fund may also sell put options it has previously  purchased,  which could result
in a net gain or loss  depending  on whether the amount  received on the sale is
more or less than the premium and other transaction costs paid on the put option
which was bought.

     OPTIONS ON INDEXES.  All the Funds may write  covered  call options and may
purchase  put  options on  appropriate  securities  indexes  for the  purpose of
hedging against the risk of unfavorable price movements  adversely affecting the
value of a Fund's securities or to enhance income.  Unlike a stock option, which
gives the holder the right to purchase or sell a specified  stock at a specified
price,  an option on a securities  index gives the holder the right to receive a
cash settlement  amount based upon price movements in the stock market generally
(or in a particular  industry or segment of the market represented by the index)
rather than the price movements in individual stocks.

     The value of a  securities  index  fluctuates  with  changes  in the market
values of the  securities  which are contained in the index.  For example,  some
securities  index options are based on a broad market index such as the Standard
& Poor's 500 or the NYSE Composite Index, or a narrower market index such as the
Standard  & Poor's  100.  Indexes  may also be based on an  industry  or  market
segment  such as the  AMEX  Oil and  Gas  Index  or the  Computer  and  Business
Equipment  Index.  Options on stock  indexes are traded on  exchanges  or traded
over-the-counter  ("OTC  options").  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.

                                       4
<PAGE>


     The  effectiveness  of hedging  through the purchase or sale of  securities
index  options  will  depend  upon the extent to which  price  movements  in the
portion of the securities  portfolio being hedged correlate with price movements
in the selected  securities index.  Perfect  correlation is not possible because
the  securities  held or to be  acquired  by a Fund will not  exactly  match the
composition of the securities indexes on which options are purchased or written.
In the purchase of securities  index  options,  the  principal  risk is that the
premium and  transaction  costs paid by a Fund in  purchasing  an option will be
lost as a result  of  unanticipated  movements  in the  price of the  securities
comprising  the  securities  index for which the option has been  purchased.  In
writing  securities  index  options,  the  principal  risks are the inability to
effect closing transactions at favorable prices and the inability to participate
in the appreciation of the underlying securities.

     FUTURES  TRANSACTIONS.  A futures contract is an agreement to buy or sell a
security (or deliver a final cash  settlement  price,  in the case of a contract
relating to an index or otherwise  not calling for physical  delivery at the end
of trading in the  contracts) for a set price in the future.  Futures  exchanges
and trading in futures is  regulated  under the  Commodity  Exchange  Act by the
Commodity Futures Trading Commission ("CFTC").

     Positions taken in the futures markets are not normally held until delivery
or cash settlement is required,  but are instead  liquidated  through offsetting
transactions  which may  result  in a gain or a loss.  A  clearing  organization
associated with the exchange on which futures are traded assumes  responsibility
for  closing-out  transactions  and  guarantees  that,  as between the  clearing
members of an exchange, the sale and purchase obligations will be performed with
regard to all positions that remain open at the termination of the contract.

     Upon entering into a futures  contract,  a Fund will be required to deposit
with a futures commission  merchant a certain  percentage  (usually 1% to 5%) of
the futures  contracts  market value as initial margin.  As a general matter,  a
Fund may not commit in the  aggregate  more than 5% of the  market  value of its
total assets to initial margin deposits on the Fund's existing futures contracts
and premium paid for options on unexpired futures  contracts.  Initial margin is
in the nature of a performance  bond or good faith deposit on the contract which
is  returned  upon  termination  of the  futures  contract  if  all  contractual
obligations  have been satisfied.  The initial margin in most cases will consist
of cash or United States  Government  securities.  Subsequent  payments,  called
variation margin, may be made with the futures  commission  merchant as a result
of  marking  the  contracts  to market on a daily  basis as the  contract  value
fluctuates.

     First,  there can be no assurance that the prices of such  instruments  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  it  anticipated  and/or  incur a loss
greater than if it had entered into a cash market position.  Second, investments
in such  instruments may reduce the gains which would otherwise be realized from
the sale of the  underlying  securities or assets which are being hedged.  There
can be no  assurance  that such a market  will  exist for a  particular  futures
contract or option.  If the Fund cannot  close out an  exchange  traded  futures
contact  or  option  which it  holds,  it would  have to  perform  its  contract
obligation  or  exercise  its  option to  realize  any  profit  and would  incur
transaction costs on the sale of the underlying assets.

     FUTURES ON DEBT  SECURITIES.  A futures  contract  on a debt  security is a
binding  contractual  commitment  which, if held to maturity,  will result in an
obligation to make or accept  delivery,  during a particular  future  month,  of
securities having a standardized face value and rate of return. All of the Funds
may buy and sell futures contracts on debt securities.  By purchasing futures on
debt securities--assuming a "long" position--a Fund will legally obligate itself
to accept the future  delivery  of the  underlying  security  and pay the agreed
price. By selling futures on debt  securities--assuming  a "short"  position--it
will legally obligate itself to make the future delivery of the security against
payment of the agreed price.  Open future  positions on debt  securities will be
valued at the most recent settlement price, unless such price does not appear to
the  Adviser  to  reflect  the fair  value of the  contract,  in which  case the
positions will be valued by, or under the direction of, the Board of Directors.

     The Funds by hedging  through the use of futures on debt securities seek to
establish  more  certainty with respect to the effective rate of return on their
portfolio  securities.  A Fund may, for example,  take a "short" position in the
futures market by selling  contracts for the future  delivery of debt securities
held by the Fund (or securities having characteristics  similar to those held by
the Fund) in order to hedge against an  anticipated  rise in interest rates that
would  adversely  affect  the value of the  Fund's  portfolio  securities.  When
hedging  of this  character  is  successful,  any  depreciation  in the value of
portfolio  securities will be substantially  offset by appreciation in the value
of the futures position.

                                       5
<PAGE>


     On other occasions, a Fund may take a "long" position by purchasing futures
on debt  securities.  This would be done, for example,  when the Fund intends to
purchase particular debt securities, but expects the rate of return available in
the bond market at that time to be less favorable than rates currently available
in the  futures  markets.  If the  anticipated  rise in the  price  of the  debt
securities contracts should occur (with its concomitant reduction in yield), the
increased cost to the Fund of purchasing the debt securities will be offset,  at
least to some extent,  by the rise in the value of the futures  position in debt
securities  taken  in  anticipation  of the  subsequent  purchase  of such  debt
securities.

     The Fund could  accomplish  similar results by selling debt securities with
long  maturities and investing in debt  securities  with short  maturities  when
interest rates are expected to increase or by buying debt  securities  with long
maturities and selling debt securities with short maturities when interest rates
are  expected  to  decline.  However,  by  using  futures  contracts  as a  risk
management   technique   (to  reduce  a  Fund's   exposure  to   interest   rate
fluctuations),  given the greater  liquidity  in the futures  market than in the
bond market, it might be possible to accomplish the same result more effectively
and perhaps at a lower cost.  See  "Limitations  on Purchase and Sale of Futures
Contracts and Options on Futures Contracts" below.

     INTEREST  RATE AND  CURRENCY  FUTURES  CONTRACTS.  The Funds may enter into
interest rate or currency  futures  contracts,  including  futures  contracts on
indices of debt securities,  as a hedge against changes in prevailing  levels of
interest rates or currency  exchange rates in order to establish more definitely
the effective rate of return on securities or currencies  held or intended to be
acquired.  Hedging may include sales of futures as a hedge against the effect or
expected  increases in interest rates or decreases in currency  exchange  rates,
and purchases of futures as an offset against the effect of expected declines in
interest rates or increases in currency exchange rates.

     STOCK INDEX  FUTURES  CONTRACTS.  A stock index  futures  contract does not
require the physical delivery of securities, but merely provides for profits and
losses  resulting from changes in the market value of the futures contract to be
credited or debited at the close of each trading day to the respective  accounts
of the parties to the contract.  On the contract's expiration date, a final cash
settlement  occurs and the futures  positions are simply closed out.  Changes in
the market value of a particular stock index futures contract reflect changes in
the specified index of equity securities on which the futures contract is based.
The Total Return Fund, the Growth and Income Fund, the Capital Appreciation Fund
and the Global Income Fund may buy and sell stock index futures contracts.

     Stock  index  futures  may be used to hedge the equity  portion of a Fund's
securities  portfolio  with  regard  to  market  risk  (involving  the  market's
assessment of over-all economic prospects), as distinguished from stock-specific
risk  (involving  the  market's  evaluation  of the  merits  of the  issuer of a
particular  security).  By establishing an appropriate "short" position in stock
index futures  contracts,  a Fund may seek to protect the value of its portfolio
against an overall decline in the market for equity  securities.  Alternatively,
in  anticipation of a generally  rising market,  a Fund can seek to avoid losing
the benefit of apparently low current prices by  establishing a "long"  position
in stock  index  futures  contracts  and  later  liquidating  that  position  as
particular  equity  securities  are in fact  acquired.  To the extent that these
hedging strategies are successful, a Fund will be affected to a lesser degree by
adverse  overall  market  price  movements,  unrelated to the merits of specific
portfolio equity securities,  than would otherwise be the case. See "Limitations
on Purchase  and Sale of Futures  Contracts  and  Options on Futures  Contracts"
below.

     OPTIONS ON FUTURES CONTRACTS. For bona fide hedging purposes, all the Funds
may  purchase  and the Global  Income  Fund may sell put  options and write call
options on futures  contracts.  These  options are traded on exchanges  that are
licensed and  regulated by the CFTC for the purpose of options  trading.  A call
option on a futures  contract  gives the purchaser the right,  in return for the
premium paid,  to purchase a futures  contract  (assume a "long"  position) at a
specified  exercise  price at any time before the option  expires.  A put option
gives the purchaser the right, in return for the premium paid, to sell a futures
contract (assume a "short"  position) at a specified  exercise price at any time
before the option expires. Upon the exercise of a call, the writer of the option
is obligated to sell the futures  contract (to deliver a "long"  position to the
option holder) at the option exercise price, which presumably will be lower than
the current market price of the contract in the futures market. Upon exercise of
a put, the writer of the option is  obligated  to purchase the futures  contract
(to  deliver a "short"  position  to the option  holder) at the option  exercise
price  which  presumably  will be higher than the  current  market  price of the
contract in the futures market.

     When  a  Fund,  as a  purchaser  of a put  option  on a  futures  contract,
exercises  such option and assumes a short  futures  position,  its gain will be
credited to its  futures  variation  margin  account.  Any loss  suffered by the
writer of the  option of a  futures  contract  will be  debited  to its  futures
variation  margin  account.  However,  as with  the  trading  of  futures,  most
participants in the options markets do not seek to realize their gains or losses
by exercise of their option  rights.  Instead,  the holder of an option  usually
will

                                       6
<PAGE>


realize a gain or loss by buying or  selling  an  offsetting  option at a market
price that will  reflect an increase or a decrease  from the premium  originally
paid as purchaser or required as a writer.

     Options on futures  contracts can be used by a Fund to hedge the same risks
as might be addressed by the direct  purchase or sale of the underlying  futures
contracts themselves. Depending on the pricing of the option, compared to either
the futures  contract upon which it is based or upon the price of the underlying
securities themselves,  it may or may not be less risky than direct ownership of
the futures contract or the underlying securities.

     In contrast to a futures  transaction,  in which only transaction costs are
involved,  benefits  received by a Fund as a purchaser in an option  transaction
will be  reduced  by the amount of the  premium  paid as well as by  transaction
costs.  In the  event of an  adverse  market  movement,  however,  a Fund  which
purchased  an  option  will  not be  subject  to a risk of  loss  on the  option
transaction  beyond the price of the premium it paid plus its transaction costs,
and may  consequently  benefit  from a  favorable  movement  in the value of its
portfolio  securities that would have been more  completely  offset if the hedge
had been effected through the use of futures contracts.

     If a Fund writes call options on futures contracts, the Fund will receive a
premium  but  will  assume  a risk  of  adverse  movement  in the  price  of the
underlying  futures  contract  comparable  to that involved in holding a futures
position.  If the option is not  exercised,  the Fund will realize a gain in the
amount of the premium,  which may partially  offset  unfavorable  changes in the
value of  securities  held by, or to be acquired for, the Fund. If the option is
exercised,  the Fund will incur a loss in the option transaction,  which will be
reduced by the amount of the premium it has received, but which may be partially
offset by favorable changes in the value of its portfolio securities.

     While the  purchaser  or writer  of an  option  on a futures  contract  may
normally terminate its position by selling or purchasing an offsetting option of
the same series,  a Fund's ability to establish and close out options  positions
at fairly  established  prices  will be  subject  to the  existence  of a liquid
market.  The Funds will not  purchase  or write  options  on  futures  contracts
unless,  in the Adviser's  opinion,  the market for such options has  sufficient
liquidity that the risks  associated with such options  transactions  are not at
unacceptable levels.

     FOREIGN CURRENCY EXCHANGE CONTRACTS AND OPTIONS ON FOREIGN  CURRENCIES.  In
order to hedge against foreign currency exchange rate risks, the Funds may enter
into forward currency exchange contracts ("forward currency contracts"), as well
as  purchase  put or call  options on  foreign  currencies.  A forward  currency
contract is an obligation to purchase or sell a specific  currency for an agreed
price at a future date which is individually  negotiated and privately traded by
currency traders and their customers.  In addition,  for hedging purposes and to
duplicate  a cash  market  transaction,  the Global  Income  Fund may enter into
foreign  currency  futures  contracts.  The Global  Income Fund may also conduct
their foreign currency exchange transactions on a spot (i.e., cash) basis at the
spot rate prevailing in the currency exchange market.

     LIMITATIONS  ON  PURCHASE  AND SALE OF  FUTURES  CONTRACTS  AND  OPTIONS ON
FUTURES  CONTRACTS.  The Funds will engage in transactions in futures  contracts
and related options for bona fide hedging purposes and not for speculation.  The
Global Income Fund may engage in futures,  options and currency transactions for
investment  purposes.  The Funds may not purchase or sell  futures  contracts or
related  options if  immediately  thereafter  the sum of the  amounts of initial
margin  deposits on a Fund's  existing  futures  contracts and premiums paid for
unexpired  options  on  futures  contracts  would  exceed 5% of the value of the
Fund's total assets;  provided,  however,  that in the case of an option that is
"in-money"  at the time of purchase,  the  "in-money"  amount may be excluded in
calculating  the 5% limitation.  In instances  involving the purchase or sale of
futures contracts or the writing of covered call options thereon by a Fund, such
positions  will always be "covered",  as  appropriate,  by, for example,  (i) an
amount of cash and cash  equivalents,  equal to the market  value of the futures
contracts purchased or sold and options written thereon (less any related margin
deposits),  deposited  in a  segregated  account  with its  custodian or (ii) by
owning the instruments underlying the futures contract sold (i.e., short futures
positions) or option written thereon or by holding a separate option  permitting
the Fund to  purchase  or sell the same  futures  contract or option at the same
strike price or better.

     Positions in futures  contracts  may be closed but only on an exchange or a
board of trade which  provides the market for such  futures.  Although the Funds
intend to purchase or sell  futures  only on  exchanges or boards of trade where
there appears to be an active market, there is no guarantee that such will exist
for any particular  contract or at any particular time. If there is not a liquid
market at a particular  time, it may not be possible to close a futures position
at such  time,  and,  in the event of  adverse  price  movements,  a Fund  would
continue  to be  required  to make  daily cash  payments  of  variation  margin.
Consequently,  where a liquid  secondary market does not exist, the Fund will be
unable to  control  losses  from  such  futures  contracts  by  closing  out its
positions.

                                       7
<PAGE>



WHEN-ISSUED AND DELAYED DELIVERY SECURITIES AND FORWARD COMMITMENTS

     The Funds  may make  contracts  to buy  securities  for a fixed  price at a
future  date  beyond  customary  settlement  time.  When such  transactions  are
negotiated,  the  price  is fixed at the time of  commitment  but  delivery  and
payment for the  securities  can take place up to three months after the date of
commitment to purchase.  Such agreements  involve a risk of loss if the value of
the security to be purchased  declines prior to the settlement  date, which risk
is in  addition  to the risk of  decline in value of the  Government  Securities
Fund, Tax-Exempt Fund or Global Income Fund's other assets. Where such purchases
are made through dealers,  the Fund relies on the dealer to consummate the sale.
The  dealer's  failure  to do so may  result  in the  loss  to  the  Fund  of an
advantageous yield or price. Although the Fund will generally enter into forward
commitments with the intention of acquiring  securities for its portfolio or for
delivery pursuant to options contracts it has entered into, the Fund may dispose
of a commitment  prior to settlement if the Adviser deems it  appropriate  to do
so. The Fund holds,  and  maintains  until the  settlement  date in a segregated
account,  cash or  high-grade  obligations  in an amount  sufficient to meet the
purchase price of its total commitments for forward commitment  securities.  The
Fund may  realize  short-term  profits or losses  upon the sale of such  forward
commitment contracts.


FOREIGN SECURITIES


     The Growth and Income Fund and the Total Return Fund may invest in and hold
securities of foreign issuers in an amount,  which together with  investments in
Depositary  Receipts,  American Depositary Receipts ("ADRs") European Depositary
Receipts ("EDRs") and Global Depositary Receipts ("GDRs") will not exceed 20% of
the Fund's total assets. The Global Income Fund has an unlimited right to invest
and hold foreign securities.  For purposes hereof, securities of foreign issuers
means  securities of issuers  organized or whose  principal place of business is
outside  the  United  States,  or whose  securities  are  principally  traded in
securities markets outside the United States.

     Although investment in foreign securities by the Growth and Income Fund and
Total   Return  Fund  are   intended  to  reduce  risk  by   providing   further
diversification,  such investments,  as well as those of the Global Income Fund,
involve  certain  additional  risks,  including the possibility of : (1) adverse
foreign  political  and  economic  developments,  (2)  less  publicly  available
information about foreign issuers, (3) less comprehensive accounting,  reporting
and disclosure  requirements,  (4) less government regulation and supervision of
foreign stock  exchanges,  brokers and listed  companies,  (5)  expropriation or
confiscatory  taxation  that could effect  investments,  (6) currency  blockages
which would  prevent  cash from being  brought  back in the United  States,  (7)
generally   higher   brokerage  and  custodial  costs  than  those  of  domestic
securities,  (8) with  respect  to  foreign  securities  denominated  in foreign
currencies,  the  costs  associated  with the  exchange  of  currencies  and the
possibility  of  unfavorable   changes  in  currency  rates  and  exchange  rate
regulations  and (9)  settlement of  transactions  being delayed  beyond periods
customary in the United States.

     Investment  in  foreign   securities  may  involve  the  following  special
considerations:  with  respect to foreign  denominated  securities,  the risk of
fluctuating  exchange  rates;  restrictions  on and  costs  associated  with the
exchange of currencies;  the fact that foreign securities and markets are not as
liquid as their  domestic  counterparts;  the  imposition  of  exchange  control
restrictions;  and the possibility of economic or political  instability.  Also,
issuers of foreign  securities are subject to different and, in some cases, less
comprehensive and non-uniform accounting,  reporting and disclosure requirements
than domestic  issuers,  and settlement of transactions  with respect to foreign
securities  may be  sometimes  delayed  beyond  periods  customary in the United
States.  Foreign  securities also generally have higher  brokerage and custodial
costs  than  those  of  domestic  securities.  As a  result,  the  selection  of
investments in foreign issues may be more difficult and subject to greater risks
than investments in domestic issues. Since the Growth and Income Fund, the Total
Return  Fund and the  Global  Income  Fund may invest in  businesses  located in
foreign  nations,  there is the  possibility of  expropriation  or  confiscatory
taxation, political or social instability or diplomatic developments which could
affect  investments  in  those  nations  and  there  may be more  difficulty  in
obtaining and enforcing a court judgment abroad.

     The Adviser  will  consider  these and other  factors  before  investing in
particular  securities  of foreign  issuers  and will not make such  investments
unless, in its opinion,  such investments will comply with the policies and meet
the  objectives  of the Growth and Income  Fund,  the Total  Return Fund and the
Global  Income  Fund.  Also,  the Board of  Directors  will  monitor all foreign
custody arrangements to ensure compliance with the Act and the rules thereunder,
and  will  review  and  approve,  at least  annually,  the  continuance  of such
arrangements  as is  consistent  with the best  interests of the Company and its
shareholders.


                                       8
<PAGE>


FOREIGN CURRENCY TRANSACTIONS


     The Global  Income  Fund,  Growth and Income Fund and Total Return Fund may
sell a  particular  security  on  either a spot  (cash)  basis at the rate  then
prevailing  in the currency  exchange  market or on a forward  basis by entering
into a forward  contract  to  purchase  or sell  currency,  to hedge  against an
anticipated  decline in the U.S.  dollar value of  securities  it intends or has
contracted  to sell.  This method of attempting to hedge the value of the Fund's
portfolio  securities  against a decline  in the  value of a  currency  does not
eliminate  fluctuations in the underlying prices of the securities.  None of the
Funds is obligated to engage in any such currency hedging operations,  and there
can be no assurance as to the success of any hedging operations which a Fund may
implement.  Although the strategy of engaging in foreign  currency  transactions
could  reduce  the  risk of loss due to a  decline  in the  value of the  hedged
currency it could also limit the potential gain from an increase in the value of
the currency.  When effecting currency exchange transactions,  some price spread
(to cover service charges) will be incurred.  No Fund,  except the Global Income
Fund, intends to maintain a net exposure to such contracts where the fulfillment
of the Fund's certain  provisions of the Internal  Revenue Code of 1986 have the
effect of limiting the extent to which the fund may enter into forward contracts
or futures contracts or engage in options transactions.


     Although these  investment  practices  will be used to generate  additional
income or  attempt to reduce  the  effect of any price  decline in the  security
subject to the option, they do involve certain risks that are different, in some
respects,  from  investment  risks  associated  with similar  funds which do not
engage in such  activities.  These risks include the following:  writing covered
call  options-the  inability to effect closing  transactions at favorable prices
and  the  inability  to  participate  in  the  appreciation  of  the  underlying
securities above the exercise price; and purchasing put options-possible loss of
the entire premium paid. In addition,  the  effectiveness of hedging through the
purchase of securities  index options will depend upon the extent to which price
movement in the portion of the securities portfolios being hedged correlate with
price movements in the selected securities index. Perfect correlation may not be
possible  because  (i) the  securities  held or to be acquired by a Fund may not
exactly match the  composition  of the  securities  indexes on which options are
written or (ii) the price movements of the securities  underlying the option may
not follow the price movements of the portfolio  securities being hedged. If the
Adviser's  forecasts  regarding movements in securities prices or interest rates
or currency  prices or economic  factors are  incorrect,  the Fund's  investment
results may have been better without the hedge.


DEPOSITARY RECEIPTS


     The Growth and Income  Fund,  the Total  Return Fund and the Global  Income
Fund  may  invest  in  "ADRs,"  "GDRs,"  and  EDRs"  (collectively   "Depositary
Receipts")  which,  with the exception of the Global Income Fund,  together with
investment in securities of foreign  issuers,  will not exceed 20% of the Fund's
total assets.  ADRs are certificates issued by a United States bank representing
the right to  receive  securities  of a foreign  issuer  deposited  in a foreign
branch  of a United  States  bank and  traded  on a United  States  exchange  or
over-the-counter. There are no fees imposed on the purchase or sale of ADRs when
purchased  from the  issuing  bank in the  initial  underwriting,  although  the
issuing  bank  may  impose  charges  for the  collection  of  dividends  and the
conversion of ADRs into the underlying  ordinary shares.  Brokerage  commissions
will be incurred if ADRs are  purchased  through  brokers on the domestic  stock
exchanges.  Investments in ADRs have advantages  over direct  investments in the
underlying  foreign  securities,  including the following:  they are more liquid
investments,  they  are  United  States  dollar-denominated,   they  are  easily
transferable,  and market quotations for such securities are readily  available.
The risks associated with ownership of Depositary Receipts are the same as those
associated with  investments in foreign  securities  except there is no currency
risk.  European  Depositary  Receipts  ("EDRs") and Global  Depositary  Receipts
("GDRs") are typically issued by foreign banks or trust companies, although they
may be issued by US banks or trust  companies,  and also  evidence  ownership of
underlying securities issued by a foreign or U.S. securities market.  Generally,
Depositary  Receipts  in  registered  form  are  designed  for  use in the  U.S.
securities market and Depositary Receipts in bearer form are designed for use in
securities  markets  outside  the United  States.  Depositary  Receipts  may not
necessarily be  denominated  in the same currency as the  underlying  securities
into which they may be converted. Brokerage commissions will be incurred if ADRs
are purchased through brokers on the U.S. stock exchange.



MORTGAGE-RELATED SECURITIES

     Government National Mortgage Association ("GNMA") certificates are mortgage
pass-through securities representing part ownership of a pool of mortgage loans.
These loans,  issued by lenders such as mortgage bankers,  commercial banks, and
savings  and loan  associations,  are  either  insured  by the  Federal  Housing
Administration or guaranteed by the Veterans  Administration.  A "pool" or group
of such  mortgages is assembled and, after being approved by GNMA, is offered to
investors through securities

                                       9
<PAGE>


dealers.  Once approved by GNMA, the timely payment of interest and principal on
each  mortgage is  guaranteed by GNMA and backed by the full faith and credit of
the  United  States  Treasury.  GNMA  certificates  differ  from  bonds  in that
principal is paid back monthly by the borrower  over the term of the loan rather
than  returned  in  a  lump  sum  at  maturity.  GNMA  certificates  are  called
"pass-through"   securities   because  both  interest  and  principal   payments
(including prepayments) are passed through to the holder of the certificate.

     In addition to GNMA certificates, the Government Securities Fund and Global
Income Fund may invest in  mortgage  pass-through  securities  issued by Federal
National  Mortgage  Association  ("FNMA")  and by  Federal  Home  Loan  Mortgage
Corporation   ("FHLMC").   FNMA,  a  federally   chartered  and  privately-owned
corporation, issues mortgage-backed pass-through securities which are guaranteed
as to timely  payment of  principal  and  interest by FNMA.  FHLMC,  a corporate
instrumentality  of the United  States  whose stock is owned by the Federal Home
Loan Banks, issues two types of pass-through securities:  mortgage participation
certificates ("PCs") and guaranteed mortgage certificates ("GMCs"). Both PCs and
GMCs represent an undivided  interest in a pool of  conventional  mortgages from
FHLMC's  portfolio.  With respect to PCs, FHLMC guarantees the timely payment of
interest and the ultimate  collection of principal.  With respect to GMCs, FHLMC
guarantees  that these  securities  will pay interest  semi-annually  and return
principal annually in a guaranteed minimum amount. Securities guaranteed by FNMA
and FHLMC are not  backed by the full  faith  and  credit of the  United  States
Treasury. If either fixed or variable rate pass-through securities issued by the
United States Government or its agencies or  instrumentalities  are developed in
the future, the Funds reserve the right to invest in them.

     The Government  Securities  Fund and the Global Income Fund may also invest
in other types of mortgage-related  securities issued by governmental  entities.
These   other   instruments   include   collateralized    mortgage   obligations
("CMOs"),mortgage-backed  bonds and real  estate  mortgage  investment  conduits
("REMICs").  However, the Government  Securities Fund and the Global Income Fund
will not  invest in  residual  interests  of REMICs or CMOs due to the  volatile
nature of such instruments.  CMOs are obligations fully collateralized  directly
or  indirectly by a pool of mortgages on which payment of principal and interest
are passed  through  to the  holders  of CMOs on the same  schedule  as they are
received, although not necessarily on a pro rata basis.

     Mortgage-backed bonds are direct obligations of their issuers,  payable out
of the issuers' general funds and fully collateralized directly or indirectly by
a pool of mortgage  loans.  The mortgages  serve as collateral  for the issuer's
payment  obligations on the  mortgage-backed  bonds,  but interest and principal
payments  on the  mortgages  are not  passed  through  directly  (as  with  GNMA
certificates and FNMA and FHLMC pass-through  securities) or on a modified basis
(as with CMOs). Accordingly,  a change in the rate of prepayments on the pool of
mortgages  could change the  effective  maturity of a CMO but not the  effective
maturity of a mortgage-backed bond (although,  like many bonds,  mortgage-backed
bonds may be callable by the issuer prior to maturity).

     REMICs were  created  through  provisions  in the Tax Reform Act of 1986 in
order to clarify  certain  ambiguities  concerning the tax treatment of mortgage
related  securities.  A REMIC is an entity that holds a fixed pool of  mortgages
and issues multiple classes of interests.  If an issuer elects to come under the
REMIC provisions,  its sale of "REMIC securities" will be treated as the sale of
the mortgages for tax purposes, regardless of whether such securities are issued
in the  form of  pass-throughs  or  collateralized  debt and  regardless  of the
financial  accounting treatment used. Investors in REMICs may purchase two types
of REMIC securities: (i) "regular interests",  which have the characteristics of
pass- throughs or CMOs (i.e.,  fixed interest and principal),  or (ii) "residual
interests",  the value of which are  affected by mortgage  prepayments  or other
contingencies. Again, the Government Securities Fund and Global Income Fund will
not invest in any residual interests of REMICs or CMOs.

     In reliance on an SEC interpretation of the Act, the Company's  investments
in certain  qualifying  CMOs,  including CMOs that have elected to be treated as
REMICs, are not subject to the Act's limitation on acquiring  interests in other
investment  companies.  In order to be able to rely on the SEC's interpretation,
the CMOs and  REMICs  must be  unmanaged,  fixed-asset  issuers  that (i) invest
primarily  in  mortgage-related   securities,   (ii)  do  not  issue  redeemable
securities, (iii) operate under general exemptive orders exempting them from all
provisions of the Act, and (iv) are not registered or regulated under the Act as
investment  companies.  To the extent that a Fund selects CMOs or REMICs that do
not meet the above  requirements,  the Fund may not invest  more than 10% of its
assets in all such  entities  and may not  acquire  more  than 3% of the  voting
securities of any single such entity.

     Prepayment of mortgages  underlying  mortgage-backed  securities may reduce
their current yield and total return.  Mortgage-related securities may not be an
effective means of "locking-in"  long-term interest rates because of the need to
invest and reinvest scheduled and unscheduled  principal  payments.  At the time
principal  payments or  prepayments  are  received  by the Fund and  reinvested,
prevailing  interest rates may be higher or lower than the Fund's current yield.
However,  the Investment Manager intends to invest in these securities only when
the  potential  benefits to a Fund are deemed to outweigh the risks.  Like other
bond invest-

                                       10
<PAGE>


ments, the value of mortgage-related  securities will tend to rise when interest
rates  fall,  and fall when rates rise.  Their value may also change  because of
changes in the market's  perception of the  creditworthiness of the organization
that  issued  or  guaranteed  them or  changes  in the  value of the  underlying
mortgages.  In  addition,  the  mortgage  securities  market in  general  may be
adversely affected by changes in governmental regulation or tax policies.


WARRANTS

     All the  Funds may  invest in  warrants,  which are  rights to buy  certain
securities  at set  prices  during  specified  time  periods.  If,  prior to the
expiration date, the Fund is not able to exercise a warrant at a cost lower than
the underlying securities,  the Fund will suffer a loss of its entire investment
in the warrant. See investment  restriction 18 for additional limitations on the
use of warrants.


LOW RATED DEBT SECURITIES

     The  existence of limited  markets for  particular  high yield bonds or low
rated  securities may diminish a Fund's ability to sell such  securities at fair
value either to meet  redemption  requests or to respond to a specific  economic
event  such  as a  deterioration  in  creditworthiness  of the  issuer.  Reduced
secondary  market liquidity for certain low rated or unrated debt securities may
also make it more difficult for a Fund to obtain accurate market  quotations for
the purpose of valuing the Fund's  portfolio.  Market  quotations  are generally
available on many low rated or unrated  securities only from a limited number of
dealers and may not  necessarily  represent  firm bids of such dealers or prices
for actual sales.

     Adverse  publicity  and  investor  perceptions,  whether  or not  based  on
fundamental  analysis,  may  decrease  the  values  and  liquidity  of low rated
securities,   especially   in  a  thinly   traded   market.   Analysis   of  the
creditworthiness of issuers of debt securities that are low rated securities may
be more complex than for issuers of higher rated securities,  and the ability of
the fund to achieve its investment objective may, to the extent of investment in
low rated securities, be more dependent upon such creditworthiness analysis than
would be the case if the fund were investing in higher rated securities.

     Low rated securities may be more  susceptible to real or perceived  adverse
economic and competitive  industry  conditions than investment grade securities.
The  prices of low rated  securities  have been  found to be less  sensitive  to
interest  rate  changes  than higher rated  investments,  but more  sensitive to
adverse economic downturns or individual corporate  developments.  If the issuer
of low rated securities defaults, the Fund may incur additional expenses to seek
recovery.  The  low  rated  bond  market  is  relatively  new,  and  many of the
outstanding low rated bonds have not endured a major business recession.


INVESTMENT COMPANIES

     All the Funds may,  subject to their  respective  investment  restrictions,
under  certain  circumstances  acquire  the  securities  of other  open-end  and
closed-end investment companies. Such investments often result in duplicate fees
and expenses.


PORTFOLIO TURNOVER

     Portfolio  turnover  for each  Fund may vary  from year to year or within a
year depending upon economic,  market and business  conditions.  A Fund having a
higher portfolio turnover rate may realize larger amounts of gains or losses and
more brokerage commissions or other transaction related costs than it would with
a lower portfolio  turnover rate. If there are gains, they are passed through to
the shareholders as capital gains distributions and, as such, are taxable to the
shareholders.

                             INVESTMENT RESTRICTIONS

     Each  Fund  has  adopted  the  following   restrictions   relating  to  the
investments of each Fund. The investment  restrictions  numbered 1 through 7, 10
and 13 are  fundamental  policies  of each Fund and may not be  changed  without
approval of a majority of the  outstanding  shares of each affected  Fund.  Each
restriction applies to each Fund of the Company,  unless otherwise indicated.  A
change in policy  affecting only one Fund may be effected with the approval of a
majority of the outstanding shares of that Fund only. (As used in the Prospectus
and  this  Statement  of  Additional  Information,  the  term  "majority  of the
outstanding voting shares" means the lesser of (1) 67% of the shares represented
at a meeting of which more than 50% of the outstanding  share are represented or
(2) more than 50% of the outstanding shares.) All other investment  restrictions
are operating policies and are subject to

                                       11
<PAGE>


change by the Company's  Board of Directors  without  shareholder  approval.  No
investment  restriction  which  involves a maximum  percentage  of securities or
assets will be considered to be violated  unless the excess over the  percentage
occurs  immediately  after and is  caused  by an  acquisition  or  borrowing  of
securities or assets by the Fund. A Fund will not:

     1.  Issue securities senior to its common stock,  except to the extent that
         permissible  borrowings  may  be so  construed.  For  purposes  hereof,
         writing  covered call options and entering into futures  contracts,  to
         the extent permitted by restrictions 8 and 10 below,  shall not involve
         the issuance of senior securities or borrowings.

     2.  Buy  securities  on  margin,  except  that  it  may:  (a)  obtain  such
         short-term  credits as may be necessary  for the clearance of purchases
         and sales of  securities,  and (b) make margin  deposits in  connection
         with futures contracts, subject to restrictions 10 and 11 below.

     3   Borrow  money,  except  each  Fund  may,  as a  temporary  measure  for
         extraordinary   or   emergency   purposes,   including   to  cover  net
         redemptions,  and not for  investment  purposes,  borrow from banks and
         then only in amounts not exceeding 5% of its total assets. In addition,
         no Fund may  pledge,  mortgage  or  hypothecate  its  assets  except in
         connection  with  permissible  borrowings  and then only in amounts not
         exceeding 10% of the value of its total assets. A Fund will not pledge,
         mortgage or  hypothecate  its assets to the extent that at any time the
         percentage of pledged assets plus the sales  commission will exceed 10%
         of the value of its total assets.  This  restriction will not prevent a
         Fund from (a) purchasing securities on a "forward commitment", "delayed
         delivery" or "when-issued" basis or (b) entering into futures contracts
         as set forth below in  restriction  10 or as regards the Global  Income
         Fund  entering  into reverse  repurchase  agreements,  provided  that a
         segregated  account  consisting  of  cash or  liquid  high  grade  debt
         securities  in an  amount  equal to the total  value of the  securities
         underlying such agreement is established and maintained.

      4. Act as an  underwriter  of securities  of other  issuers  except to the
         extent that it may be deemed to be an underwriter within the meaning of
         the  Securities  Act of  1933  (a) in  reselling  securities,  such  as
         restricted   securities,   acquired   in   private   transactions   and
         subsequently  registered  under the  Securities Act of 1933, and (b) in
         connection with the purchase of government securities directly from the
         issuer, or (c) with respect to the Capital Appreciation Fund and Global
         Income Fund,  except to the extent that the  disposition  of a security
         may  technically  cause it to be considered an underwriter as that term
         is defined under the Securities Act of 1933.

     5.  Invest 25% or more of the value of the total assets of any Fund, except
         the Global Income Fund, in securities of issuers having their principal
         business  activities in the same industry.  This restriction also shall
         not apply to: (i) securities  issued or guaranteed by the United States
         Government,   its  agents  or  instrumentalities  and  (ii)  tax-exempt
         securities   issued  by  governments  or  political   subdivisions   of
         governments.  For purposes of this restriction  industrial  development
         bonds issued by  non-governmental  issuers will not be considered to be
         tax-exempt securities.

     6.  Invest  in real  estate,  although  the  Funds  may buy  securities  of
         companies which deal in real estate,  and securities  which are secured
         by readily marketable interests in real estate,  including interests in
         real estate investment trusts, real estate limited  partnerships,  real
         estate investment  conduits or mortgage related  instruments  issued or
         backed  by  the  United   States   Government,   its  agencies  or  its
         instrumentalities.

     7.  Make loans, except the Funds may: (a) purchase bonds, debentures, notes
         and other debt obligations  customarily either publicly  distributed or
         distributed privately to institutional  investors and within the limits
         imposed  on the  acquisition  of  restricted  securities  set  forth in
         restriction 11, and (b) enter into  repurchase  agreements with respect
         to its portfolio securities.

     8.  Write  options,  except  that all the  Funds  may  write  covered  call
         options,  and the Global  Income Fund may write put  options,  provided
         that as a result of such sale,  a Fund's  securities  covering all call
         options or subject to put options  would not exceed 25% of the value of
         the Fund's total assets.

      9. Purchase  options,  except that all the Funds may  purchase put options
         and the Global  Income Fund may purchase put and call options  provided
         that the total  premiums paid for such  outstanding  options owned by a
         Fund does not exceed 5% of its total assets. No Fund, except the Global
         Income Fund,  may write put options on  securities  other than to close
         out previously purchased put options.

                                       12
<PAGE>


     10. Enter into  commodity  contracts,  except  that all the Funds may enter
         into  financial  futures  contracts and the Global Income Fund may also
         enter into foreign currency  hedging  contracts and stock index futures
         contracts  if,  immediately  thereafter:  (a) the total of the  initial
         margin deposits  required with respect to all open futures positions at
         the time such positions were established,  plus the sum of the premiums
         paid for all unexpired options on futures contracts would not exceed 5%
         of the value of a Fund's  total  assets,  and (b) a  segregate  account
         consisting of cash or liquid  high-grade  debt  securities in an amount
         equal to the total market value of any futures contract  purchased by a
         Fund, less the amount of any initial margin, is established.


     11. Invest more than 10%, or in the case of the Global  Income Fund 15%, of
         the net asset  value of any Fund in  securities  which are not  readily
         marketable,  such as  repurchase  agreements  having a maturity of more
         than 7 days,  restricted  securities,  time deposits with maturities of
         more than 7 days, and other securities which are not otherwise  readily
         marketable,  provided, however, that the Global Income Fund and Capital
         Appreciation   Fund  may  invest   without   limitation  in  restricted
         securities  issued  under  Rule  144A  of the  Securities  Act of  1933
         provided the Board of Directors or the Adviser  under the  direction of
         the Board of  Directors  has  determined  that each  such  security  is
         liquid.


     12. Invest more than 10% of the value of its total assets in  securities of
         other open-end and closed end investment companies, except by purchases
         in the open market involving only customary broker's  commissions or as
         part  of a  merger,  consolidation,  or  acquisition,  or as  otherwise
         permitted by the Act and rules thereunder.

     13. Except  with  respect to the Global  Income  Fund,  make an  investment
         unless, when considering all its other investments, 75% of the value of
         the Fund's  total  assets  would  consist of cash,  cash items,  United
         States Government securities, securities of other investment companies,
         and other securities. For purposes of this restriction, the purchase of
         "other  securities" is limited so that (a) no more than 5% of the value
         of the Fund's  total assets would be invested in any one issuer and (b)
         no more than 10% of the issuer's outstanding voting securities would be
         held by the Company.  As a matter of operating policy, the Company will
         not consider repurchase  agreements to be subject to this 5% limitation
         if all the collateral  underlying the repurchase  agreements are United
         States Government Securities.

     14. Enter  into a  repurchase  agreement  with  Jefferson  Pilot  Financial
         Insurance   Company  of   America,   ("Jefferson   Pilot")   The  Chubb
         Corporation, or a subsidiary of either such corporation.

     15. Participate  on a joint  or joint  and  several  basis  in any  trading
         account  in  securities,  although  transactions  for the Funds and any
         other  account  under  common  management  may be combined or allocated
         between the Fund and such account.

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

     17. Invest in interests,  other than debentures or equity stock  interests,
         in oil and gas or other mineral exploration or development programs.

     18. Invest  more than 5% of the  value of the  total  assets of the Fund in
         warrants,  whether  or not the  warrants  are listed on the New York or
         American  Stock  Exchanges.  Warrants  acquired in units or attached to
         securities are not included in this restriction.


     19. Invest in securities of foreign  issuers,  except that the Total Return
         Fund and the Growth  and Income  Fund may invest up to 20% of the value
         of their total assets in securities of foreign issuers  including ADRs.
         The Global Income Fund may invest an unlimited percentage of its assets
         in securities of foreign issuers, developed or undeveloped,  or whether
         listed on an exchange or unlisted.


     20. Invest in securities of any issuer if the officers and directors of the
         Company or the Adviser or Administrator  own individually more than 1/2
         of 1% of such issuer's  securities or together own more than 5% of such
         issuer's securities.

     21. Effect short sales of securities, except short sales against the box.

                                       13
<PAGE>


                          INVESTMENT ADVISORY SERVICES

INVESTMENT MANAGEMENT AND ADMINISTRATION

     The  Company has  entered  into an  Investment  Management  Agreement  with
respect  to each Fund with  Chubb  Asset  Managers,  Inc.  (the  "Adviser")  and
Jefferson Pilot Investment Advisory Corporation, the investment administrator to
the Funds  prior to October 1, 1997  ("JPIAC"),  pursuant  to which the  Adviser
serves as investment  adviser to the Funds.  Under the terms of the  agreements,
the Adviser,  subject to review by the  Company's  Board of  Directors,  has the
day-to-day  responsibility  for  making  decisions  to buy,  sell,  or hold  any
particular security for all the Funds. See "MANAGEMENT" in the Prospectus.


     The agreements for the Government  Securities Fund, Growth and Income Fund,
Tax-Exempt  Fund and  Total  Return  Fund were  approved  by a  majority  of the
shareholders of the appropriate  Fund at the meeting of shareholders  held April
21, 1988.  The agreement for Global Income Fund was approved by the  appropriate
Fund at a  meeting  of  shareholders  held  August  31,  1995.  The term of each
agreement  is one year,  but it will  continue  in  effect  from year to year if
approved at least  annually by a vote of a majority of the Board of Directors of
the Company  (including a majority of the  directors  who are not parties to the
contract or interested  persons of any such parties) cast in person at a meeting
called for the purpose of voting on such  renewal,  or by the vote of a majority
of the outstanding  shares of a Fund. The agreements may be terminated,  without
the payment of any penalty, by any party, by the vote of the Board of Directors,
or by vote of a  majority  of the  outstanding  shares  of a Fund,  on 60  days'
written notice to the Adviser, or automatically in the event of an assignment.


     The Company has entered into an  Administration  Agreement dated October 1,
1997 with respect to all of the Funds with Van Eck Associates  Corporation  (the
"Administrator"),  pursuant to which the Administrator, subject to review by the
Company's Board of Directors,  is responsible for providing  administrative  and
accounting  functions  to  the  Funds,  including  certain  legal,   accounting,
regulatory and  compliance  services,  state  registration  services,  corporate
secretary and board of directors  administration,  tax  compliance  services and
reporting. The agreement may be terminated,  without the payment of any penalty,
by any party, by the vote of the Board of Directors, or by vote of a majority of
the  outstanding   shares  of  a  Fund,  on  60  days'  written  notice  to  the
Administrator, or automatically in the event of an assignment.

     For providing investment advisory,  management, and administrative services
to the Fund, the Adviser and the Administrator are, and until September 30, 1997
JPIAC was, entitled to receive monthly compensation based on a percentage of the
average net asset value of each Fund as described more fully under  "MANAGEMENT"
in the Prospectus.  The fees paid to the Adviser and Administrator are set forth
below:

ADVISER'S FEES


FUND                              1997              1998             1999
Government Securities Fund         $0                $0               $0
Total Return Fund                  $0                $0               $0
Tax Exempt Fund                    $0                $0               $0
Growth and Income Fund             $0                $0               $0
Global Income                      $0                $0               $0
Capital Appreciation Fund          $0                $0               $0

ADMINISTRATOR'S FEES

FUND                              1997              1998             1999
Government Securities Fund      $  65,379         $  16,297        $ 50,491
Total Return Fund               $230,030          $148,639         $187,470
Tax Exempt Fund                 $  68,675         $  12,314        $ 44,308
Growth and Income Fund          $330,029          $250,547         $317,818
Global Income Fund              $100,524          $361,208         $390,566


                                       14
<PAGE>


FEES PAID TO THE ADVISER

     An Expense Limitation  Agreement dated January 25, 1991 implemented certain
expense limits between the Company,  Chubb Life,  the Adviser,  Jefferson  Pilot
Investment Advisory Corporation (formerly Chubb Investment Advisory Corporation,
"CIAC,"  the Fund's  Investment  Adviser  until  September  30,  1997) and Chubb
Securities Corporation ("CSC," the Fund's Distributor until September 30, 1997).


     For the year ended  December 31, 1997,  the rates of net expenses  borne by
the Fund were  limited  to 1.35% of the  average  daily net assets of the Global
Income Fund,  1.25% of the average daily net assets of the Total Return Fund and
Growth  and  Income  Fund,  and 1.00% of the  average  daily  net  assets of the
Government Securities Fund and Tax-Exempt Fund. For the period, the Adviser, the
Administrator,  the Distributor and Jefferson Pilot  Securities  Corporation and
Jefferson Pilot  Investment  Advisory  Corporation,  the former  Distributor and
Administrator,  waived all or a portion  of their fees and  assumed a portion of
all other  expenses.  Pursuant to an expense  limitation  agreement  for Class A
shares,  the rate of expenses  borne by the Funds,  based on average net assets,
were as follows:  For the year ended  December 31,  1998,  the rates of expenses
borne by the Fund was limited to: Van Eck/Chubb  Global  Income Fund 1.35%,  Van
Eck/Chubb  Growth and Income Fund and the Van Eck/Chubb Total Return Fund 1.25%,
Van Eck/Chubb Government Securities Fund and Van Eck/Chubb Tax Exempt Fund 1.00%
of the average  daily net assets.  For the year ended  December  31,  1999,  Van
Eck/Chubb Global Income Fund, Van Eck/Chubb  Government  Securities Fund and Van
Eck/Chubb  Tax-Exempt  Fund,  such  limitation  was  1.35%.  For the year  ended
December 31, 1999, such limitations were 1.25% and 1.35%, respectively,  for the
Van Eck/Chubb Growth and Income Fund and Van Eck/Chubb Total Return Fund.


                                 THE DISTRIBUTOR

     Van  Eck  Securities   Corporation  (the  "Distributor"),   a  wholly-owned
subsidiary of the Administrator,  serves as distributor of the shares of each of
the Funds pursuant to a Distribution  Agreement dated October 1, 1997,  approved
by action of the Board of Directors at a meeting held on October 1, 1997.  Prior
to that date,  Chubb Securities  Corporation  ("CSC") was the distributor of the
Funds' shares.

     Under the terms of the Distribution Agreement, the Distributor will use its
best  efforts  to   distribute   the  Company's   shares  among   investors  and
broker-dealers  with which it has contracted to sell the Company's  shares.  The
shares are sold only at the public  offering  price in effect at the time of the
sale  ("Offering  Price"),  which is  determined  in the manner set forth in the
Prospectus  under  "PURCHASE OF SHARES".  The Company will receive not less than
the full net  asset  value of the  shares  of each Fund  sold,  which  amount is
determined in the manner set forth in this  Statement of Additional  Information
under  "DETERMINATION OF NET ASSET VALUE." The amount between the Offering Price
and the net asset value of each Fund may be retained  by the  Distributor  or it
may be reallowed in whole or in part to  broker-dealers  effecting  sales of the
Company's shares. See "PURCHASE OF SHARES" in the Prospectus.


     For the year ended  December 31,  1997,  CSC and the  Distributor  retained
$52,474 after reallowance to authorized persons of $410,124.  For the year ended
December 31, 1998, CSC and the Distributor retained $46,920 after reallowance to
authorized  persons of  $339,298.  For the year ended  December  31,  1999,  the
Distributor retained $111,365 after reallowances of $21,090.


     The  Company  pays the costs  and  expenses  incident  to  registering  and
qualifying its shares for sale under the Federal  securities  laws and under the
applicable  state Blue Sky laws of the  jurisdictions  in which the  Distributor
desires to distribute such shares and,  pursuant to the  Distribution  Plan, the
costs of preparing,  printing, and distributing prospectuses,  reports and other
marketing materials to prospective investors.

     The Company has adopted a plan of distribution pursuant to Rule 12b-1 under
the Act as to each Class of its shares  ("Distribution  Plans"),  which  provide
that the Company may,  directly or  indirectly,  engage in activities  primarily
intended to result in the sale of the Company's shares.


     The maximum  expenditure the Company may make under the Distribution  Plans
will be the lesser of (i) the actual expenses  incurred in distribution  related
activities  permissible under the Distribution Plans ("Rule 12b-1  activities"),
as determined by the Board of Directors of the Company,  or (ii) 0.50% per annum
of the net asset value of each Fund's shares.  Payments  under the  Distribution
Plan will be accrued daily and paid quarterly in arrears.


                                       15
<PAGE>


     The National  Association  of Securities  Dealers,  Inc.  ("NASD")  adopted
amendments to Article III, Section 26 of its Rules of Fair Practice which, among
other things,  (i) impose  certain limits on "asset based sales charges" paid to
finance  sales or sales  promotion  expenses) in order to regulate  such charges
under the maximum sales load limitations  applicable to investment companies and
(ii) treat  "service  fees";  payments  made for personal  shareholder  services
and/or maintenance of shareholder  accounts) as distinguishable from asset based
sales  charges  and,  therefore,  outside  the scope of the  maximum  sales load
limitations.  The Company's  Distribution  Plans  contemplate that activities to
both (i)  finance  the sale of Company  shares and (ii)  compensate  persons who
render shareholder support services are Rule 12b-1 activities within the meaning
of the Distribution Plans.

     In  light  of the  NASD  rule  amendments,  the  Board  of  Directors,  and
separately a majority of the  non-interested  directors,  determined it would be
appropriate  and in the best  interest of the Company  and its  shareholders  to
clearly identify that portion of the maximum  expenditure under the Distribution
Plan that should be  considered to be asset based sales charges and that portion
should be considered to be service fees.  Consequently,  it was determined  that
0.25% per annum of the average  daily net asset value of each Fund be considered
to be asset based sales  charges,  as defined by Article III,  Section 26 of the
NASD's  Rules of Fair  Practice,  and 0.25% per annum of the  average  daily net
asset value of each Fund be considered to be service fees, as defined by Article
III,  Section 26 of the NASD's Rules of Fair  Practice.  No payment of a service
fee will be made to a  securities  dealer  unless that dealer has sold shares of
the Company  that are then  outstanding  for a minimum of 12 months and that are
valued in excess of $1,000.

     The  Distribution  Plans do not  provide for any charges to the Company for
excess amounts expended by the Distributor  and, if the  Distribution  Plans are
terminated in accordance with their terms, the obligation of the Company to make
payments to the Distributor  pursuant to the Distribution  Plans will cease. The
Distribution  Plans do not provide for the  reimbursement of the Distributor for
any expenses of the Distributor attributable to the Distributor's "overhead".


     For the years ended December 31, 1999, 1998, and 1997,  $635,183,  $745,850
and $367,198 was paid by the Company to the Distributor  and/or CSC, as the case
may be, under the Class A Plan of Distribution.

     The Distribution Plan as to the Class A shares was approved on September 4,
1987 by the Board of  Directors,  and  separately  by all  directors who are not
interested persons of the Company and who have no direct or indirect interest in
the Distribution Plan or related arrangements (the "Rule 12b-1 Directors"). That
Distribution  Plan was approved by the  shareholders of each Fund at the meeting
of  shareholders  held April 21, 1988. The  Distribution  Plans will continue in
effect from year to year if approved by the votes of a majority of the Company's
Board of  Directors  and the Rule 12b-1  Directors,  cast in person at a meeting
called for the purpose of voting on such  approval.  All material  amendments to
the Distribution  Plans must be likewise  approved by the Board of Directors and
the Rule 12b-1  Directors.  The  Distribution  Plans may be terminated,  without
penalty,  at any time by vote of a majority  of the Rule 12b-1  Directors  or by
vote of a majority of the outstanding shares of the Company,  on 60 days written
notice.  The  Distribution  Plans may not be amended to increase  materially the
amount of  expenditures  under the  Distribution  Plans unless such amendment is
approved  by a vote  of  the  voting  securities  of  each  Fund.  A  Plan  will
automatically  terminate in the event of its assignment (as defined in the Act).
So long as the Plan is in effect,  the election and  nomination of Directors who
are not "interested persons" of the Company shall be committed to the discretion
of the Directors who are not "interested persons." The Directors have determined
that, in their  judgment,  there is a reasonable  likelihood that the Plans will
benefit the Funds and their  shareholders.  The Company will preserve  copies of
the Plans and any agreement or report made pursuant to Rule 12b-1 under the Act,
for a  period  of not  less  than  six  years  from the date of the Plan or such
agreement  or report,  the first two years in an easily  accessible  place.  For
additional information regarding the Plans, see the Prospectus.


                                       16
<PAGE>


VAN ECK SECURITIES CORPORATION
12B-1 ACCOUNTING-VE/CHUBB FUNDS
12 MOS. ENDED DECEMBER 31, 1999


<TABLE>
<CAPTION>
                                            Capital        Global        Gov't       Total         Tax         Growth
                                         Appreciation      Income     Securities    Return       Exempt       & Income      Total
                                             ------       -------      -------      -------      -------      -------      -------
<S>                                          <C>          <C>           <C>         <C>           <C>         <C>          <C>
TOTAL 12B-1 EXPENSE PER BOOKS                95,002       320,710       81,144      134,843       76,700      205,433      913,831
PAYMENT TO SECURITIES DEALERS                12,594        65,654       17,677       55,602       20,927      106,197      278,649
                                             ------       -------      -------      -------      -------      -------      -------

NET 12B-1 FEES                               82,409       255,056       63,467       79,241       55,773       99,237      635,183
                                             ------       -------      -------      -------      -------      -------      -------

DISTRIBUTION EXPENDITURES:
General Printing                                461           584          557          559          558        1,266        3,985
Reports                                       1,283         1,283        1,283        1,283        1,283        1,284        7,699
Dealer Fact Sheets                              796         2,181        2,147        2,181        2,148        2,802       12,255
Prospectus                                        0         5,796          801          801          801          803        9,002
Dealer postage                                  218            17           17           17           17           19          305
Marketing Support Telephone                   3,166        13,263        5,025        6,258        4,900       10,520       43,132
Marketing Dept Expenses                      65,543       211,535       80,427       99,915       78,224      152,947      688,591
Telemarketing Dept Expenses                  11,682        48,893       18,589       23,093       18,080       38,818      159,155
                                             ------       -------      -------      -------      -------      -------      -------

TOTAL EXPENDITURES                           83,148       283,552      108,847      134,107      106,011      208,459      924,124
                                             ------       -------      -------      -------      -------      -------      -------

EXCESS EXPENSES OVER
  PAYMENTS TO VESC ($)                         (740)      (28,496)     (45,379)     (54,866)     (50,238)     (109,223)    (288,941)
                                             ======       =======      =======      =======      =======      =======      =======
</TABLE>


                      PORTFOLIO TRANSACTIONS AND BROKERAGE

     Under the Investment Management  Agreement,  the Adviser has the day-to-day
responsibility for selecting  broker-dealers  through which securities are to be
purchased and sold.

     The money  market  securities  and other debt  securities  purchased by the
Government  Securities Fund and the Tax-Exempt Fund usually will be purchased on
a principal basis directly from issuers,  underwriters, or dealers. Accordingly,
no  brokerage  charges are  expected to be paid on such  transactions.  However,
purchases  from  an  underwriter  on  a  principal  basis  generally  include  a
concession  paid to the  underwriter,  and  transactions  with a dealer  usually
include the dealer's "mark-up" or "mark-down".

     Insofar as known to management,  no director or officer of the Company,  or
of the Adviser or any person  affiliated  with them has any  material  direct or
indirect  interest in any broker  employed by or on behalf of the Company except
as officers or directors of the Distributor.

     In selecting  broker-dealers  to execute  transactions with respect to each
Fund,  the Adviser is  obligated to use its best efforts to obtain for each Fund
the most favorable  overall price and execution  available,  considering all the
circumstances. Such circumstances include the price of the security, the size of
the broker-dealer's "spread" or commission, the willingness of the broker-dealer
to position the trade,  the  reliability,  financial  strength and stability and
operational  capabilities  of the  broker-dealer,  the  ability  to  effect  the
transaction  at all  where  a  large  block  is  involved,  availability  of the
broker-dealer to stand ready to execute possibly  difficult  transactions in the
future, and past experience as to qualified broker-dealers.  Such considerations
are  judgmental  and are weighed by the  Adviser in seeking  the most  favorable
overall economic result to the Company.

     Subject to the foregoing standards,  the Adviser has been authorized by the
Company's Board of Directors to allocate  brokerage to  broker-dealers  who have
provided  brokerage  and  research  services,  as such  services  are defined in
Section  28(e)  of  the  Securities  Exchange  Act of  1934.  Pursuant  to  that
authorization,  the  Adviser  may cause  each Fund to pay any  broker-  dealer a
commission in excess of the amount another  broker-dealer would have charged for
effecting the same transaction if the Adviser determines in good faith that such
amount of  commission is reasonable in relation to the value of the brokerage an
research services provided by such

                                       17
<PAGE>


broker-dealer  to the  Adviser,  viewed  in  terms  of  either  that  particular
transaction  or the  Adviser's  overall  responsibilities  with  respect  to the
Company and other accounts as to which it exercises investment discretion.  Such
brokerage and research  services may include,  among other things,  analyses and
reports concerning issuers, industries, securities, economic factors and trends,
and strategies for the Funds.  Such research services may be used by the Adviser
in  connection  with any other  advisory  accounts  managed  by it.  Conversely,
research  services to any other advisory  accounts may be used by the Adviser in
managing the investments of the Company.


     During the year ended  December 31, 1999,  1998 and 1997,  the Fund paid no
commissions to an affiliated  broker/dealer  and no commissions  were contingent
upon the sale of Fund shares.  As of December  31,  1999,  the Growth and Income
Fund and Total  Return  Fund held  16,100  and 9,000  shares,  respectively,  of
Merrill Lynch through their regular brokers.


     The Adviser  will use its best efforts to recapture  all  available  tender
offer  solicitation  fees and similar payments in connection with tenders of the
securities  of the  Company and to advise the Company of any fees or payments of
whatever  type which it may be possible to obtain for the  Company's  benefit in
connection with the purchase or sale of the Company's securities.

     The  Adviser and its  affiliates  may  provide  investment  advice to other
clients, including, but not limited to, mutual funds, individuals, pension funds
and institutional  investors. In addition,  persons employed by the Adviser, who
are  also  investment  personnel  of  Chubb & Son,  an  affiliate  of The  Chubb
Corporation,   currently  provide  investment  advice  to  and  supervision  and
monitoring  of  investment   portfolios  for  The  Chubb   Corporation  and  its
affiliates,  including general accounts of the insurance affiliates of The Chubb
Corporation.  In addition,  certain investment personnel employed by the Adviser
currently  provide  advice  to  other  investment  portfolios  of  entities  not
affiliated  with The Chubb  Corporation  or its  affiliates in their capacity as
officers or directors of certain registered  investment  advisers not related to
the Adviser. Some of these investment  portfolios,  as well as the portfolios of
other clients, may have investment objectives and investment programs similar to
the Funds.  Accordingly,  occasions  may arise when the Adviser  and  investment
personnel of Chubb & Son, may select  securities  for purchase or sale by a Fund
that are also  held by other  advisory  accounts,  or that are  currently  being
purchased or sold for other advisory accounts. It is the practice of the Adviser
and its investment  personnel,  its affiliates,  and the investment personnel of
Chubb & Son, Inc. to allocate such purchases or sales insofar as feasible, among
their advisory clients in a manner they deem equitable.  It is the policy of the
Adviser, its affiliates and the investment personnel of Chubb & Son not to favor
any one account over the other.

     On those occasions when such  simultaneous  investment  decisions are made,
the Adviser,  its affiliates,  and the investment personnel of Chubb & Son, will
allocate  purchase and sale  transactions  in an equitable  manner  according to
written procedures  approved by the Company's Board of Directors.  Specifically,
such  written  procedures   provide  that,  in  allocating   purchase  and  sale
transactions  made on a combined basis,  the Adviser,  its  affiliates,  and the
investment  personnel of Chubb & Son, will seek to achieve the same average unit
price of  securities  for each  advisory  account and will seek to allocate,  as
nearly as practicable,  such  transactions on a pro-rata basis  substantially in
proportion  to the  amounts  ordered to be  purchased  or sold by each  advisory
account.  Such  procedures  may, in certain  instances,  either  advantageous or
disadvantageous  to the Funds. While it is conceivable that in certain instances
this procedure could adversely  affect the price or number of shares involved in
the  Company's  transaction,   it  is  believed  that  the  procedure  generally
contributes to better overall execution of the Company's portfolio transactions.



                                       18
<PAGE>


                             DIRECTORS AND OFFICERS


The directors and officers of the Company,  their  addresses,  their ages, their
positions with the Company,  and their  principal  occupations for the past five
years are set forth below:
- --------------------------------------------------------------------------------
John C. van Eck@* (84)   Chairman of the Board   Chairman of the Board and
575 Park Avenue          and Director            President of other Investment
New York, NY                                     Companies advised by the
                                                 Administrator, Chairman, Van
                                                 Eck Associates Corporation
                                                 (investment adviser) and Van
                                                 Eck Securities Corporation
                                                 (broker-dealer); Director,
                                                 Eclipse Financial Assets Trust
                                                 (Mutual Fund), Former President
                                                 of the Adviser and its
                                                 affiliated companies, Former
                                                 director of Abex Inc.
                                                 (aerospace)
- --------------------------------------------------------------------------------
Michael  O'Reilly@* (56) President and Director  Executive Vice President and
                                                 Chief Investment Officer Road
                                                 of The Chubb Corporation;
                                                 Director, President and Chief
                                                 Operating Officer of the
                                                 Adviser.
- --------------------------------------------------------------------------------
Jeremy H. Biggs#@ (64)   Director                Trustee of other investment
1220 Park Avenue                                 companies advised by the
New York, NY 10128                               Administrator, Vice Chairman,
                                                 Director, and Chief Investment
                                                 Officer of Fiduciary Trust
                                                 Company International
                                                 (investment manager), parent
                                                 company of Fiduciary
                                                 International, Inc., Chairman
                                                 of the Davis Funds Group
                                                 (mutual funds management
                                                 company) Treasurer and Director
                                                 of Royal Oak Foundation (the UK
                                                 National Trust); Director and
                                                 former Chairman of the Union
                                                 Settlement Association (the
                                                 community service
                                                 organization); First Vice
                                                 President, Trustee and Chairman
                                                 of Finance Committee of the St.
                                                 James School, St. James
                                                 Maryland.
- --------------------------------------------------------------------------------
Wesley G. McCain*#+ (57)  Director               Trustee of other investment
470 Park Avenue South                            companies advised by the
New York, New York                               Administrator; Chairman and
                                                 Owner, Townley Capital
                                                 Management, Inc.; Chairman,
                                                 Eclipse Funds; Chairman and
                                                 Owner, Eclipse Financial
                                                 Services Inc.; President,
                                                 Millbrook Associates Inc.;
                                                 General Partner, Pharaoh
                                                 Partners, L.P.; Principal,
                                                 Pharaoh Partners, (Cayman) LDC;
                                                 Trustee, Libre Group Trust;
                                                 Director, Libre Investments
                                                 (Cayman) Ltd.
- --------------------------------------------------------------------------------
David J. Olderman#+ (64)  Director               Trustee of other investment
40 East 52nd Street                              companies advised by the
New York, New York                               Administrator; Chairman of the
                                                 Board, Chief Executive Officer
                                                 and Owner, Carret & Company,
                                                 Inc.; Chairman of the Board,
                                                 American Copy Company
                                                 (1991-present); Chairman of the
                                                 Board, Brighton Partners Inc.
- --------------------------------------------------------------------------------
Bruce J. Smith (45)      Vice President          Officer of other investment
99 Park Avenue           and Treasurer           companies advised by the
New York, New York                               Administrator; Chief Financial
                                                 Officer, Senior Vice President
                                                 of Van Eck Associates
                                                 Corporation.
- --------------------------------------------------------------------------------
Thomas H. Elwood (52)    Vice President          Officer of other investment
99 Park Avenue           and Secretary           companies advised by the
New York, New York                               Administrator; Vice President,
                                                 Secretary and General Counsel
                                                 of Van Eck Associates
                                                 Corporation and Van Eck
                                                 Securities; former Assistant
                                                 Counsel Jefferson Pilot
                                                 Financial Insurance Company and
                                                 officer of other investment
                                                 companies advised by Jefferson
                                                 Pilot Financial Insurance and
                                                 its affiliates.
- --------------------------------------------------------------------------------


                                       19
<PAGE>



Joseph P. DiMaggio (43)  Controller              Officer of other investment
99 Park Avenue                                   companies advised by the
New York, New York                               Administrator; Managing
                                                 Director of Portfolio
                                                 Administration of Van Eck
                                                 Associates Corporation.
- --------------------------------------------------------------------------------
Susan C. Lashley (45)    Vice  President         Officer of other investment
99 Park Avenue                                   companies advised by the
New York, New York                               Administrator; Managing
                                                 Director, Mutual Fund
                                                 Operations of Van Eck
                                                 Securities Corporation.
- --------------------------------------------------------------------------------
Dina C. Lee (29)         Assistant Secretary     Assistant Secretary of other
99 Park Avenue                                   investment companies advised or
New York, New York                               administered by the Adviser;
                                                 Staff Attorney of Van Eck
                                                 Associates Corporation and Van
                                                 Eck Securities Corporation.
- --------------------------------------------------------------------------------
Alex W. Bogaenko (36)    Assistant Controller    Assistant Controller of other
99 Park Avenue                                   investment companies advised or
New York, New York                               administered by the Adviser;
                                                 Director of Portfolio
                                                 Administration of Van Eck
                                                 Associates Corporation.
- --------------------------------------------------------------------------------


- ----------

@  An "interested person" as defined in the Act.

*  Member of Executive Committee--exercises general powers of Board of Directors
   between meetings of the Board.

#  Member of the Nominating Committee.

+  Member of the Audit Committee--reviews fees, services, procedures,
   conclusions and recommendations of independent auditors.

The Company pays no salaries or compensation to any of its officers, all of whom
are officers or employees of the Adviser or the Administrator.  The Company pays
to each director who is not affiliated with the Adviser or the  Administrator or
their affiliates an annual  director's  retainer of $2,000 and a payment of $750
plus expenses per Board and Committee meeting attended.

                                       20
<PAGE>



                             1999 COMPENSATION TABLE


                                                              TOTAL COMPENSATION
NAME OF                AGGREGATE      PENSION OR RETIREMENT   FROM FUND AND FUND
PERSON                 COMPENSATION   BENEFITS ACCRUED AS     COMPLEX(A) PAID
POSITION               FROM FUND      PART OF FUND EXPENSES   TO DIRECTORS
- -------                ------------   ---------------------   ------------------


John C. van Eck        $0             $0                      $0
Chairman


Michael O'Reilly       $0             $0                      $0
Director


Jeremy Biggs           $6,500         $6,500                  $42,500
Director

Wesley McCain          $6,500         $6,500                  $42,500
Director

David Olderman         $6,500         $6,500                  $33,500
Director


- ----------

(a)  The term "fund complex" refers to the funds of the Company, and of Van Eck
     Funds and Van Eck Worldwide Insurance Trust, which are managed by the
     Administrator. The directors are paid a fee for their services to the
     Company. No other compensation, including pension or other retirement
     benefits, is paid to the directors by the fund complex.

     As of February 16, 1999,  the directors  and officers of the Company,  as a
group, owned less than 1% of the outstanding shares of the Company and less than
1% of any of the Funds individually.

     As of February  16, 1999,  the  following  persons  owned 5% or more of the
shares of the Fund(s) indicated below:


Global Income Fund-Class A                  Growth & Income Fund-Class A
- --------------------------                  ----------------------------
Federal Insurance Company       50.51%      Federal Insurance Company     27.29%
Attn: Michael O'Reilly                      Attn: Michael O'Reilly
15 Mountain View Road                       15 Mountain View Road
Warren, NJ 07059                            Warren, NJ 07059

                                            Tax-Exempt Fund-Class A
Chubb Corporation                9.00%      -----------------------
Attn Investment Department                  Federal Insurance Company     68.20%
15 Mountain View Road                       Attn: Michael O'Reilly
Warren, NJ 07059                            15 Mountain View Road
                                            Warren, NJ 07059
Vigilant Insurance Company       5.62%
Attn Investment Department
c/o Chubb and Son Inc.
15 Mountain View Road
Warren, NJ 07059

Government Securities Fund-Class A          Total Return Fund-Class A
- ----------------------------------          ----------------------


Federal Insurance Company       68.64%      Federal Insurance Company     39.23%
Attn: Michael O'Reilly                      Attn: Michael O'Reilly
15 Mountain View Road                       15 Mountain View Road
Warren, NJ 07059                            Warren, NJ 07059


The Chubb Corporation            7.96%
Attn: Michael O'Reilly
100 William Street
New York, New York 10038


                                       21
<PAGE>


                               PURCHASE OF SHARES

GROUP PURCHASES

     An individual who is a member of a qualified  group may purchase  shares of
the Funds at the reduced  commission  applicable  to the group taken as a whole.
The commission is based upon the aggregate dollar value, at the current offering
price,  of  shares  owned by the  group,  plus the  securities  currently  being
purchased.  For example,  if members of the group held  $80,000,  calculated  at
current  offering price, of Global Income Fund-A's shares and now were investing
$25,000,  the sales charge would be 3.75%.  Information  concerning  the current
sales  charge   applicable  to  a  group  may  be  obtained  by  contacting  the
Distributor.

     A "qualified  group" is one which (i) has been in  existence  for more than
six  months,  (ii) has a  purpose  other  than  acquiring  a Fund's  shares at a
discount and (iii) satisfies  uniform  criteria which enables the Distributor to
realize economies of scale in its cost of distributing shares. A qualified group
must have more than 10 members,  must be available to arrange for group meetings
between  representatives  of the Distributor and the members of the group,  must
agree  to  include  sales  and  other  materials  related  to the  Funds  in its
publications  and mailings to members at reduced or no cost to the  Distributor,
and must seek to arrange the use of Automatic Investment Plan.


COMBINED PURCHASES

     Shares of funds in the Van Eck Global  Group of Funds  (except  the Van Eck
U.S.  Government  Money Fund  series of Van Eck Funds) may be  purchased  at the
initial series charged  applicable to the quantity  purchased levels shown above
by combining concurrent purchases.


LETTER OF INTENT

     Purchasers  who  anticipate  that  they will  invest  (other  than  through
exchanges)  $100,000  or more in one or more of the funds in the Van Eck  Global
Group of Funds (except the Van Eck. U.S.  Government Money fund) within thirteen
months  may  execute  a Letter of  Intent  on the form in the  Application.  the
execution  of a Letter of Intent  will  result in the  purchaser  paying a lower
initial sales charge, at the appropriate quantity purchase level shown above, on
all purchases  during a thirteen month period.  A purchase not  originally  made
pursuant  to a Letter of Intent  may be  included  under a  backdated  Letter of
Intent executed within 90 days after such purchase.


RIGHT OF ACCUMULATION

     The above scale of initial  sales  charges  also  applies to an  investor's
current  purchase  of shares of any of the funds in the Van Eck Global  Group of
Funds (except the Van Eck U.S.  Government Money Fund) where the aggregate value
of those shares plus shares of the funds  previously  purchased and still owned,
determined at the current  offering price,  is more than $100,000,  provided the
Distributor  of DST is notified by the investor or the Broker or Agent each time
a purchase is made which would so qualify.


AVAILABILITY OF DISCOUNTS

     An investor or the Broker or Agent must  notify DST or the  Distributor  at
the time or purchase  whenever a quantity  discount or reduced  sales  charge is
applicable to a purchase.  Quantity discounts described above may be modified or
terminated at any time without prior notice.

                               VALUATION OF SHARES

     The net asset  value of the shares of each Fund of the  Company is normally
determined immediately as of the close of trading on the New York Stock Exchange
(usually  4:00 p.m.  New York Time) on each day during  which the New York Stock
Exchange  is open for  trading  and at such other  times when both the degree of
trading in a Fund's portfolio  securities would materially  affect the net asset
value of that Fund's shares and shares of that Fund were tendered for redemption
or a repurchase  order was  received.  The New York Stock  Exchange is open from
Monday through Friday except on the following national holidays: New

                                       22
<PAGE>


Years Day,  Martin  Luther King Jr.'s  Birthday,  President's  Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.

     Dividends  paid by the Fund with respect to Class A and Class B shares will
be calculated in the same manner,  at the same time and on the same day and will
be in the same amount,  except that the higher distribution services fee and any
incremental  transfer  agency  costs  relating  to Class B shares  will be borne
exclusively  by that Class.  The directors  have  determined  that  currently no
conflict  of  interest  exists  between  the Class A and  Class B shares.  On an
ongoing basis, the Board of Directors,  pursuant to their fiduciary duties under
the Act and state laws, will seek to ensure that no such conflict arises.

     Class A shares of the Funds are sold at the public  offering price which is
determined once each day the Funds are open for business, which is the net asset
value per share plus a sales charge in accordance with the schedule set forth in
the Prospectus. Class B shares are sold with a contingent deferred sales charge.


     Portfolio  securities which are traded on national securities exchanges are
valued at the last quoted sale price as of the close of business of the New York
Stock Exchange or, lacking any quoted sales, at the mean between the closing bid
and asked prices.


     Securities  traded in the  over-the-counter  market  as part of the  NASDAQ
National Market system are valued at the last quoted sale price (at the close of
the New York Stock Exchange)  obtained from a readily available market quotation
system or securities  pricing  services.  If no sale took place, such securities
are valued at the mean between the bid and asked prices.

     Long-term  U.S.  Treasury   securities  and  other  obligations  issued  or
guaranteed by the United States  Government,  its agencies or  instrumentalities
are valued at representative quoted prices from bond pricing services.

     Long-term  publicly  traded  corporate  bonds are valued at prices obtained
from a bond pricing service when such prices are available or, when appropriate,
from  over-the-counter  exchange  quotations or from  broker-dealers  who make a
market in that security.

     Foreign  securities   denominated  in  foreign  currencies  are  valued  at
representative  quoted prices on the principal exchange of the country of origin
and are converted to United States dollar  equivalents  using that day's current
exchange rate (New York closing spot). Occasionally, events affecting the values
of such  securities may occur between the times at which they are determined and
the close of the New York Stock  Exchange,  which events may not be reflected in
the  computation  of a  Portfolio's  net asset value.  If,  during such periods,
events occur which materially affect the value of the securities of a Portfolio,
and during such periods  either shares are tendered for redemption or a purchase
or sale order is received by the Company, such securities will be valued at fair
value as determined in good faith by the Board.

     All non-U.S.  securities traded in the  over-the-counter  securities market
are valued at the last sale quote, if market quotations are available, or at the
mean between the closing bid and asked prices,  if there is no active trading in
a particular  security for a given day. Where market  quotations are not readily
available for such non-U.S.  over-the-counter  securities,  then such securities
will be valued in good  faith by a method  that the Board of  Directors,  or its
delegates, believes accurately reflects fair value.

     Options and  convertible  preferred  stocks  listed on national  securities
exchanges are valued as of their last sale price or, if there is no sale, at the
mean between the closing bid and asked prices.

     Futures contracts are valued as of their last sale price or, if there is no
sale, at the mean between the closing bid and asked prices.

     Securities and assets for which market quotations are not readily available
are valued at fair value as  determined  in good faith by the Board of Directors
of the Company using its best judgment.

                               EXCHANGE PRIVILEGE


     Class A  shareholders  of the Funds may exchange their shares for shares of
the same class of other of the funds in the Van Eck Global  Group of Funds.  The
Exchange  Privilege  will not be available if the proceeds  from a redemption of
shares of a fund whose shares qualify are paid directly to the shareholder.  The
Exchange Privilege is not available for shares which are not on deposit with DST
or  Investors  Fiduciary  Trust  Company  ("IFTC"),  or shares which are held in
escrow pursuant to a Letter of Intent. If


                                       23
<PAGE>


certificates  representing  shares  of the Fund  accompany  a  written  exchange
request,   such  shares  will  be  deposited  into  an  account  with  the  same
registration as the certificates upon receipt by DST.

     The Fund  reserves the right to (i) charge a fee of not more than $5.00 per
exchange  payable to the Fund or charge a fee  reasonably  intended to cover the
costs  incurred in connection  with the exchange;  (ii) establish a limit on the
number and amount of exchanges made pursuant to the Exchange Privilege and (iii)
terminate the Exchange  Privilege  without written notice.  In the event of such
termination,  shareholders  who  have  acquired  their  shares  pursuant  to the
Exchange  Privilege will be afforded the opportunity to re-exchange  such shares
for shares of the fund originally  purchased without sales charge,  for a period
of not less than three (3) months.

     By exercising  the Exchange  Privilege  each  shareholder  whose shares are
subject to the Exchange Privilege will be deemed to have agreed to indemnify and
hold  harmless  the  Trust  and each of its  funds,  their  investment  adviser,
sub-investment  adviser  (if any),  distributor,  transfer  agent,  IFTC and the
officers, directors, employees and agents thereof against any liability, damage,
claim or loss,  including  reasonable costs and attorneys' fees,  resulting from
acceptance  of, or acting or failure to act upon, or acceptance of  unauthorized
instructions or non-authentic  telephone  instructions given in connection with,
the Exchange Privilege, so long as reasonable procedures are employed to confirm
the authenticity of such  communications.  (For more information on the Exchange
Privilege, see the Prospectus).

                         TAX-SHELTERED RETIREMENT PLANS


     The Company offers several prototype tax-sheltered retirement plans through
which shares of the Funds may be purchased. These plans are more fully described
below.  State Street Bank,  P.O. Box 418407,  Kansas City,  Missouri acts as the
trustee and/or  custodian (the "Trustee")  under the retirement plans offered by
the Trust. Persons who wish to establish a tax-sheltered  retirement plan should
consult their own tax advisors or attorneys regarding their eligibility to do so
and the laws applicable thereto, such as the fiduciary responsibility provisions
and  diversification  requirements and the reporting and disclosure  obligations
under the Employee  Retirement  Income  Security Act of 1974. The Company is not
responsible for compliance  with such laws.  Further  information  regarding the
retirement plans, including applications and fee schedules, may be obtained upon
request to the Fund.


     INDIVIDUAL  RETIREMENT ACCOUNT AND SPOUSAL INDIVIDUAL  RETIREMENT  ACCOUNT.
The IRA is available to all individuals,  including  self-employed  individuals,
who receive  compensation for services rendered and wish to purchase shares of a
Fund.  An IRA may also be  established  pursuant  to a SEP.  Spousal  Individual
Retirement  Accounts  ("SPIRA") are available to  individuals  who are otherwise
eligible to establish  an IRA for  themselves  and whose  spouses are treated as
having no compensation of their own.

     In general, the maximum deductible contribution to an IRA which may be made
for any one year is $2,000 or 100% of annual  compensation  includible  in gross
income, whichever is less. If an individual establishes a SPIRA, after tax years
ending on December 31, 1996, the maximum  deductible  amount that the individual
may  contribute  annually  is the  lesser of $4000 or 100% of such  individual's
compensation  includible  in  his/her  gross  income  for such  year;  provided,
however,  that no more  than  $2,000  per  year  for  either  individual  may be
contributed to either the IRA or SPIRA. Contributions to a SEP are excluded from
an employee's gross income and are subject to different limitations.

     In the case of a taxpayer who is deemed to be an active  participant  in an
employer-sponsored  retirement plan, no deduction is available for contributions
to an IRA or SPIRA if his or her  adjusted  gross income  exceeds the  following
levels:  $35,000 for a single taxpayer,  $50,000 for married  taxpayers who file
joint returns,  and $10,000 for married taxpayers who file separate tax returns.
(Married  taxpayers  who file joint tax returns  will  generally be deemed to be
active  participants  if  either  spouse  is  an  active  participant  under  an
employer-sponsored  retirement  plan.) All  taxpayers,  including  those who are
active participants in employer-sponsored retirement plans, will be able to make
fully deductible IRA  contributions at the same levels discussed above, if their
adjusted  gross  income is less than the  following  levels:  $25,000 for single
taxpayers and $40,000 for married taxpayers who file joint returns.

     In the case of taxpayers who are active participants in  employer-sponsored
retirement  plans  and who  have  adjusted  gross  income  which  exceeds  these
specified levels,  deductible IRA contributions  will be phased out on the basis
of adjusted  gross  income  between  $25,000  and $35,000 for single  taxpayers,
adjusted  gross  income of  $10,000  and under for  married  taxpayers  who file
separate returns, and combined adjusted gross income between $40,000 and $50,000
for married taxpayers who file joint returns. The $2,000

                                       24
<PAGE>


IRA  deduction  is reduced by $200 for each $1,000 of adjusted  gross  income in
excess of the  following  levels:  $25,000  for single  taxpayers,  $40,000  for
married taxpayers who file joint returns,  and $0 for married taxpayers who file
separate  returns.  In the case of a taxpayer  who  contributes  to an IRA and a
SPIRA,  the $4000 IRA  deduction  is reduced by $400 for each $1,000 of adjusted
gross income in excess of $40,000.

     Individuals who are ineligible to make fully deductible  contributions  may
make  nondeductible  contributions  up to an  aggregate of $2,000 in the case of
contributions (deductible and nondeductible) to an IRA and up to an aggregate of
$4,000 in the case of contributions (deductible and nondeductible) to an IRA and
SPIRA and the income upon all such  contributions will accumulate tax free until
distribution.

     In  addition,   a  separate  IRA  may  be   established   by  a  "rollover"
contribution,  which may permit the tax-free  transfer of assets from  qualified
retirement  plans  under  specified  circumstances.  A  "rollover  contribution"
includes a lump sum distribution received by an individual, because of severance
of  employment,  from a qualified  plan and paid into an  individual  retirement
account within 60 days after receipt.

     Dividends and capital gains earned on amounts  invested in either an IRA or
SPIRA are  automatically  reinvested  by the  Trustee  in shares of the Fund and
accumulate  tax-free  until  distribution.  Distributions  from either an IRA or
SPIRA prior to age 59-1/2,  unless made as a result of disability or death,  may
result in adverse  tax  consequences  and  penalties.  In  addition,  there is a
penalty  on  contributions  in  excess  of the  contribution  limits  and  other
penalties are imposed on insufficient payouts after age 70-1/2.

     SIMPLIFIED  EMPLOYEE  PENSION  PLAN.  A SEP may be utilized by employers to
provide  retirement income to employees by making  contributions to employee SEP
IRAs. Owners and partners may qualify as employees.  The employee is always 100%
vested in contributions made under a SEP. The maximum  contribution to a SEP-IRA
(an IRA  established to receive SEP  contributions)  is the lesser of $30,000 or
15% of compensation, excluding contributions made pursuant to a salary reduction
arrangement.   Subject  to  certain  limitations,  an  employer  may  also  make
contributions  to a SEP-IRA under a salary  reduction  arrangement  by which the
employee  elects   contributions   to  a  SEP-IRA  in  lieu  of  immediate  cash
compensation.  After December 31, 1996,  contributions  under a salary reduction
arrangement are permitted only into SEP plans in existence on December 31, 1996.

     Contributions  by  employers  under  a SEP  arrangement  up to the  maximum
permissible   amounts  are   deductible   for  federal   income  tax   purposes.
Contributions  up to the maximum  permissible  amounts are not includible in the
gross income of the employee. Dividends and capital gains on amounts invested in
SEP-IRAs  are  automatically  reinvested  by the Trustee in shares of the mutual
fund  that  paid  such  amounts  and  accumulate  tax-free  until  distribution.
Contributions in excess of the maximum  permissible  amounts may be withdrawn by
the  employee  from the  SEP-IRA  no later than  April 15 of the  calendar  year
following the year in which the contribution is made without tax penalties. Such
amounts will, however,  be included in the employee's gross income.  Withdrawals
of such amounts after April 15 of the year next  following the year in which the
excess  contributions  is made and withdrawals of any other amounts prior to age
59 1/2,  unless made as a result of disability  or death,  may result in adverse
tax consequences.

     QUALIFIED  PENSION  PLANS.  The  Qualified  Pension Plan can be utilized by
self-employed  individuals,  partnerships  and  corporations  (for this  purpose
called  "Employers") and their employees who wish to purchase shares of the Fund
under a retirement program.

     The maximum  contribution  which may be made to a Qualified Pension Plan in
any one year on behalf of a  participant  is,  depending on the benefit  formula
selected  by  the  Employer,  up to the  lesser  of  $30,000  or 25  percent  of
compensation  (net  earned  income in the case of a  self-employed  individual).
Contributions  by  Employers  to  Qualified  Pension  Plans  up to  the  maximum
permissible   amounts  are   deductible   for  federal   income  tax   purposes.
Contributions  in excess of  permissible  amounts  will  result in  adverse  tax
consequences  and penalties to the Employer.  Dividends and capital gains earned
on amounts invested in Qualified Pension Plans are  automatically  reinvested by
the Trustee in shares of the Fund and accumulate  tax-free  until  distribution.
Withdrawals  of  contributions  prior to age 59-1/2,  unless made as a result of
disability,  death or early  retirement,  may result in adverse tax consequences
and penalties.

     403(b)(7) PROGRAM.  The Tax-Deferred  Annuity Program and Custodial Account
offered by the Fund (the "403(b)(7)  Program")  allows  employees of certain tax
exempt  organizations  and schools to have a portion of their  compensation  set
aside  for  their  retirement  years in  shares  held in an  investment  company
custodial account.

                                       25
<PAGE>


     In general,  the maximum limit on annual contributions for each employee is
the  lesser  of  $30,000  per year (as  adjusted  by the IRS for  cost-of-living
increases),  25% of the  employee's  compensation  or the  employee's  exclusion
allowance specified in Section 403(b) of the Code. However, an employee's salary
reduction  contributions to a 403(b)(7) Program may not exceed $9,500 a year (as
adjusted for cost of living  expenses).  Contributions  in excess of permissible
amounts may result in adverse tax  consequences  and  penalties.  Dividends  and
capital  gains on amounts  invested in the 403(b)(7)  Program are  automatically
reinvested  in shares of the Funds.  It is intended  that  dividends and capital
gains on amounts  invested in the  403(b)(7)  Program will  accumulate  tax-free
until distribution.

     Employees  will  receive   distributions  from  their  accounts  under  the
403(b)(7) Program  following  termination of employment by retirement or at such
other  time  as the  employer  shall  designate,  but in no case  later  than an
employee's  reaching age 65.  Withdrawals of contributions  prior to age 59-1/2,
unless made as a result of disability,  death or early retirement, may result in
adverse  tax   consequences   and   penalties.   Employees   will  also  receive
distributions  from their accounts under the 403(b)(7) Program in the event they
become disabled.

                                       26
<PAGE>


                               INVESTMENT PROGRAMS

     DIVIDEND  REINVESTMENT  PLAN.  Reinvestments of dividends of the Funds will
occur on a date selected by the Board of Directors.

     AUTOMATIC  EXCHANGE PLAN.  Investors may arrange under the Exchange Plan to
have DST collect a specified  amount once a month or quarter from the investor's
account in one of the funds and purchase full and  fractional  shares of another
fund at the public  offering  price next computed after receipt of the proceeds.
Further  details of the  Automatic  Exchange  Plan are given in the  application
which is available from DST or the Funds. This does not apply to Class B shares.

     An investor should realize that the Funds' securities are subject to market
fluctuations,  and  accordingly  the  Automatic  Exchange Plan does not assure a
profit or protect  against  depreciation  in declining  markets.  The  Automatic
Exchange  Plan  contemplates  the  systematic  purchase of securities at regular
intervals regardless of price levels.

     The expenses of the  Automatic  Exchange  Plan are general  expenses of the
Funds and will not involve any direct charge to the  participating  shareholder.
The Automatic  Exchange  Plan is  completely  voluntary and may be terminated on
fifteen days notice to DST.

     AUTOMATIC  INVESTMENT  PLAN.  Investors  may  arrange  under the  Automatic
Investment  Plan to have DST collect a specified  amount once a month or quarter
from the investor's  checking account and purchase full and fractional shares of
the Funds at the  public  offering  price  next  computed  after  receipt of the
proceeds.  Further  details of the  Automatic  Investment  Plan are given in the
application which is available from DST or the Fund.

     An investor should realize that the Funds' securities are subject to market
fluctuations,  and accordingly  the Automatic  Investment Plan does not assure a
profit or protect  against  depreciation  in declining  markets.  The  Automatic
Investment Plan  contemplates  the systematic  purchase of securities at regular
intervals regardless of price levels.

     The expenses of the Automatic  Investment Plan are general  expenses of the
Funds and will not involve any direct charge to the  participating  shareholder.
The Automatic Investment Plan is completely voluntary.  The Automatic Investment
Plan may be terminated on thirty days notice to DST.

     AUTOMATIC  WITHDRAWAL  PLAN. The Automatic  Withdrawal  Plan is designed to
provide a convenient  method of receiving fixed  redemption  proceeds at regular
intervals  from shares of the Funds  deposited by the investor  under this Plan.
This Plan is not  available  to Class B  shareholders.  Further  details  of the
Automatic  Withdrawal Plan are given in the application  which is available from
DST or the Funds.

     In order to open an Automatic  Withdrawal  Plan, the investor must complete
the  Application and deposit,  or purchase for deposit,  with DST, agent for the
Automatic Withdrawal Plan, shares of Funds having a total value of not less than
$10,000 based on the offering price on the date the Application is accepted.

     Income  dividends  and  capital  gains  distributions  on  shares  under an
Automatic   Withdrawal  Plan  will  be  credited  to  the  investor's  Automatic
Withdrawal Plan account in full and fractional  shares at the net asset value in
effect on the reinvestment date.

     Periodic checks for a specified amount will be sent to the investor, or any
person designated by the investor,  monthly or quarterly  (January,  April, July
and  October).  The Funds  will  bear the cost of  administering  the  Automatic
Withdrawal Plan.

     Redemption of shares of the Funds deposited under the Automatic  Withdrawal
Plan may deplete or possibly use up the initial investment plus income dividends
and distributions reinvested,  particularly in the event of a market decline. In
addition,  the amounts received by an investor cannot be considered as an actual
yield or income on the investment since part of such payments may be a return of
capital.  The redemption of shares under the Automatic  Withdrawal Plan may give
rise to a taxable event.

     The maintenance of an Automatic Withdrawal Plan concurrently with purchases
of additional shares of the Funds would be disadvantageous  because of the sales
charge  payable  with  respect to such  purchases.  An investor  may not have an
Automatic  Withdrawal  Plan in  effect  and at the same  time  have in effect an
Automatic Investment Plan or an Automatic Exchange Plan. If

                                       27
<PAGE>


an investor has an Automatic Investment Plan or an Automatic Exchange Plan, such
service must be terminated before an Automatic Withdrawal Plan may take effect.

     The Automatic Withdrawal Plan may be terminated at any time (1) on 30 days'
notice  to DST  or  from  DST  to  the  investor,  (2)  upon  receipt  by DST of
appropriate  evidence of the  investor's  death or (3) when all shares under the
Automatic Withdrawal Plan have been redeemed. Upon termination, unless otherwise
requested,  certificates  representing  remaining  full shares,  if any, will be
delivered to the investor or his or her duly appointed legal representatives.

                                      TAXES

TAXATION OF THE FUND--IN GENERAL

     Each of the Funds  intends to  continue to continue to qualify and elect to
be  treated  each  taxable  year  as  a  "regulated  investment  company"  under
Subchapter M of the Code. To so qualify, each Fund must, among other things, (a)
derive at least 90% of its gross income from dividends,  interest, payments with
respect to securities loans,  gains from the sale or other disposition of stock,
securities or foreign currencies, or other income (including gains from options,
futures or forward  contracts) derived with respect to its business of investing
in such stock, securities or currencies; and (b) satisfy certain diversification
requirements.

     As a regulated  investment  company,  a Fund will not be subject to federal
income tax on its net  investment  income and capital  gain net income  (capital
gains in excess of its capital losses) that it distributes to shareholders if at
least 90% of its net  investment  income and  short-term  capital  gains for the
taxable year are distributed.  However,  if for any taxable year a Fund does not
satisfy the  requirements of Subchapter M of the Code, all of its taxable income
will be subject to tax at regular  corporate  rates  without any  deduction  for
distribution  to  shareholders,  and  such  distributions  will  be  taxable  to
shareholders  as  ordinary  income  to the  extent  of  the  Fund's  current  or
accumulated earnings or profits.

     Each Fund will be liable for a  nondeductible  4% excise tax on amounts not
distributed  on a timely basis in accordance  with a calendar year  distribution
requirement.  To avoid  the  tax,  during  each  calendar  year  the  Fund  must
distribute,  or be deemed to have distributed,  (i) at least 98% of its ordinary
income (not taking into  account any capital  gains or losses) for the  calendar
year,  (ii) at least 98% of its capital  gains in excess of its  capital  losses
(adjusted  for certain  ordinary  losses) for the twelve month period  ending on
October  31 (or  December  31, if the Fund so  elects),  and (iii) all  ordinary
income and capital  gains for previous  years that were not  distributed  during
such years.  For this  purpose,  any income or gain retained by the Fund that is
subject  to  corporate  tax  will be  considered  to have  been  distributed  by
year-end.  The Funds intend to make  sufficient  distributions  to avoid this 4%
excise tax.


TAXATION OF THE FUNDS' INVESTMENTS

     ORIGINAL ISSUE DISCOUNT.  For federal income tax purposes,  debt securities
purchased  by the Funds may be treated  as having an  original  issue  discount.
Original issue discount  represents interest for federal income tax purposes and
can  generally  be  defined  as the  excess of the  stated  redemption  price at
maturity of a debt obligation  over the issue price.  Original issue discount is
treated for federal  income tax purposes as income earned by the Funds,  whether
or not any  income  is  actually  received,  and  therefore  is  subject  to the
distribution  requirements of the Code. Generally,  the amount of original issue
discount  included  in the  income of the Funds each year is  determined  on the
basis of a constant yield to maturity  which takes into account the  compounding
of accrued interest.

     Debt  securities  may be purchased by the Funds at a discount which exceeds
the original issue discount remaining on the securities, if any, at the time the
Funds  purchased the  securities.  This additional  discount  represents  market
discount for income tax purposes.  In the case of any debt security issued after
July 18, 1984,  having a fixed maturity date of more than one year from the date
of issue and having market  discount,  the gain realized on disposition  will be
treated as interest to the extent it does not exceed the accrued market discount
on the security  (unless the Funds elect to include such accrued market discount
in  income  in the tax  year to  which it is  attributable).  Generally,  market
discount is accrued on a daily basis.  The Funds may be required to  capitalize,
rather  than  deduct  currently,  part  or all of any  direct  interest  expense
incurred  or  continued  to purchase or carry any debt  security  having  market
discount, unless the it makes the election to include market discount currently.
Because the Funds must include  original  issue  discount in income,  it will be
more  difficult  for the Funds to make the  distributions  required  for them to
maintain their status as a regulated  investment  company under  Subchapter M of
the Code or to avoid the 4% excise tax described above.

                                       28
<PAGE>


     OPTIONS AND FUTURES TRANSACTIONS.  Certain of the Funds' investments may be
subject to provisions of the Code that (i) require inclusion of unrealized gains
or losses in the Funds' income for purposes of the 90% test,  the excise tax and
the distribution requirements applicable to regulated investment companies, (ii)
defer recognition of realized losses,  and (iii)  characterize both realized and
unrealized gain or loss as short-term or long-term gain or loss. Such provisions
generally apply to options and futures contracts.  The extent to which the Funds
make such investments may be materially limited by these provisions of the Code.

     FOREIGN CURRENCY TRANSACTIONS. Under Section 988 of the Code, special rules
are provided for certain foreign currency  transactions.  Foreign currency gains
or  losses  from  foreign  currency  contracts  (whether  or not  traded  in the
interbank  market),  from  futures  contracts  that are not  "regulated  futures
contracts,"  and from  unlisted  options are treated as ordinary  income or loss
under  Section  988.  The  Funds  may  elect  to have  foreign  currency-related
regulated  futures  contracts and listed options  subject to ordinary  income or
loss treatment  under Section 988. In addition,  in certain  circumstances,  the
Funds may elect  capital  gain or loss for foreign  currency  transactions.  The
rules under  Section 988 may also affect the timing of income  recognized by the
Funds.


TAXATION OF THE SHAREHOLDERS

     Distributions  of net  investment  income and the excess of net  short-term
capital gain over net long-term  capital loss are taxable as ordinary  income to
shareholders.  Distributions  of net capital  gain (the excess of net  long-term
capital gain over net short-term  capital loss) are taxable to  shareholders  as
long-term capital gain,  regardless of the length of time the shares of the Fund
have  been  held  by  such  shareholders.  Any  loss  realized  upon  a  taxable
disposition  of shares within six months from the date of their purchase will be
treated as a long-term  capital loss to the extent of any long-term capital gain
distributions received by shareholders during such period. In addition, any loss
realized upon a taxable  disposition of shares of the Tax-Exempt Fund within six
months from the date of their  purchase  will be disallowed to the extent of any
tax-exempt dividends previously paid with respect to such shares.

     Distributions of net investment  income and capital gain net income will be
taxable as described above whether  received in cash or reinvested in additional
shares.  When  distributions  are  received in the form of shares  issued by the
Funds,  the  amount  of  the  distribution  deemed  to  have  been  received  by
participating  shareholders  is the fair  market  value of the  shares  received
rather than the amount of cash which would otherwise have been received. In such
case,  participating  shareholders  will have a basis  for  federal  income  tax
purposes in each share received from the Funds equal to the fair market value of
such share on the payment date.

     Distributions  by the Funds result in a reduction in the net asset value of
the Funds'  shares.  Should a  distribution  reduce the net asset  value below a
shareholder's cost basis, such distribution nevertheless would be taxable to the
shareholder  as ordinary  income or long-term  capital gain as described  above,
even though, from an investment  standpoint,  it may constitute a partial return
of capital.  In  particular,  investors  should be careful to  consider  the tax
implications of buying shares just prior to a distribution.  The price of shares
purchased  at that time  includes  the amount of any  forthcoming  distribution.
Those investors purchasing shares just prior to a distribution will then receive
a return of their  investment  upon  distribution  which  will  nevertheless  be
taxable to them.

     If a shareholder (i) incurs a sales load in acquiring  shares in the Funds,
and (ii) by reason of incurring such charge or making such acquisition  acquires
the  right to  acquire  shares  of one or more  regulated  investment  companies
without  the  payment  of  a  load  or  with  the  payment  of  a  reduced  load
("reinvestment  right"),  and (iii)  disposes of the shares  before the 91st day
after the date on which the shares were acquired, and (iv) subsequently acquires
shares in that regulated  investment company or in another regulated  investment
company and the  otherwise  applicable  load  charge is reduced  pursuant to the
reinvestment  right,  then the load  charge  will not be taken into  account for
purposes  of  determining  the  shareholder's  gain or loss.  To the extent such
charge is not taken into account in determining  the amount of gain or loss, the
charge will be treated as incurred in connection with the subsequently  acquired
shares and will have a corresponding  effect on the shareholder's  basis in such
shares.

     Income  received by the Funds may give rise to withholding  and other taxes
imposed by foreign countries. If more than 50% of the value of the Funds' assets
at the close of a taxable year consists of  securities of foreign  corporations,
the Funds may make an  election  that will  permit an  investor to take a credit
(or, if more  advantageous,  a deduction)  for foreign  income taxes paid by the
Funds, subject to limitations  contained in the Code. As an investor,  you would
then include in gross income both  dividends  paid to you and the foreign  taxes
paid by the Funds on their foreign investments.

     The Funds  cannot  assure  investors  that they  will be  eligible  for the
foreign tax credit. The Funds will advise  shareholders  annually of their share
of any creditable foreign taxes paid by the Funds.

                                       29
<PAGE>


     The Funds may be required to withhold  federal  income tax at a rate of 31%
from dividends made to any shareholder who fails to furnish a certified taxpayer
identification  number  ("TIN") or who fails to certify that he or she is exempt
from such  withholding or who the Internal Revenue Service notifies the Funds as
having provided the Funds with an incorrect TIN or failed to properly report for
federal income tax purposes.  Any such withheld amount will be fully  creditable
on each shareholder's individual federal income tax return.

     The  foregoing  discussion  is a general  summary of certain of the current
federal  income tax laws  affecting the Funds and  investors in the shares.  The
discussion  does  not  purport  to  deal  with  all of the  federal  income  tax
consequences applicable to the Funds, or to all categories of investors, some of
which may be  subject to  special  rules.  Investors  should  consult  their own
advisors  regarding  the  tax  consequences,   including  state  and  local  tax
consequences, to them of investment in the Funds.

                               REDEMPTIONS IN KIND

     The  Company  has elected to have the ability to redeem its shares in kind,
committing  itself to pay in cash all requests for redemption by any shareholder
of record  limited in amount with respect to each  shareholder  of record during
any ninety-day  period to the lesser of (i) $250,000 or (ii) 1% of the net asset
value of such company at the beginning of such period.

                                   PERFORMANCE

     From  time to time,  in  reports  and  sale  literature:  (1)  each  Fund's
performance  or P/E ratio may be  compared  to:  (i) the  Standard  & Poor's 500
Composite Stock Price Index ("S&P 500 Index") and Dow Jones  Industrial  Average
so that the investor  may compare  that Fund's  results with those of a group of
unmanaged  securities  widely  regarded by  investors as  representative  of the
United States stock market in general; (ii) other groups of mutual funds tracked
by: (A) Lipper Analytical  Services,  Inc., a widely-used  independent  research
firm which ranks mutual funds by overall performance, investment objectives, and
asset size;  (B) Forbes  Magazine's  Annual  Mutual Funds Survey and Mutual Fund
Honor Roll; or (C) other  financial or business  publications,  such as the Wall
Street  Journal,  Business Week,  Money  Magazine,  and Barron's,  which provide
similar  information;  (iii) indices of stocks  comparable to those in which the
particular  Fund invests;  (2) the Consumer  Price Index (measure for inflation)
may be used to assess the real rate of return from an  investment  in each Fund;
(3) other government  statistics such as Gross Domestic Product,  and net import
and export figures derived from governmental  publications,  e.g., The Survey of
Current Business,  may be used to illustrate  investment attributes of each Fund
or the general economic, business, investment, or financial environment in which
each Fund  operates;  and (4) the  effect  of  tax-deferred  compounding  on the
particular  Fund's  investment  returns,  or  on  returns  in  general,  may  be
illustrated by graphs,  charts,  etc. where such graphs or charts would compare,
at various points in time, the return from an investment in the particular  Fund
(or  returns in general)  on a  tax-deferred  basis  (assuming  reinvestment  of
capital  gains and dividends and assuming one or more tax rates) with the return
on a taxable basis.

     From time to time advertisements and sales literature may refer to rankings
and ratings of the Adviser,  Chubb Corporation and Chubb & Sons related to their
size,  performance,  management  and/or  service as  prepared  by various  trade
publications,  such as Dalbar,  Pensions and  Investments,  SEI, CDA, Bests, and
others.

     Each Fund's  performance  may also be compared to the  performance of other
mutual  funds by  Morningstar,  Inc.,  which ranks  mutual funds on the basis of
historical risk and total return.  Morningstar rankings are calculated using the
mutual fund's average annual returns for certain  periods and a risk factor that
reflects the mutual fund's  performance  relative to  three-month  Treasury bill
monthly returns.  Morningstar's  rankings range from five stars (highest) to one
star (lowest) and represent  Morningstar's  assessment  of the  historical  risk
level and total  return of a mutual  fund as a  weighted  average  for 3, 5, and
10-year periods. In each category,  Morningstar limits its five star rankings to
10% of the funds it follows and its four star  rankings to 22.5% of the funds it
follows.   Rankings  are  not  absolute  or  necessarily  predictive  of  future
performance.

     When  Lipper's  rankings or  performance  results are used,  a Fund will be
compared to Lipper's  appropriate  fund category by fund objective and portfolio
holdings.  For  instance,  the Growth and Income  Fund will be compared to funds
within Lipper's growth and income fund category;  the Government Securities Fund
will be compared to funds  within  Lipper's  income  fund  category;  and so on.
Rankings may be listed among one or more of the asset-size classes as determined
by Lipper. Since the assets in the Funds may change, a Fund may be ranked within
one Lipper  asset-sized class at one time and in another Lipper asset-size class
at some other time. The Lipper rankings and performance  analysis ranks funds on
the basis of total return,  assuming reinvestment of distribution,  but does not
take sales charges or redemption fees into consideration and is prepared without
regard to tax consequences.

                                       30
<PAGE>


Lipper also issues a monthly yield analysis for fixed-income funds. Footnotes in
advertisements  and other marketing  literature will include the time period and
Lipper asset-size class, as applicable, for the ranking in question.

     As noted above, the performance of a Fund may be compared,  for example, to
the record of the S&P 500 Index,  as well as the  Russell  2000  Index,  the S&P
MidCap 400 Index,  the Bear  Stearns  Foreign Bond Index,  the NASDAQ  Composite
Index and the Morgan  Stanley  Capital  International's  Europe  Australia,  Far
Eastern  ("EAFE") Index.  The S&P 500 Index is a well known measure of the price
performance of 500 leading larger domestic stocks which represent  approximately
80% of the market capitalization of the United States equity market. The Russell
2000 Index,  the S&P MidCap 400 Index,  the Bear Stearns  Foreign Bond Index are
unmanaged  indices,  the NASDAQ  Composite  Index and the Morgan Stanley Capital
International's  Euro. The NASDAQ  Composite Index is comprised of all stocks on
NASDAQ's  National  Market  Systems,  as well as other  NASDAQ  domestic  equity
securities.  The NASDAQ  Composite Index has typically  included  smaller,  less
mature  companies  representing 10% or 15% of the  capitalization  of the entire
domestic  equity market.  The EAFE Index is comprised of more than 900 companies
in Europe,  Australia  and the Far East.  All of these indices are unmanaged and
capitalization  weighted.  In  general,  the  securities  comprising  the NASDAQ
Composite Index are more growth oriented and have a somewhat higher beta and P/E
ratio than those in the S&P 500 Index.

     The total  returns of all  indices  noted  above  will show the  changes in
prices for the stocks in each index.  However, only the performance data for the
S&P 500 Index  assumes  reinvestment  of all  capital  gains  distributions  and
dividends  paid by the stocks in each data base.  Tax  consequences  will not be
included in such  illustration,  nor will brokerage or other fees or expenses of
investing be reflected in the NASDAQ Composite, S&P 500, EAFE Index.


     The yield for the 30-day  period  ended  December  31, 1999 for  Tax-Exempt
Fund, Government Securities Fund and the Global Income Fund was 4.20%, 5.95% and
5.18%,  respectively.  The tax equivalent  yield for the Tax-Exempt Fund for the
same period assuming  federal tax brackets of 36%, and 39.6% was 6.56% and 6.95%
for Class A shares.  These figures  reflect a portion of fees and other expenses
of the Company which were waived or assumed during the stated period. Absent any
waiver or  assumption  of fees and  expenses,  the yields the  Tax-Exempt  Fund,
Government  Securities Fund and the Global Income Fund would have been 3.68% for
Class A, 5.45% for Class A and 5.11% for Class A shares,  respectively,  and the
tax  equivalent  yields for the  Tax-Exempt  Fund of 36% and 39.6% tax  brackets
would have been 5.75% for Class A and 6.09% for Class A, respectively.


     This yield figure  represents the net annualized yield based on a specified
30-day (or one month) period assuming a reinvestment and semiannual  compounding
of income.  Yield is  calculated  by dividing the average  daily net  investment
income per share  earned  during the  specified  period by the maximum  offering
price  per  share on the  last day of the  period,  according  to the  following
formula:

                   YIELD = 2[(A - B/CD + 1)6 - 1]

           Where:  A  =  dividends and interest earned during the period
                   B  =  expenses accrued for the period (net of reimbursement)
                   C  =  the average daily number of shares outstanding during
                         the period that were entitled to receive dividends
                   D  =  the maximum offering price per share on the last day
                         of the period after adjustment for payment of dividends
                            within 30 days thereafter

     A tax equivalent yield is calculated by dividing that portion of the 30-day
yield figure which is tax-exempt by one minus the effective  federal  income tax
rate and adding the  product to that  portion,  if any, of the yield of the Fund
that is not tax-exempt.


     The average  annual total return  quotations  for the Class A shares of the
Government  Securities  Fund, the Total Return Fund,  the  Tax-Exempt  Fund, the
Growth and Income Fund and the Global  Income Fund (after  maximum sales charge)
for the 12 months ended December 31, 1999 were -5.90%,  11.73%,  -7.88%,  21.99%
and -13.81%,  respectively.  The average annual total return  quotations for the
Government  Securities  Fund, the Total Return Fund,  the  Tax-Exempt  Fund, the
Growth and Income Fund and the Global Income Fund for the 3 years ended December
31, 1999 were 3.42%, 12.53%, 2.02%, 15.29% and -0.30%, respectively. The average
annual total return  quotations  for the Government  Securities  Fund, the Total
Return Fund, the Tax-Exempt Fund and the Growth and Income Fund, for the 5 years
ended December 31, 1999 were 6.04%, 16.75%, 5.06% and 20.53%, respectively.  The
average annual total return  quotations for the Government  Securities Fund, the
Total Return Fund, the Tax-Exempt Fund and


                                       31
<PAGE>



the Growth and Income Fund, for the 10 years ended December 31, 1999 were 6.75%,
12.55%,  5.57%  and  14.46%,  respectively.  The  average  annual  total  return
quotations  for these Funds since the  Company's  inception  on December 1, 1987
through December 31, 1999 were 7.52%,  13.36%,  6.82% and 15.44%,  respectively.
Additionally  the Global Income Fund's  average total return since  inception on
September 1, 1995 through  December 31, 1999 was 1.88%.  These figures reflect a
portion of fees and other  expenses of the Company  which were waived or assumed
during the stated period.

     These average  annual total return  figures  represent  the average  annual
compound  rate of return for the stated  period.  Average  annual  total  return
quotations reflect the percentage change between the beginning value of a static
account in the  specified  Fund at the  maximum  public  offering  price and the
ending  value of that  account  measured by the then  current net asset value of
that Fund assuming that all dividends and capital gains distributions during the
stated period were  reinvested in shares of the Fund when paid.  Total return is
calculated  by  finding  the  average  annual  compound  rates  of  return  of a
hypothetical  investment  that would  compare the  initial  amount to the ending
redeemable value of such investment according to the following formula:



                      P(1+T)n = ERV

            Where:    P=    A hypothetical initial payment of $1,000
                      T=    Average annual total return
                      n=    Number of years
                      ERV=  Ending redeemable value of a hypothetical
                            $1,000 payment made at the beginning of the
                            1, 5, or 10 year periods at the end of the
                            year or period



     The Funds also may  advertise  non-standardized  total  return  quotations,
calculated in the same manner as the  quotations  stated above,  except that the
initial value used is the net asset value. Under this total return  calculation,
the average annual total return  quotations for the Government  Securities Fund,
the Total Return Fund, the Tax-Exempt  Fund, the Growth and Income Fund, and the
Global  Income  Fund for the 12 months  ended  December  31,  1999 were  -1.20%,
18.57%,  -3.25%, 29.42% and -9.55%,  respectively.  Under this same calculation,
the average annual total return  quotations for the Government  Securities Fund,
the Total Return Fund,  the  Tax-Exempt  Fund and the Growth and Income Fund for
the 5 years  ended  December  31,  1999 were  7.08%,  18.15%,  6.09% and 21.97%,
respectively.  Under this same  calculation,  the average  annual  total  return
quotations  for these Funds for the 10 years ended December 31, 1999 were 7.27%,
13.22%, 6.08% and 15.14%,  respectively.  In addition under the same calculation
the average  annual total return for the Global  Income Fund since its inception
September 1, 1995 through December 31, 1998 is 3.04%.


                           DESCRIPTION OF THE COMPANY


     The  Company was  incorporated  in  Maryland  on April 27,  1987.  Prior to
October 1, 1997, the Company's name was Chubb Investment Funds, Inc. The Company
is composed of five funds, four are open-end diversified  management  investment
companies and one is a  non-diversified  company.  The five funds are the Global
Income Fund, Government Securities Fund, Growth and Income Fund, Tax-Exempt Fund
and Total Return Fund. The Company issues a separate series of capital stock for
each Fund. In the future, the Company may establish additional funds. Each share
of capital stock when issued will be fully paid and  non-assessable.  Each share
of capital  stock issued with  respect to a Fund has a pro rata  interest in the
assets of the Fund and is entitled to such dividends and distributions of income
belonging to that Fund as are declared by the Board of Directors.  Each share of
capital stock is entitled to one vote on all matters  submitted to a vote of all
shareholders  of  the  Company,   and  fractional   shares  are  entitled  to  a
corresponding  fractional  vote.  Shares  of a  particular  Fund  will be  voted
separately  from shares of the other Funds on matters  affecting only that Fund,
including  approval of the investment  management  agreements and changes in the
fundamental  investment  objectives or restrictions of that Fund. The underlying
assets of each Fund are required to be segregated  on the books of account,  and
are charged with the  liabilities of that  particular  Fund and a  proportionate
share of the general  liabilities  of the Company based on the average net asset
value of the respective Funds for each quarter. Shareholders of the Company will
not be entitled to preemptive rights or cumulative voting rights. All shares may
be redeemed at any time by the Company.


                                       32
<PAGE>


     As a Maryland corporate entity, the Company is not required to hold regular
annual shareholder  meetings and, in the normal course,  does not expect to hold
such meetings.  The Company is, however,  required to hold shareholder  meetings
for such purposes as, for example:  (i) approving certain agreements as required
by the Act; (ii) changing fundamental  investment objectives and restrictions of
the Funds;  and (iii)  filling  vacancies on the Board of Directors in the event
that less than a majority of the  directors  were elected by  shareholders.  The
Company expects that there will be no meetings of  shareholders  for the purpose
of electing  directors unless and until such time as less than a majority of the
directors  holding office have been elected by  shareholders.  At such time, the
directors  then in office will call a  shareholder  meeting for the  election of
directors.  In addition,  holders of record of not less than  two-thirds  of the
outstanding shares of the Company may remove a director.

                             ADDITIONAL INFORMATION

     CUSTODIAN.  Citibank, N.A., 111 Wall Street, New York City, New York 10043,
acts as custodian of the Company's  assets.  Citibank is responsible for holding
all  securities  and cash of each Fund,  receiving  and  paying  for  securities
purchased,  delivering against payment securities sold, receiving and collecting
income from  investments,  making all payments  covering expenses of the Company
and  performing  other  administrative   duties,  all  as  directed  by  persons
authorized by the Company.  Citibank does not exercise any supervisory  function
in such matters as the purchase  and sale of  portfolio  securities,  payment of
dividends,  or payment of expenses of the Company. The Company,  with respect to
each  Fund,  may also  appoint  from  time to time,  with  the  approval  of the
Company's  Board of Directors,  qualified  domestic  sub-custodians  for all the
Funds and  foreign  sub-custodians  qualified  under  Rule 17f-5 of the Act with
respect to certain foreign securities which may be purchased by the Funds.

     INDEPENDENT  AUDITORS.  Ernst & Young L.L.P., 787 Seventh Avenue, New York,
NY 10019, has been selected as the independent auditors of the Company.

     COUNSEL.   Goodwin,   Procter  &  Hoar,  LLP,   Exchange   Place,   Boston,
Massachusetts 02109, serves as counsel to the Company.

     TRANSFER AGENT. The Company has contracted with DST Systems,  Inc. ("DST"),
210 W. 10th St., 8th Floor,  Kansas City, Missouri 64105, to act as its transfer
agent,  registrar,  and dividend  disbursing agent. DST will service shareholder
accounts,  and its duties will include:  (i)  effecting  sales  redemptions  and
exchanges of Company  shares;  (ii)  distributing  dividends  and capital  gains
associated  with Company  accounts;  and (iii)  maintaining  account records and
responding to shareholder inquiries.


     NAME AND SERVICE MARK.  The Chubb  Corporation  has granted the Company the
right to use the "Chubb" name and service mark.


CAPITAL STOCK

     The  authorized  capital  stock of the Company  consists  of  1,000,000,000
shares of common stock, par value $.01, which are divided into five series:  Van
Eck/Chubb  Government  Securities  Fund,  Van Eck/Chubb  Total Return Fund,  Van
Eck/Chubb  Tax-Exempt  Fund,  Van  Eck/Chubb  Growth  and  Income  Fund  and Van
Eck/Chubb  Global  Income  Fund.  Each Fund  currently  consists of  100,000,000
authorized  shares. The Company has the right to issue additional shares without
the consent of the shareholders, and may allocate its issued and reissued shares
to new Funds or to one or more of the six existing Funds.


     The assets  received by the  Company for the  issuance or sale of shares of
each  Fund  and  all  income,   earnings,   profits  and  proceeds  thereof  are
specifically  allocated to each Fund. They  constitute the underlying  assets of
each Fund, are required to be segregated on the books of account,  and are to be
charged  with the  expense  of such  Fund.  Any  assets  which  are not  clearly
allocable to a particular  Fund are  allocated  among the Funds in proportion to
their relative net assets before  adjustment for such  unallocated  liabilities.
Each issued and outstanding  share in a Fund is entitled to participate  equally
in dividends and distributions declared with respect to such Fund and in the net
assets of such Fund upon liquidation or dissolution remaining after satisfaction
of outstanding liabilities.

     Chubb Life Insurance Company of New Hampshire, a wholly-owned subsidiary of
the  Jefferson-Pilot  Corporation  a North  Carolina  Corporation,  provided the
initial  capital for the Company by  purchasing  shares of each of the  original
five Funds  valued at  $100,000  prior to the date  shares of the  Company  were
offered to the  public.  On July 1, 1991,  Chubb Life  Insurance  Company of New
Hampshire  and Chubb  Life  Insurance  Company of America  were  merged  into an
affiliate, The Volunteer State Life Insurance

                                       33
<PAGE>



Company  ("Volunteer"),  which  simultaneously  changed  its name to Chubb  Life
Insurance  Company of America  ("Chubb  Life").  Chubb Life provided the initial
investment  for the  Capital  Appreciation  Fund and the Global  Income  Fund by
purchasing 10,000 shares of each Fund at a cost of $10.00 per share.  Chubb Life
was  purchased by Jefferson  Pilot  Corporation  in 1997 and changed its name to
Jefferson Pilot Financial Insurance Company and is no longer affiliated with the
Chubb Corporation or the Company. As of February 29, 2000, the Chubb Corporation
(a New Jersey corporation), and its wholly-owned subsidiaries, Federal Insurance
Company  ("Federal   Insurance")  and  Vigilant   Insurance  Company  ("Vigilant
Insurance"), together owned 69.94% of the outstanding shares of the Company.


                              FINANCIAL STATEMENTS


     The  financial  statements  contained  in the  Company's  December 31, 1999
Annual Report to shareholders are incorporated  herein by reference.  The Annual
Report is  available  at no charge  upon  written  or  telephone  request to the
Company at the address or telephone  numbers set forth on the first page of this
Statement of Additional Information.


                                       34
<PAGE>


                                    APPENDIX

DESCRIPTION OF INVESTMENT RATINGS

MOODY'S--BOND RATINGS

Aaa--Bonds which are rated Aaa are judged to be of the best quality.  They 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.  While the various protective  elements
are likely to change, such changes as can be visualized are not likely to impair
the fundamentally strong position of such issues.

Aa--Bonds  which are rated Aa are judged to be of high quality by all standards.
Together  with  the Aaa  group,  they  comprise  what  are  generally  known  as
high-grade  bonds.  They are rated lower than the best bonds 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 larger than in Aaa securities.

A--Bonds which are rated A possess many favorable investment  attributes and are
to be considered as upper medium-grade  obligations.  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--Bonds which are rated Baa are considered as 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.

RATING REFINEMENTS.  Moody's may apply numerical modifiers,  1, 2 and 3, in each
generic  rating  classification  from Aa through B in its municipal  bond rating
system.  The modifier 1 indicates  that the security  ranks in the higher end of
its generic  category;  the  modifier 2 indicates  a  mid-range  ranking;  and a
modifier 3 indicates that the issue ranks in the lower end of its generic rating
category.

SHORT-TERM  NOTES.  The four ratings of Moody's for short-term  notes are MIG 1,
MIG 2, MIG 3 and MIG 4. MIG 1 denotes "best quality,  enjoying strong protection
from  established  cash flows." MIG 2 denotes "high quality" with "ample margins
of  protection."  MIG 3  notes  are  of  "favorable  quality...but  lacking  the
undeniable  strength  of the  preceding  grades."  MIG 4 notes are of  "adequate
quality,  carrying specific risk but having  protection...and  not distinctly or
predominantly speculative."


MOODY'S COMMERCIAL PAPER RATINGS

Moody's commercial paper ratings are opinions of the ability of issuers to repay
punctually promissory obligations not having an original maturity in excess of 9
months.  Moody's  employs the  following  three  designations,  all judged to be
investment grade, to indicate the relative repayment capacity of rated issuers:

Issuers  rated  Prime-1 (or  related  supporting  institutions)  have a superior
capacity for repayment of short-term promissory obligations.

Issuers  rated  Prime-2  (or  related  supporting  institutions)  have a  strong
capacity for repayment of short

term promissory obligations.

Issuers rated Prime-3 (or related  supporting  institutions)  have an acceptable
capacity for repayment of short-term promissory obligations.

Issuers rated Not Prime do not fall within any of the Prime rating categories.

                                       35
<PAGE>


STANDARD & POOR'S--BOND RATINGS

A  Standard  & Poor's  municipal  debt  rating  is a current  assessment  of the
creditworthiness  of an obligor  with  respect to a  specific  obligation.  This
assessment may take into consideration obligors such as guarantors,  insurers or
lessees.

The debt rating is not a  recommendation  to purchase,  sell or hold a security,
inasmuch  as it does  not  comment  as to  market  price  or  suitability  for a
particular investor.

The ratings are based on current information furnished by the issuer or obtained
by Standard & Poor's from sources Standard & Poor's considers reliable. Standard
& Poor's  does not  perform an audit in  connection  with any rating and may, on
occasion,  rely on unaudited financial information.  The ratings may be changed,
suspended,  or withdrawn as a result of changes in, or  unavailability  of, such
information, or for other reasons.

The ratings are based, in varying degrees, on the following considerations:

I.   Likelihood of  default-capacity  and  willingness  of the obligor as to the
     timely  payment of interest and repayment of principal in  accordance  with
     the terms of the obligations.

II.  Nature of and provisions of the obligations.

III. Protection  afforded by, and relative  position of, the  obligations in the
     event of bankruptcy, reorganization, or other arrangement under the laws of
     bankruptcy and other laws affecting creditor's rights.

AAA. Debt rated  "AAA" has the  highest  rating  assigned  by Standard & Poor's.
     Capacity to pay interest and repay principal is extremely strong.

AA.  Debt  rated  "AA" has a very  strong  capacity  to pay  interest  and repay
     principal and differs from the highest-rated issues only in small degree.

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

BBB. Debt rated "BBB" is regarded as having an adequate capacity to pay interest
     and repay  principal.  Whereas it  normally  exhibits  adequate  protection
     parameters,  adverse economic conditions or changing circumstances are more
     likely to lead to a weakened  capacity to pay interest and repay  principal
     for debt in this category than for debt in higher-rated categories.

Plus (+) or Minus (-):  The  ratings  from "AA" to "BBB" may be  modified by the
                        addition  of a plus  or  minus  sign  to  show  relative
                        standing within the major rating categories.


STANDARD & POOR'S COMMERCIAL PAPER RATINGS

A Standard  & Poor's  commercial  paper  rating is a current  assessment  of the
likelihood of timely payment of debt having an original maturity of no more than
365 days.  Ratings are graded  into four  categories,  ranging  from "A" for the
highest  quality  obligations  to "D" for the lowest.  Ratings are applicable to
both  taxable  and  tax-exempt  commercial  paper.  The four  categories  are as
follows:

A.   Issues  assigned  this  highest  rating are regarded as having the greatest
     capacity for timely  payment.  Issues in this category are further  refined
     with the designation 1, 2, and 3 to indicate the relative degree of safety.

A-1. This  designation  indicates  that the  degree of safety  regarding  timely
     payment is very strong.

                                       36
<PAGE>


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

A-3.  Issues carrying this  designation  have a satisfactory  capacity or timely
      payment.  They are,  however,  somewhat  more  vulnerable  to the  adverse
      effects of changes in circumstances  than obligations  carrying the higher
      designations.

The  Commercial  Paper  Rating is not a  recommendation  to  purchase  or sell a
security.  The ratings are based on current information  furnished to Standard &
Poor's by the issuer and  obtained by  Standard & Poor's  from other  sources it
considers  reliable.  The ratings may be changed,  suspended,  or withdrawn as a
result of changes in, or unavailability of, such information.

Standard & Poor's  rating  categories  with  respect to certain  municipal  note
issues with a maturity of less than 3 years are as follows:

SP-1. A very strong, or strong,  capacity to pay principal and interest.  Issues
      that  possess  overwhelming  safety  characteristics  will be  given a "+"
      designation.

SP-2. A satisfactory capacity to pay principal and interest.

SP-3. A speculative  capacity to pay  principal and interest.  Standard & Poor's
      may  continue to rate note issues with a maturity  greater than 3 years in
      accordance  with the same rating scale  currently  employed for  municipal
      bond ratings.

                                       37

<PAGE>

                                    PART C
                               OTHER INFORMATION

Item  24.  Financial Statements and Exhibits


           Filed as part of this Prospectus:
             Financial Highlights for the years ended December 31, 1995, 1996
             1997, 1998 and 1999.


       (a) Financial Statements
             The financial  statements  contained in the Company's  December 31,
             1999 Annual Report to shareholders are incorporated by reference in
             the Company's Statement Of Additional Information./9/


       (b) Exhibits


1.   a.    Amended and Restated Articles of Incorporation./2/

           b. Articles Supplementary to the Amended and Restated Articles of
           Incorporation./6/

           c. Articles Supplementary to the Amended and Restated Articles of
           Incorporation./8/

           d. Articles Supplementary to the Amended and Restated Articles of
           Incorporation.

2.   Amended and Restated By-Laws./4/

3.   Not applicable.

4.   a.  Specimen of Certificate of Stock of the Chubb Money
     Market Fund./1/

           b.  Specimen of Certificate of Stock of the Chubb Government
     Securities Fund./1/

           c.  Specimen of Certificate of Stock of the Chubb Total Return
     Fund./1/

           d.  Specimen of Certificate of Stock of the Chubb Tax-Exempt Fund./1/

           e.  Specimen of Certificate of Stock of the Chubb Growth and Income
     Fund./5/

           f.  Specimen of Certificate of Stock of the Chubb Capital
     Appreciation Fund./8/

           g.  Specimen of Certificate of Stock of the Chubb Global Income
     Fund./8/

5.   a.  Investment Management Agreement between Chubb Investment Funds, Inc.,
     Chubb Investment Advisory Corporation and Chubb Asset Managers, Inc. with
     respect to Chubb Money Market Fund./1/

           b.  Technical Amendment to Investment Management Agreement between
           Chubb Investment Funds, Inc., Chubb Investment Advisory Corporation
           and Chubb Asset Managers, Inc. with respect to Chubb Money Market

                                      C-1
<PAGE>



       Fund./3/

       c.  Investment Management Agreement between Chubb Investment Funds,
       Inc., Chubb Investment Advisory Corporation and Chubb Asset Managers,
       Inc. with respect to Chubb Government Securities Fund./l/

       d.  Technical Amendment to Investment Management Agreement between
       Chubb Investment Funds, Inc., Chubb Investment Advisory Corporation
       and Chubb Asset Managers, Inc. with respect to Chubb Government
       Securities Fund./3/

       e.  Investment Management Agreement between Chubb Investment Funds,
       Inc., Chubb Investment Advisory Corporation and Chubb Asset Managers,
       Inc. with respect to Chubb Total Return Fund./l/

       f.  Technical Amendment to Investment Management Agreement between
       Chubb Investment Funds, Inc., Chubb Investment Advisory Corporation
       and Chubb Asset Managers, Inc. with respect to Chubb Total Return
       Fund./3/

       g.  Investment Management Agreement between Chubb Investment Funds,
       Inc., Chubb Investment Advisory Corporation and Chubb Asset Managers,
       Inc. with respect to Chubb Tax-Exempt Fund./l/

       h.  Technical Amendment to Investment Management Agreement between
       Chubb Investment Funds, Inc., Chubb Investment Advisory Corporation
       and Chubb Asset Managers, Inc. with respect to Chubb Tax-Exempt Fund./3/

       i.  Investment Management Agreement between Chubb Investment Funds,
       Inc., Chubb Investment Advisory Corporation and Chubb Asset Managers,
       Inc. with respect to Chubb Growth Fund, (now known as the Chubb Growth
       and Income Fund)./l/

       j.  Technical Amendment to Investment Management Agreement between
       Chubb Investment Funds, Inc., Chubb Investment Advisory Corporation
       and Chubb Asset Managers, Inc. with respect to Chubb Growth and Income
       Fund./3/

       k.  Investment Management Agreement between Chubb Investment Funds,
       Inc., Chubb Investment Advisory Corporation and Chubb Asset Managers,
       Inc. with respect to Chubb Capital Appreciation Fund./8/

       1.  Investment Management Agreement between Chubb Investment Funds,
       Inc., Chubb Investment Advisory Corporation and Chubb Asset Managers,
       Inc. with respect to Chubb Global Income Fund./8/

                                      C-2



<PAGE>

6.   a.  Fund Distribution Agreement between Van Eck/Chubb Funds, Inc. and
     Van Eck Securities Corporation.

         b.  Specimen Copy of Selling Group Agreement.

7.   Not applicable.

8.   Custodial Services Agreement between Chubb Investment Funds, Inc. and
     Citibank, N.A./l/

9.   a.  Shareholder Services Agreement between Chubb Investment Funds, Inc.
     and Firstar Trust Company./7/

                                      C-3
<PAGE>



     b.  Agreement for Waiver of Fees and Assumption of Expenses between Chubb
     Investment Funds, Inc., Chubb Investment Advisory Corporation, Chubb Asset
     Managers, Inc., Chubb Securities Corporation, and Chubb Life Insurance
     Company of New Hampshire./4/

10.  Opinion and Consent of Counsel as to legality of the securities being
     registered./1/

         a.  Opinion and Consent of Counsel as to legality of the securities
         being registered./8/

         b.  Opinion and Consent of Counsel as to legality of the securities
         being registered - Class B Shares to be filed by amendment.

11.  Consent of Ernst & Young LLP.*

12.  Chubb Asset Managers Inc. Code of Ethics.

13.  Stock Subscription Agreement between Chubb Investment Funds, Inc. and Chubb
     Life Insurance Company of America./1/

15. a. Rule 12b-1 Plan./1/
    b. Rule 12b-1 Plans for Class B Shares.

16.  Performance Calculation.

17.  Financial Data Schedules.*

19.  Consent of Freedman, Levy, Kroll & Simonds./1/











99.2 Stock Subscription Agreement between Chubb Investment Funds, Inc. and
     Chubb Life Insurance Company of America./10/





99.4 Diagram of Subsidiaries of The Chubb Corporation./10/


99.5 Price Make-up Sheet./10/

                                      C-4
<PAGE>

/1/  Incorporated by reference to earlier filing on September 17, 1987, SEC File
No.  33-147367,  to the exhibit number indicated on that Form N-lA  Registration
Statement.

/2/  Incorporated by reference to earlier filing on April 28, 1988, SEC File No.
33-147367,  to the  exhibit  number  indicated  on that Form  N-lA  Registration
Statement.

/3/  Incorporated by reference to earlier filing on April 17, 1989, SEC File No.
33-147367,  to the  exhibit  number  indicated  on that Form  N-lA  Registration
Statement.

/4/  Incorporated by reference to earlier filing on April 15, 1991, SEC File No.
33-14737,  to the  exhibit  number  indicated  on that  Form  N-lA  Registration
Statement.

/5/  Incorporated by reference to earlier filing on April 22, 1992, SEC File No.
33-14737,  to the  exhibit  number  indicated  on that  Form  N-1A  Registration
Statement.

/6/  Incorporated by reference to earlier filing on April 23, 1994, SEC File No.
33-14737,  to the  exhibit  number  indicated  on that  Form  N1-A  Registration
Statement.

/7/  Incorporated by reference to earlier filing on April 17, 1995, SEC File No.
33-14737,  to the  exhibit  number  indicated  on that  Form  N-lA  Registration
Statement.

/8/  Incorporated  by reference to earlier filing on June 16, 1995, SEC File No.
33-14737,  to the  exhibit  number  indicated  on that  Form  N-lA  Registration
Statement.


/9/  Incorporated by reference to Annual Report to Shareholders filed on
March 2, 1998, SEC File No. 33-14737.


/10/ Incorporated by reference to earlier filing on April 23, 1997, SEC File No.
33-14737,  to the  exhibit  number  indicated  on that  Form  N-1A  Registration
Statement.

*Filed herewith.

Item 25. Persons Controlled by or under Common Control with Registrant No person
is directly or indirectly controlled by Registrant.

The information in the Registrant's  Statement of Additional  Information  dated
April 1, 1996 relating to ownership by Chubb Life  Insurance  Company of America
("Chubb Life") and its affiliated companies of outstanding shares of the Company
is incorporated herein by reference.

Chubb Life is a wholly-owned subsidiary of The Chubb Corporation, a New Jersey
corporation. Chubb Asset Managers, Inc. ("Chubb Asset"), a Delaware corporation,
which is the

                                      C-5



<PAGE>

Investment adviser to the Registrant,  is a wholly-owned subsidiary of The Chubb
Corporation.  A  diagram  of  the  subsidiaries  of  The  Chubb  Corporation  as
previously filed is incorporated herein by reference.

Item 26.  Number of Holders of Securities

As of April 20, 2000.



                                                                            (2)
       (1)                                                            Number of
       Title of Class                                            Record Holders
       --------------                                            --------------

Van Eck/Chubb Government Securities Fund; $.01 par value - Class A          369
Van Eck/Chubb Total Return Fund; $.01 par value - Class A                  1369
Van Eck/Chubb Tax-Exempt Fund; $.01 par value - Class A                     371
Van Eck/Chubb Growth and Income Fund; $.01 par value - Class A             2977
Van Eck/Chubb Global Income Fund; $.01 par value - Class A                 1998



     Chubb Life is the  successor-in-interest to Chubb Life Insurance Company of
New  Hampshire,  which had  provided  the  initial  capital  to the  Company  by
purchasing 100,000 shares of the Money Market Fund and 10,000 shares each of the
Government  Securities  Fund, the Total Return Fund,  the  Tax-Exempt  Fund, the
Growth and Income  Fund,  the Capital  Appreciation  Fund and the Global  Income
Fund, respectively.

Item 27.  Indemnification

Reference is made to Article  VII,  Section 10 of the  Registrant's  Amended and
Restated   Articles  of  Incorporation   filed  herein  as  Exhibit  1  to  this
Registration Statement and to Article V of the Registrant's By-Laws filed herein
as Exhibit 2 to this  Registration  Statement.  The  Articles  of  Incorporation
provide that neither an officer nor director of the Registrant will be liable to
the Registrant or its  shareholders for monetary damages for breach of fiduciary
duty as an  officer  or  director,  except  to the  extent  such  limitation  of
liability  is not  otherwise  permitted  by law.  The By-Laws  provide  that the
Registrant will indemnify its directors and officers to the extent  permitted or
required by Maryland  law. A resolution  of the Board of Directors  specifically
approving  payment or  advancement  of expenses to an officer is required by the
By-Laws. Indemnification may not be made if the director or officer has incurred
liability  by reason or willful  misfeasance,  bad faith,  gross  negligence  or
reckless  disregard  of duties in the  conduct  of  his/her  office  ("Disabling
Conduct"). The means of determining whether indemnification shall be made are
 (1) a final decision by a court or other-body before

                                      C-6



<PAGE>

whom the  proceeding  is brought  that the director or officer was not liable by
reason  of  Disabling  Conduct,  or (2) in the  absence  of such a  decision,  a
reasonable  determination,  based on a review of the facts, that the director or
officer was not liable by reason of Disabling Conduct. Such latter determination
may be made  either  by (a) vote of a  majority  of  directors  who are  neither
interested  persons  (as  defined  in the  Investment  Company  Act of 1940) nor
parties to the proceeding or (b) independent legal counsel in a written opinion.
The  advancement  of legal expenses may not occur unless the director or officer
agrees to repay the advance (if it is determined  that he/she is not entitled to
the  indemnification)  and one of three other  conditions is satisfied:  (1) the
director or officer  provides  security for his/her  agreement to repay, (2) the
Registrant  is insured  against loss by reason of lawful  advances,  or '(3) the
directors who are not interested persons and are not parties to the proceedings,
or independent  counsel in a written opinion,  determine that there is reason to
believe that the director or officer will be found entitled to indemnification.

     The directors and officers are currently  covered for liabilities  incurred
in their  capacities as such  directors and officers  under the terms of a joint
liability  insurance policy.  This policy also covers the directors and officers
of Chubb Asset,  Chubb Investment  Advisory  Corporation and Chubb America Fund,
Inc.  The policy also insures the  Registrant,  Chubb  Asset,  Chubb  Investment
Advisory  Corporation  and Chubb  America  Fund,  Inc. for errors and  omissions
liabilities.

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

                                      C-7



<PAGE>

Item 28.  Business and Other Connections of Investment Adviser

     Chubb  Asset  was  formed  in 1986 and was not  previously  engaged  in any
business.

     Reference  is made to Form ADV of Chubb  Asset  (File  No.  801 - 28901) as
currently  on file  with the  Securities  and  Exchange  Commission,  and to the
caption  "Management"  in the  Registrant's  Prospectus and to the captions "The
Distributor", "Investment Advisery Services" and "Directors and Officers" in the
Registrant's Statement of Additional Information.


                                      C-8



<PAGE>

ITEM 29. Principal underwriter


(a) Van Eck Securities  Corporation,  principal  underwriter for the Registrant,
also distributes shares of Van Eck Worldwide Insurance Trust and Van Eck Funds.

(b) The  following  table  presents  certain  information  with  respect to each
director and officer of Van Eck Securities Corporation:



<TABLE>
<CAPTION>
NAME AND PRINCIPAL                       POSITION AND OFFICES                                  POSITION AND OFFICE
BUSINESS ADDRESS                           WITH UNDERWRITER                                      WITH REGISTRANT
- ------------------                       --------------------                                  -------------------
<S>                       <C>                                                                    <C>
John C. van Eck           Chairman and Direcor                                                   Chairman and Director
 99 Park Avenue
 New York, NY 10016
Jan van Eck               President and Director                                                 None
 99 Park Avenue
 New York, NY 10016
Sigrid S. van Eck         Vice President and Assistant Treasurer and Director                    None
 575 Park Avenue
 NY, NY 10021
Derek van Eck             Director                                                               Vice President
 99 Park Avenue
 New York, NY 10016
Thomas Elwood             Vice President, General Counsel and Secretary                          Vice President and Secretary
 99 Park Avenue
 New York, NY 10016
Bruce J. Smith            Vice President and Chief Financial Officer, Treasurer, Controller      Vice President and Treasurer
 99 Park Avenue
 New York, NY 10016
Susan C. Lashley          Managing Director, Operations                                          Vice President
 99 Park Avenue
 New York, NY 10016
Keith Fletcher            Senior Managing Director                                               None
 99 Park Avenue
 New York, NY 10016
Robin Kunhardt            Director, Product Management                                           None
 99 Park Avenue
 New York, NY 10016

(c) Not Applicable
</TABLE>

                                          C-9



<PAGE>

Item 30.  Location of Accounts and Records

The following  entities  prepare,  maintain and preserve the records required by
Section 31(a) of the Investment  Company Act for the  Registrant.  These records
include  records  relating  to  activities  of  these  entities  required  to be
maintained  under Rules 31a-1 and 31a-2 of the Investment  Company Act,  records
relating to applicable  federal and state tax laws,  and records under any other
law or  administrative  rules or procedures  applicable to the  Registrant.  The
services are provided to the Registrant  through written  agreements between the
parties to the effect that such services will be provided to the  Registrant for
such periods  prescribed  by the Rules and  Regulations  of the  Securities  and
Exchange Commission under the


                                     C-10



<PAGE>

Investment Company Act and such records will be surrendered promptly on request:

Citibank,  N.A., 111 Wall Street,  New York, New York 10043 (records relating to
activities of the custodian and any subcustodian);  Chubb Asset Managers,  Inc.,
15 Mountain View Road,  Warren, New Jersey 07061 (records relating to activities
of the investment adviser); Van Eck Securities Corporation,  99 Park Avenue, New
York,  New York 10016  (records  relating  to  activities  of the  Distributor);
Firstar Trust Company 615 East Michigan Street, Milwaukee,  Wisconsin 53202-5207
(records  relating to the activities of the Transfer Agent),  Van Eck Associates
Corporation,  99 Park  Avenue,  New York,  New York 10016  (records  relating to
activities of the Administrator); and Chubb Investment Advisory Corporation, One
Granite  Place,  Concord,  New Hampshire  03301  (certain  books and records not
maintained by the Company's Custodian, investment adviser, Distributor, Transfer
Agent or Administrator).

Item 31.  Management Services

     Not applicable

Item 32.  Undertakings

     Not applicable.

                                     C-11
<PAGE>

SIGNATURES

         Pursuant to the requirement of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Post-Effective Amendment to the
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933,
and has duly caused this Amendment to the Registration Statement on Form N-1A to
be signed on its behalf of the undersigned, thereunto duly authorized, in the
City of New York, State of New York, on the 18th day of April 2000.

                                                 VAN ECK/CHUBB FUNDS, INC.
                                             By: /s/ Michael O'Reilly
                                                 -------------------------------
                                                     Michael O'Reilly, President

POWER OF ATTORNEY

         We, the undersigned officers and trustees of Van Eck/Chubb Funds, Inc.
(the "Funds"), do hereby severally constitute and appoint John C. van Eck,
Thomas H. Elwood and Dina C. Lee and each of them acting singly, as our true and
lawful attorneys, with full powers to them and each of them to sign for us, in
our names in the capacities indicated below, any and all amendments to the
Registration Statement of the Trust on Form N-1A filed with the Securities and
Exchange Commission to enable the Trust to comply with the provisions of the
Securities Act of 1933, as amended, and the Investments Company Act of 1940, as
amended, and all requirements and regulations of the Securities and exchange
Commission, hereby ratifying and confirming our signatures as they may be signed
by our said attorneys to any and all amendments to the Registration Statement.

         IN WITNESS WHEREOF, we have hereunto set our hands on the date
indicated below.

Signature                         Title                         Date
- ---------                         -----                         ----

/s/ John C. Van Eck               Chairman                      April 18, 2000
- -------------------------
John C. Van Eck


/s/ Michael O' Reilly             Director and President        April 18, 2000
- -------------------------
Michael O' Reilly


/s/ Bruce J. Smith                Chief Financial Officer       April 18, 2000
- -------------------------
Bruce J. Smith


/s/ Jeremy H. Biggs               Director                      April 18, 2000
- -------------------------
Jeremy H. Biggs


/s/ Wesley G. McCain              Director                      April 18, 2000
- -------------------------
Wesley G. McCain


/s/ David J. Olderman             Director                      April 18, 2000
- -------------------------
David J. Olderman

<PAGE>


                                  Exhibit Index
                                  -------------




Exhibit No.                  Item
- -----------                  ----

Exhibit 11           Consent of Ernst & Young LLP

Exhibit 12           Chubb Asset Managers, Inc. Code of Ethics

Exhibit 27           Financial Data Schedule






     EX-11
          2
             CONSENT OF INDEPENDENT AUDITORS


                        CONSENT OF INDEPENDENT AUDITORS

We  consent  to  the  reference  to  our  firm  under  the  captions  "Financial
Highlights"   and   "Independent   Auditors"  in  the  Statement  of  Additional
Information and to the  incorporation  by reference of our report dated February
10,  2000,  in this  Registration  Statement  (Form  N-1A No.  33-14737)  of Van
Eck/Chubb Funds, Inc.

                                                           ERNST & YOUNG LLP

New York, New York
April 18, 2000



                            CHUBB ASSET MANAGERS INC.

                                 ACCESS PERSON'S

                                 CODE OF CONDUCT

                                    HANDBOOK



                                    JULY 1999



                                                    Henry G. Gulick
                                                    Compliance Officer
                                                    Chubb Asset Managers, Inc.
                                                    15 Mountain View Road
                                                    Warren, New Jersey 07061
                                                    (908) 903-3561

<PAGE>


                           CHUBB ASSET MANAGERS, INC.

                                 ACCESS PERSON'S

                                 CODE OF CONDUCT
                                    HANDBOOK



                                     PREFACE


      This handbook has been prepared for the use of Chubb Asset Managers,  Inc.
Access Persons.

      It contains copies of the Chubb Asset Managers,  Inc. Code of Conduct,  as
revised  effective  July  1999 as well as copies of the  various  forms  used in
administering the Code of Conduct program.

      Should  you have any  questions  about the Code of Conduct or the forms at
any time,  please  feel free to contact  the  undersigned  in my capacity as the
Chubb Asset Managers, Inc. Compliance Officer.


                                                 Henry G. Gulick
                                                 July 1999
<PAGE>


                           CHUBB ASSET MANAGERS, INC.


                                 ACCESS PERSON'S
                                 CODE OF CONDUCT
                                    HANDBOOK




                                TABLE OF CONTENTS

                                                                            PAGE

PREFACE

CHUBB ASSET MANAGERS, INC. CODE OF CONDUCT...................................  1

    I.       Purpose.........................................................  1
    II.      Federal Securities Law Standards................................  3
    III.     Prohibited Transactions.........................................  4
    IV.      Procedures - Trading and Inside Information.....................  8
    V.       Reports of Personal Securities Trading and other Duties of the
             Compliance Officer..............................................  9
    VI.      Sanctions....................................................... 11
    VII.     Definitions..................................................... 12


APPENDICES

    Listing of Access Persons and Operational Control Access Persons......... 15
    10-Day Notice of Personal Securities Trading............................. 16
    Access Person Statement of Compliance.................................... 17
    Quarterly Securities Transaction Report.................................. 18

<PAGE>


                         Adopted as: The Code of Ethics
                                December 1, 1989

                         Revised to: The Code of Conduct
                                  February 1992
                                  January 1998
                                    July 1999





                           CHUBB ASSET MANAGERS, INC.

                                 CODE OF CONDUCT




                                    Governing
                        Personal Securities Transactions
                                       and
                    Prohibiting Misuse of Inside Information
                                       in
                                 compliance with
                  Rule 17(j)-1 under the Investment Company Act
               Rule 204-2(a)(12) under the Investment Advisers Act
                   Section 204A of the Investment Advisers Act








                                                 Henry G. Gulick
                                                 Compliance Officer
                                                 Chubb Asset Managers, Inc.
                                                 15 Mountain View Road
                                                 P.O. Box 1615
                                                 Warren, NJ 07061-1615
                                                 (908) 903-3561

<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


                           CHUBB ASSET MANAGERS, INC.

                                 CODE OF CONDUCT

                   Governing Personal Securities Transactions
                  and Prohibiting Misuse of Inside Information
                          Revised Effective: July 1999


I.  PURPOSE.
    -------

This Code of Conduct  ("Code")  is intended  to provide  guidance to  directors,
officers and employees of Chubb Asset  Managers,  Inc.  ("Company")  and certain
other  Access  Persons  as to the  minimum  standards  of  conduct  in  personal
securities transactions that are consistent with the Company's  responsibilities
to  its  clients,  including  Van  Eck/Chubb  Investment  Funds  and  any  other
registered  investment  company for which the Company acts as investment adviser
("Fund" or "Funds"),  and to provide  assurance that those employees,  directors
and other  Access  Persons  are in a position  to act in the best  interests  of
clients  of  the  Company  and  will  act in  compliance  with  applicable  law,
specifically  including the Insider Trading and Securities Fraud Enforcement Act
of 1988. Moreover,  in the interests of avoiding even the appearance of improper
conduct,  you will note  this  Code  imposes  standards  which in some  respects
actually exceed what may be legally required.

This Code is not intended to discourage personal securities investments or sound
personal  investment  programs on the part of those  covered by the Code.  It is
intended  rather  to assure  that  personal  investing  does not  conflict  with
fiduciary duties or legal requirements.

As  a  registered  investment  adviser,  Chubb  Asset  Managers,  Inc.  and  its
employees,  officers and directors,  have a fiduciary duty to first consider the
interests of the Company's clients in any securities  transactions  before their
own,  and not to act  regarding  their  personal  accounts  in a way which would
create a conflict with the interests of clients.  As more fully described below,
this Code is designed  to prevent at least  certain  specific  types of personal
securities transactions:

      (1)   Trading by an individual  during a period when the individual  knows
            that a securities  recommendation  is being considered to be made or
            is made by the Company to any client prior to the client's acting on
            the  recommendation.  Such trading could take advantage of, or could
            avoid possible short-run market effects of, or have a harmful effect
            on the client's transactions.

      (2)   Unusual trading through,  or on recommendations  made by, brokers or
            dealers who provide research or execution services for the Company's
            management  of  clients'  accounts.  Highly  active,  hot issue,  or
            unusually  priced  trading  could  motivate  favoring  a  particular
            broker-dealer  without  regard to whether it provides best available
            execution of a client's portfolio transactions.

Moreover,  this Code sets forth the  Company's  policy which  forbids any of its
officers,  directors or

                                       1

<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


employees  as  well  as  certain  other  Access  Persons  from  trading,  either
personally  or on behalf of  others,  including  clients of the  Company,  while
possessing material non-public  information or communicating material non-public
information to others who might trade on the basis thereof. Such insider trading
or tipping  violates law, is abusive of the  securities  markets and is of prime
concern to market regulators and enforcement  authorities.  The Company's policy
applies to every  officer,  director  and  employee of the Company as well as to
certain other Access Persons and extends to activities  within and outside their
duties at the Company.

This Code  prohibits  such trading  both  directly  and  indirectly  by a person
covered by this Code, including through partnerships, personal holding companies
or trusts over which such person has investment control or in which a beneficial
interest is held, or by any dependent or member of the person's immediate family
or household.  It should also be noted that this Code applies to transactions in
derivative securities, such as options.

Each  employee,  officer,  director and other Access Person should  undertake to
have a reasonable  understanding  of and to comply with  applicable  Federal and
state  laws and the rules of the  Securities  and  Exchange  Commission  ("SEC")
governing his and her activities. Any person becoming aware of acts in violation
of applicable statutes or regulations or provisions of this Code should promptly
report the matter to the Compliance Officer. Each person should be sensitive not
only to actual conflicts but to the appearance of conflicts.  Conduct  violating
this Code can harm not only the person  involved but clients and the  reputation
of the Company. As set forth in Article VI below,  violation of this code can be
expected  to result in serious  sanctions  by the  Company  up to and  including
dismissal.   Moreover,  violations  could  well  result  in  civil  or  criminal
liability.

Each  person  covered by this Code will be given a copy of the Code  annually by
the Compliance Officer and asked to sign and return a Statement of Compliance to
the Compliance  Officer that s/he has received and read it, and that s/he agrees
to report all personal securities transactions as provided in this Code.

If you have any  questions  regarding  whether  a  proposed  act or  transaction
involves  a  conflict  of  interest  or  material  non-public  information,  the
submission  of  reports,  or  interpretation  of this Code,  do not  hesitate to
consult the Compliance Officer.  Except to the extent the records of the Company
are subject to inspection by the SEC or to legal process, inquiries, reports and
information will be held in confidence by the Compliance  Officer and his or her
assistants  and legal  counsel,  unless they reveal a  violation  that  warrants
action by the Company or require a report to its Board of Directors.

Certain terms are capitalized when they appear in the Code of Conduct.  They are
defined terms,  and the  definitions  are  important.  Defined terms are defined
either  immediately  after their first use in this Code,  or in the listings set
forth in the last section of the Code.

                                       2

<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


II.   FEDERAL SECURITIES LAW STANDARDS.
      --------------------------------

Rule 17j-1 under the Investment Company Act makes it unlawful for any affiliated
person of the Company in connection with the direct or indirect Purchase or Sale
of Securities Held or to be Acquired by any Fund:

      1.    To employ any device, scheme, or artifice to defraud any Fund;

      2.    To make to any Fund any untrue  statement of a material fact or omit
            to state to such Fund a material fact necessary in order to make the
            statements made, in light of the circumstances  under which they are
            made, not misleading;

      3.    To engage in any act,  transaction,  practice  or course of business
            which operates or would operate as a fraud or deceit on any Fund; or

      4.    To engage in any  fraudulent,  deceptive or  manipulative  practices
            with respect to any Fund.


This Rule  requires  the  Company to adopt a written  code of ethics  containing
provisions  reasonably  necessary to prevent Access Persons from engaging in any
of the  foregoing,  and to use  reasonable  diligence and  institute  procedures
necessary to prevent violations of such code.

Rule 204-2(a) (12) under the  Investment  Advisers Act requires the Company:  to
keep a record of every  transaction  in a security by any director or officer of
the Company,  any employee who makes or  participates  in the  determination  of
recommendations or who in connection with his or her duties obtains  information
concerning such recommendations  prior to their effective public  dissemination,
and any  affiliated  or  controlling  person of the  Company  who  obtains  such
information;  and to institute adequate procedures and use reasonable  diligence
to obtain promptly reports of all transactions required to be reported.

Section 204(A) of the Investment Advisers Act requires the Company to establish,
maintain and enforce written policies and procedures reasonably designed, taking
into consideration the nature of the Company's  business,  to prevent the misuse
in violation of Federal  securities laws of material  non-public  information by
the Company or any person associated with the Company.

                                       3
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


III.  PROHIBITED AND RESTRICTEDTRANSACTIONS.
      -------------------------------------

      1.    INTERESTS CONFLICTING WITH RECOMMENDATIONS TO CLIENTS OF THE COMPANY
            --------------------------------------------------------------------

            Subject  to  subsection  2,  no  Access  Person  shall  directly  or
            indirectly  engage in the  Purchase or Sale of  Securities  in which
            such Access Person has, or by reason of such  transaction  acquires,
            any direct or indirect Beneficial Interest if such security, to that
            Access  Person's  actual  knowledge at the time of such  purchase or
            sale:

            (a)   is being considered for purchase or sale by any client*; or

            (b)   Is being purchased or sold by a client.

      2.    CERTAIN PRECLEARANCE TRANSACTIONS

            Subject to subsection 3, all Access Persons are required to preclear
            transactions as identified in (a), (b) and (c) of this subsection 2.
            Preclearance  requests are  effective  for 3 business  days from and
            including  the  date  the   clearance  is  granted.   The  following
            transactions are subject to preclearance under this subsection 2:

            a.)   Initial  Public  Offerings  (IPO).  All Purchases  directly or
                  indirectly by an Access Person of securities in an IPO (except
                  registered open-end investment company securities) are subject
                  to obtaining written preclearance from the Compliance Officer:

            b.)   Private  Placement.   All  purchases  and  sales  directly  or
                  indirectly  by an  Access  Person of  unregistered  securities
                  (private   placements)   are  subject  to  obtaining   written
                  preclearance from the Compliance Officer;

            c.)   Short-Term  Trading and Other  Transactions.  With  respect to
                  Access Persons who are determined by the Compliance Officer to
                  have operational  control over investment  transactions of the
                  Company   ("Operational   Control  Access  Persons")  and  who
                  therefore are required  under Article V of this Code to file a
                  "10-day Notice of Personal Trading  Report",  all purchases or
                  sales  directly  or  indirectly  by such  Operational  Control
                  Access  Persons of securities  (other than those  transactions
                  which are required or authorized  by other  provisions of this
                  Code  to  be  subject  to  obtaining   preclearance  from  the
                  Compliance  Officer) are subject to obtaining  preclearance in
                  writing from the Company's designated Control Officer in order
                  to  facilitate   the   elimination   of  potential   conflicts
                  including, among others, those relating to short-term (60 days
                  or less) trading;

* A  Security  is  being  considered  for  purchase  or  sale  beginning  when a
recommendation  to purchase or sell such security has been made and communicated
or,  with  respect  to  an  Access  Person  making  or   participating   in  the
recommendation,   when  such   person   seriously   considers   making   such  a
recommendation.  A  security  will  normally  no  longer  be  subject  to  these
restrictions  after a determination is made not to purchase or sell the security
for the account of any client or after 15 days have elapsed  since the buying or
selling program for any client has been completed.

                                       4
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


            provided  however,  the written  preclearance  requirements  of this
            Section III.2.c.) shall not apply to:

            (i)   transactions in securities  issued by any company  included in
                  the Standard and Poor's 500 Stock Index; or

            (ii)  transactions  during any calendar  month of 201 or less shares
                  and in an amount not exceeding $5,000.

      3.    THE PROHIBITIONS AND RESTRICTIONS OF SUBSECTION 1 AND 2 DO NOT APPLY
            --------------------------------------------------------------------
            TO:
            ---

            (a)   Purchases  or sales  effected  in any  account  over which the
                  Access Person has no direct or indirect  influence or control;
                  or

            (b)   Purchases  or sales of  securities  which are not eligible for
                  purchase  or sale by any  client.  If there is any doubt as to
                  which securities are eligible, consult the Compliance Officer;
                  or

            (c)   Purchases  or sales  which are  non-volitional  on the part of
                  either the Access Person or the client; or

            (d)   Purchases which are part of an automatic dividend reinvestment
                  plan; or

            (e)   Purchases  effected  upon the exercise of rights  issued by an
                  issuer pro rata to all  holders of a class of its  securities,
                  to the extent such rights were acquired from such issuer,  and
                  sales of such rights so acquired; or

            (f)   Purchases  or sales which  receive  the prior  approval of the
                  Compliance   Officer   because  (i)  they  are  only  remotely
                  potentially harmful to a client in that they would be unlikely
                  to  affect a highly  institutional  market;  or (ii)  they are
                  clearly  not  related  economically  to the  securities  to be
                  purchased, sold or held by any client; or

            (g)   Purchases  or  sales  of (i)  shares  of  registered  open-end
                  investment companies, (ii) securities issued by the government
                  of the United States, (iii) securities issued or guaranteed as
                  to  principal  or  interest  by the  United  States or certain
                  instrumentalities of the government of the United States (such
                  as FNMA and GNMA) which mature within 12 months, (iv) bankers'
                  acceptances and bank  certificates of deposit,  (v) commercial
                  paper and (vi) such  other  money  market  instruments  as are
                  designated by the Compliance Officer.

      4.    CONFLICTING INTEREST WITH BEST EXECUTION FOR CLIENT
            ---------------------------------------------------

No Access  Person  placing  orders for  clients  with  brokers or dealers  shall
purchase or sell, directly or indirectly, any security in which such person has,
or by reason of such  transaction  acquires,  any direct or indirect  Beneficial
Interest  from,  to or through  such  brokers  or  dealers  if such  transaction
receives or


                                       5
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


represents  special  treatment in relation to its volume or terms or
is based on recommendations made by such brokers or dealers.

      5.    INSIDER TRADING
            ---------------

No Access Person or employee of the Company shall purchase or sell,  directly or
indirectly,  personally or on behalf of others,  including clients, any security
while in possession of material non-public information,  or communicate material
non-public  information  to others  ("tipping")  in violation  of the law.  This
prohibition extends to activities within and outside such person's duties at the
Company and,

            (a)   Information is generally  considered  material when there is a
                  substantial   likelihood  that  a  reasonable  investor  would
                  consider  it  important  in  making  his  or  her   investment
                  decision,   or  when  it  is  reasonably   likely  to  have  a
                  substantial  effect  on the price of a  company's  securities.
                  Examples  include,  but are not limited to, dividend  changes,
                  earnings  estimates,  changes in previously  released earnings
                  estimates,  significant  merger or  acquisition  proposals  or
                  agreements,   major  litigation,   liquidation   problems  and
                  extraordinary  management  developments.  Material information
                  does not  have to  relate  to a  company's  business,  but can
                  include  knowledge of a forthcoming  report or  recommendation
                  concerning an issuer's securities that will have a significant
                  market effect.

            (b)   Information is generally  considered  non-public  until it has
                  been effectively communicated to the marketplace.  One must be
                  able to point to some  fact to show  that the  information  is
                  generally public.  Examples would include information found in
                  a report  filed with the SEC,  or  appearing  on the Dow Jones
                  broad tape or in publications of general circulation.

            (c)   It is unlawful not only to use inside  information  by trading
                  while in possession of it but also to  communicate  (tip) such
                  information to others who trade on the bases of it.

      6.    PENALTIES FOR INSIDER TRADING.
            -----------------------------

Penalties for trading on or communicating  material  non-public  information are
severe,  both for  individuals  involved  in such  unlawful  conduct  and  their
employers.  A person, for example can be subject to some or all of the penalties
below  even  if he or she  does  not  personally  benefit  from  the  violation.
Penalties include:

            -     civil injunctions

            -     treble damages

            -     disgorgement of profits

            -     jail sentences

            -     fines for the  person who  committed  the  violation  of up to
                  three times the profit gained or loss avoided,  whether or not
                  the person actually benefitted, and

            -     fines for the  employer or other  controlling  person of up to
                  the  greater of  $1,000,000  or three  times the amount of the
                  profit gained or loss avoided.

                                       6
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


In addition,  as set forth in Article VI below any violation of this code can be
expected  to result in serious  sanctions  by the  Company  up to and  including
dismissal of the persons involved.

      7.    GIFTS
            -----

No Access  Person may accept gifts or  entertainment  of more than nominal value
from any  person  that does  business  with or on behalf of the  Company  or its
clients, or any of their respective affiliates.

      8.    BOARD MEMBERSHIP
            ----------------

Approval  from the  Compliance  Officer is required  before any Access Person is
permitted to serve as a board member of any for-profit organization.

                                       7
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


IV.   PROCEDURES - TRADING AND INSIDE INFORMATION
      -------------------------------------------

The following  procedures have been  established to aid our officers,  directors
and employees in avoiding insider trading, and to aid the Company in preventing,
detecting  and  imposing  sanctions  against  insider  trading.  Every  officer,
director and employee must follow these  procedures  or risk serious  sanctions,
including dismissal,  substantial personal liability and criminal penalties.  If
you have any questions about these procedures consult the Compliance Officer.

      1.    IDENTIFYING INSIDE INFORMATION.
            ------------------------------

Before trading for yourself or others in the securities of a company about which
you may have potential inside information, ask yourself the following questions:

            a)    Is the  information  material?  Is  this  information  that an
                  investor  might  consider  important  in  making  his  or  her
                  investment   decisions?   Is  this   information   that  might
                  substantially  affect the market  price of the  securities  if
                  generally disclosed?

            b)    Is the information  non-public?  To whom has this  information
                  been   provided?   Has  the   information   been   effectively
                  communicated to the marketplace by being published in REUTERS,
                  THE  WALL  STREET  JOURNAL,   other  publications  of  general
                  circulation or a report filed with the SEC?

If,  after  consideration  of the above,  you believe  that the  information  is
material and non-public,  or if you have questions as to whether the information
is material and non-public, you should take the following steps;

      i.    Report the matter immediately to the Compliance  Officer,  including
            the date  and time  received,  by whom and how the  information  was
            received.

      ii.   Do not  purchase  or sell the  securities  on behalf of  yourself or
            others.

      iii.  Do not  communicate  the  information  other than to the  Compliance
            Officer.

      iv.   Information  in your  possession  that you  identify as material and
            non-public should be placed in a secured area and access to computer
            files  containing   material   non-public   information   should  be
            restricted.

      v.    Notify  the  Compliance  Officer   immediately  upon  conveying  any
            potentially material,  non-public  information to anyone else within
            the  Chubb  group  of  companies,  including  the  date and time the
            information  was  conveyed,  by whom  and how  the  information  was
            received.  (Material,   non-public  information  must  sometimes  be
            conveyed for valid business reasons, e.g., to take some action other
            than trading in securities.)

      vi.   After the  Compliance  Officer has reviewed  the issue,  you will be
            instructed  to  continue  the   prohibitions   against  trading  and
            communication,  or you will be allowed to trade and  communicate the
            information.

                                       8
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


V.    REPORTS OF PERSONAL  SECURITIES TRADING AND OTHER DUTIES OF THE COMPLIANCE
      --------------------------------------------------------------------------
      OFFICER.
      --------

For purposes of Rule 204-2(a)(12), as a designated Access Person you must submit
to the Compliance  Officer within 10 days after the end of each calendar quarter
a report (the  "Quarterly  Securities  Transaction  Report") of each  securities
transaction in which you, or your family (including your spouse,  minor children
and  relatives  who share your  home),  or trusts of which you are trustee or in
which you have or acquire any direct or indirect  Beneficial  Interest.  Written
authorization  excepting specific kinds of personal accounts or particular kinds
of  transactions  from  these  reporting  requirements  may  be  granted  in the
discretion of the Compliance Officer. One example of a possible exception may be
a trust  account  in which you have a  Beneficial  Interest  but do not have the
right to direct investments.  No such exception shall be granted,  however,  for
any personal  account  where  investment  discretion  is retained,  or where the
personal account may be otherwise used to violate these policies and procedures.

Exempt  from  such  reporting  requirements  under  Rule  204-2(a)(12)  are  the
following:  (a) transactions effected in any account over which neither you, nor
the Company, nor any other Access Person has any direct or indirect influence or
control;  (b)  transactions  in securities  issued by affiliated or unaffiliated
registered  open-end  investment  companies;  and (c) transactions in securities
which are direct obligations of The United States.

Please note that due to the express  wording of Rule  204-2(a)(12)  as an Access
Person  you are  required  to  report  certain  types of  transactions  (such as
automatic  dividend   reinvestment  plan   transactions,   or  commercial  paper
transactions)  even though such transactions may not be "prohibited"  under Rule
17(j) or Section  204A as  discussed  above.  Further,  these Rule  204-2(a)(12)
reporting requirements apply regardless of whether or not the subject securities
are Securities Held or to be Acquired by a Fund or Client of the Company.

The  Quarterly  Securities  Transaction  Report  shall  include  the name of the
security,  date and nature of the transaction,  quantity,  price and the name of
the broker,  dealer or bank through which the  transaction  was effected.  If no
reportable  transactions  occurred during the applicable quarter,  the Quarterly
Securities Transaction report should so state.

In  addition,  with respect to all  securities  transactions  reportable  in the
Quarterly Securities  Transaction Reports,  those certain Access Persons who are
specially  identified and designated for such purposes by the Compliance Officer
as having operational control over investment  transactions of the Company, must
also: (1) obtain written  preclearance from the Company's Control Officer as set
forth in Item III.2.c.) above; and (2) submit to the Compliance Officer a report
(the  "10-Day  Notice  of  Personal  Trading  Report")  of all  such  securities
transactions within 10 days of the transaction trade date.

The  Compliance  Officer will prepare and furnish forms on which such 10-Day and
Quarterly Reports are to be made, but may also accept in their place a directive
to your broker to send duplicate  confirmations  of all trades to the Compliance
Officer.  The 10-Day and Quarterly  Reports will be maintained  and filed by the
Compliance  Officer as a record of security  transactions  by Access  Persons as
required by the  securities  laws.  The reports will be available  for reference
during any compliance investigation.

                                       9
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


Personal securities  transactions will be reviewed by the Compliance Officer for
signs of any unusual  trades or trading  patterns  which may indicate  that such
trades  are  being  made  based  on  non-public  material   information  or  for
indications of possible other violations of this Code.

The Compliance  Officer shall be responsible for distributing  this Code to each
employee,  officer and  director of the Company and to other  Access  Persons at
least  annually,  and for  identifying and advising each Access Person of his or
her status as such. The Compliance  Officer shall be responsible for maintaining
the records required by Rule 17j-1 of the Investment  Company Act and Rule 204-2
(a) (12) of the  Investment  Advisers Act and by this Code and for reviewing all
reports of transactions  filed pursuant to this Article to ascertain whether any
violation of this Code may have  occurred,  and shall  report each  violative or
questionable  transaction  to  the  Board  of  Directors  of  the  Company.  The
Compliance Officer shall also report to the Board of Directors of the Company on
at least a  quarterly  basis  with  respect  to the  operation  of this Code and
related  procedures.  Such  Officer  may require  other  reports,  specially  or
periodically, at his or her discretion.

Any Access  Person  having  purchased or sold any direct or indirect  Beneficial
Interest in any security  within 15 days of such security  being  considered for
purchase  or sale by any client  shall,  as soon as s/he  becomes  aware of such
consideration,  immediately  report  this  fact  and  the  nature  of his or her
interest to the  Compliance  Officer.  If feasible  within the  applicable  time
constraints,  such person shall refrain from participating in or influencing any
such  recommendation  within the specified  15-day period unless the  Compliance
Officer  has  approved  of such  person's  participation  in the  recommendation
process.  If advance review with the Compliance  Officer is not practical due to
applicable time constraints,  however, then the Access Person may participate in
such  recommendation  process  without such prior  approval from the  Compliance
Officer,  but only on the  condition  that such Access Person must report her or
his  participation  in such  recommendation  process to the  Compliance  Officer
within 10 days after such participation.

                                       10
<PAGE>


VI.   SANCTIONS.
      ---------

Upon discovering a violation of this Code, the Board of Directors of the Company
may impose such  sanctions as it deems  appropriate.  These may  include,  among
others,  a request that any profits or reduction in losses  realized by a person
subject to this Code resulting  from the prohibited  conduct be paid over to the
Company;  a letter of censure;  or suspension or  termination of the person from
association  with the  Company.  All  material  violations  of this Code and any
sanctions  imposed with respect  thereto shall be reported  periodically  to the
Board of Directors of the Funds which respect to whose  securities the violation
occurred.

                                       11
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


VII.  DEFINITIONS.
      -----------

"Access Person" means:

      (1)   Any director or officer of the Company;

      (2)   Any  employee  of  the  Company  (or  of any  company  in a  control
            relationship  to the  Company)  who, in  connection  with her or his
            regular  functions  or duties,  makes,  participates  in, or obtains
            information  regarding  the  purchase  or  sale of a  security  by a
            client,   or  whose   functions   relate   to  the   making  of  any
            recommendation  with respect to such  purchases or sales,  including
            any   employee  who  places   orders  or   otherwise   arranges  for
            transactions  for any client but excluding any employee who received
            no information about current recommendations or trading;

      (3)   Any  natural  person in a control  relationship  to the  Company who
            obtains  information  (other than  publicly  available  information)
            concerning  recommendations  made to any client  with  regard to the
            purchase or sale of a security; and

      (4)   Such other persons as may be designated by the Compliance Officer.

"Beneficial Interest" is a pecuniary interest, as interpreted in the same manner
as in  determining  whether a person is subject to Section 16 of the  Securities
Exchange Act of 1934 and the rules thereunder,  except that the determination of
direct and indirect  beneficial  interest shall apply to all securities which an
Access  Person  has or  acquires.  This  would  include  among  other  examples,
securities  owned by a spouse or minor  child,  a relative who shares your home,
any present interest in a trust or estate, certain interests in corporations and
partnerships  and most  arrangements  under  which you have a  present  right to
acquire ownership of a security.

"Control Officer" shall be the person designated by the President of the Company
to  perform  such  duties,  provided  that to the  extent  that  the  person  so
designated  would otherwise be the direct subject of any particular  decision or
action of the  Company  Recorder,  then,  for the  limited  purposes of any such
decision or action,  the  President  of the  Company  shall serve as the Control
Officer.

"Compliance Officer" shall be the person designated by the Board of Directors of
the Company to perform such duties,  provided that to the extent that the person
so designated  would otherwise be the direct subject of any particular  decision
or action of the Compliance Officer,  then, for the limited purposes of any such
decision or action,  the President of the Company shall serve as the  Compliance
Officer.

"Operational   Control  Access  Person"  means  those  Access  Persons  who  are
determined  by the  Compliance  Officer  to have  operational  control  over the
investment transactions of the Company.

"Purchase  or Sale of  Securities"  includes,  inter alia,  writing an option to
purchase or sell the security,  the  acquisition  or  disposition  of an option,
warrant,  right or other  interest  relating  to a  security,  and any  security
presently convertible into or exchangeable for a security held or to be acquired
by a client.

                                       12
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


"Securities  Held or to be  Acquired"  by a client or Fund  means  any  security
which,  within  the most  recent 15 days,  (i) is or has been so held or (ii) is
being or has been so considered for purchase by such clients or Fund.

                                       13
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------

















                                   APPENDICES



















                                       14
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


                           CHUBB ASSET MANAGERS, INC.
                           --------------------------

          LIST OF ACCESS PERSONS AND OPERATIONAL CONTROL ACCESS PERSONS
          -------------------------------------------------------------

                                 ACCESS PERSONS
                                 --------------


   INDIVIDUAL                TITLE
   ----------                -----
   Gail E. Devlin            Director
   Dean R. O'Hare            Director, Chairman and Chief Executive Officer
   Henry G. Gulick           Secretary
   Philip J. Sempier         Treasurer
   Conceta Gaglia                     Advisory Person/Representative
   Shirlene Moore                     Advisory Person/Representative
   Rose Marie Buckle         Advisory Person/Representative
   Lynn Peoples                       Advisory Person/Representative
   Pamela M. Siana           Advisory Person/Representative
   Tammie Vosburg            Advisory Person/Representative

                       OPERATIONAL CONTROL ACCESS PERSONS
                       ----------------------------------

   Michael O'Reilly          Director, President and Chief Operating Officer
   Roger Brookhouse          Senior Vice President
   Frederick W. Gaertner              Senior Vice President
   Ned I. Gerstman           Senior Vice President
   Marjorie D. Raines                 Senior Vice President
   Robert Witkoff                     Senior Vice President
   Thomas J. Swartz, III              Vice President
   Paul R. Geyer                      Vice President
   William Clarkson          Vice President
   Emma Fishwick             Vice President
   Peter Johnson                      Assistant Vice President
   Charles Chesebrough                Advisory Person/Representative
   Brian Gingrich                     Advisory Person/Representative

                                       15
<PAGE>


CHUBB ASSET MANAGERS, INC.      CODE OF CONDUCT                        JULY 1999
- --------------------------------------------------------------------------------


                           CHUBB ASSET MANAGERS, INC.

                      ACCESS PERSON STATEMENT OF COMPLIANCE

FULL NAME:
          -------------------------------------------------------

SPOUSE'S NAME:
              ---------------------------------------------------

CHILDREN'S NAMES:  ---------------------

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

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

                             STATEMENT OF COMPLIANCE

I HAVE READ AND  REVIEWED  THE CHUBB ASSET  MANAGERS  CODE OF CONDUCT AS REVISED
EFFECTIVE  JULY 1999 AND  AGREE TO  COMPLY  FULLY  WITH THE CODE OF  CONDUCT.  I
UNDERSTAND  THAT  ANY  VIOLATION  OF THE  CODE OR  FAILURE  TO  COMPLY  WITH THE
PROCEDURES COULD NOT ONLY RESULT IN MY IMMEDIATE DISMISSAL, BUT MAY ALSO SUBJECT
ME, MY  FAMILY,  THE  COMPANY,  AND THE  COMPANY'S  DIRECTORS  AND  OFFICERS  TO
REGULATORY, CIVIL AND CRIMINAL SANCTIONS.

AS PART OF MY  COMPLIANCE  WITH THE CODE OF CONDUCT,  I  UNDERSTAND  THAT I MUST
REPORT TO THE  COMPLIANCE  OFFICER ALL  SECURITIES  TRANSACTIONS  AS REQUIRED BY
ARTICLE V OF THE CODE ON THE PROVIDED  QUARTERLY  SECURITIES  TRANSACTION REPORT
FORM (OR WITH THE APPROVAL OF THE COMPLIANCE OFFICER ARRANGE TO HAVE REPORTED BY
DUPLICATE  BROKER  CONFIRMATIONS)  NOT LATER  THAN 10 DAYS AFTER THE END OF EACH
CALENDAR QUARTER.

____  FURTHER,  IF I HAVE  INITIALED THE SPACE WHICH APPEARS TO THE LEFT OF THIS
      SENTENCE,  I ALSO  CONFIRM  MY  UNDERSTANDING  THAT I HAVE BEEN  SPECIALLY
      IDENTIFIED  AND  DESIGNATED  BY THE  COMPLIANCE  OFFICER AS A PERSON  WITH
      OPERATIONAL  CONTROL  OVER  THE  COMPANY'S  INVESTMENTS  (AN  "OPERATIONAL
      CONTROL  ACCESS  PERSON") AND WHO  THEREFORE  SHOULD FILE 10-DAY NOTICE OF
      PERSONAL  SECURITIES  TRADING  REPORTS IN ADDITION TO THE  ABOVE-MENTIONED
      QUARTERLY  REPORTS.  BY SUCH INITIALS I CONFIRM MY  UNDERSTANDING  THAT AS
      PART OF MY  COMPLIANCE  WITH THE CODE OF  CONDUCT,  I MUST  REPORT  TO THE
      COMPLIANCE OFFICER ALL SECURITIES TRANSACTIONS AS REQUIRED BY ARTICLE V OF
      THE CODE ON THE  PROVIDED  10-DAY  NOTICE OF PERSONAL  SECURITIES  TRADING
      REPORT FORM (OR WITH THE  APPROVAL OF THE  COMPLIANCE  OFFICER  ARRANGE TO
      HAVE REPORTED BY DUPLICATE  BROKER  CONFIRMATIONS)  NOT LATER THAN 10 DAYS
      AFTER THE TRADE DATE.

I UNDERSTAND THAT THIS INFORMATION WILL BE HELD IN STRICTEST CONFIDENCE AND WILL
BE USED ONLY FOR THE PURPOSE OF ENSURING  COMPLIANCE WITH APPLICABLE LAW AND THE
PROVISIONS OF THE CODE.

- -----------------------                           ------------------------------
      DATE                                             NAME (PLEASE PRINT)

                                                  ------------------------------
                                                             SIGNATURE

THIS FORM SHOULD BE COMPLETED IN ITS ENTIRETY AND DELIVERED TO: HENRY G. GULICK,
COMPLIANCE OFFICER,  CHUBB ASSET MANAGERS,  INC. 15 MOUNTAIN VIEW ROAD, P.O. BOX
1615,  WARREN,  NJ  07061-1615,  TELEPHONE:  (908)  903-3561.  FACSIMILE:  (908)
903-2003.

                                       26


<TABLE> <S> <C>


<ARTICLE>                                            6
<SERIES>
   <NUMBER>                   1
   <NAME>                     GOVERNMENT SECURITIES FUND

<S>                                            <C>
<PERIOD-TYPE>                                  12-MOS
<FISCAL-YEAR-END>                              DEC-31-1999
<PERIOD-START>                                 JAN-01-1999
<PERIOD-END>                                   DEC-31-1999
<INVESTMENTS-AT-COST>                             30,009,169
<INVESTMENTS-AT-VALUE>                            29,060,083
<RECEIVABLES>                                        323,048
<ASSETS-OTHER>                                       553,486
<OTHER-ITEMS-ASSETS>                                       0
<TOTAL-ASSETS>                                    29,936,617
<PAYABLE-FOR-SECURITIES>                                   0
<SENIOR-LONG-TERM-DEBT>                                    0
<OTHER-ITEMS-LIABILITIES>                             45,709
<TOTAL-LIABILITIES>                                   45,709
<SENIOR-EQUITY>                                            0
<PAID-IN-CAPITAL-COMMON>                          31,100,028
<SHARES-COMMON-STOCK>                              2,891,064
<SHARES-COMMON-PRIOR>                              2,984,712
<ACCUMULATED-NII-CURRENT>                             21,141
<OVERDISTRIBUTION-NII>                                     0
<ACCUMULATED-NET-GAINS>                                    0
<OVERDISTRIBUTION-GAINS>                            (281,175)
<ACCUM-APPREC-OR-DEPREC>                            (949,086)
<NET-ASSETS>                                      29,890,908
<DIVIDEND-INCOME>                                          0
<INTEREST-INCOME>                                  1,924,122
<OTHER-INCOME>                                             0
<EXPENSES-NET>                                       313,174
<NET-INVESTMENT-INCOME>                            1,610,948
<REALIZED-GAINS-CURRENT>                             (39,186)
<APPREC-INCREASE-CURRENT>                         (1,950,772)
<NET-CHANGE-FROM-OPS>                               (379,010)
<EQUALIZATION>                                             0
<DISTRIBUTIONS-OF-INCOME>                          1,610,948
<DISTRIBUTIONS-OF-GAINS>                                   0
<DISTRIBUTIONS-OTHER>                                      0
<NUMBER-OF-SHARES-SOLD>                                    0
<NUMBER-OF-SHARES-REDEEMED>                                0
<SHARES-REINVESTED>                                        0
<NET-CHANGE-IN-ASSETS>                            (1,610,947)
<ACCUMULATED-NII-PRIOR>                               16,625
<ACCUMULATED-GAINS-PRIOR>                                  0
<OVERDISTRIB-NII-PRIOR>                                    0
<OVERDIST-NET-GAINS-PRIOR>                           237,474
<GROSS-ADVISORY-FEES>                                 62,563
<INTEREST-EXPENSE>                                         0
<GROSS-EXPENSE>                                      470,255
<AVERAGE-NET-ASSETS>                              31,281,500
<PER-SHARE-NAV-BEGIN>                                  11.02
<PER-SHARE-NII>                                        0.550
<PER-SHARE-GAIN-APPREC>                               (0.680)
<PER-SHARE-DIVIDEND>                                   0.550
<PER-SHARE-DISTRIBUTIONS>                              0.000
<RETURNS-OF-CAPITAL>                                   0.000
<PER-SHARE-NAV-END>                                   10.340
<EXPENSE-RATIO>                                         1.00



</TABLE>

<TABLE> <S> <C>


<ARTICLE>                                            6
<SERIES>
   <NUMBER>                   2
   <NAME>                     TOTAL RETURN FUND

<S>                                            <C>
<PERIOD-TYPE>                                  12-MOS
<FISCAL-YEAR-END>                              DEC-31-1999
<PERIOD-START>                                 JAN-01-1999
<PERIOD-END>                                   DEC-31-1999
<INVESTMENTS-AT-COST>                                 30,971,531
<INVESTMENTS-AT-VALUE>                                38,731,124
<RECEIVABLES>                                          1,156,044
<ASSETS-OTHER>                                           271,040
<OTHER-ITEMS-ASSETS>                                       2,753
<TOTAL-ASSETS>                                        40,160,961
<PAYABLE-FOR-SECURITIES>                                       0
<SENIOR-LONG-TERM-DEBT>                                        0
<OTHER-ITEMS-LIABILITIES>                                101,526
<TOTAL-LIABILITIES>                                      101,526
<SENIOR-EQUITY>                                                0
<PAID-IN-CAPITAL-COMMON>                              32,248,528
<SHARES-COMMON-STOCK>                                  2,079,710
<SHARES-COMMON-PRIOR>                                  2,223,505
<ACCUMULATED-NII-CURRENT>                                      0
<OVERDISTRIBUTION-NII>                                    11,910
<ACCUMULATED-NET-GAINS>                                   18,607
<OVERDISTRIBUTION-GAINS>                                       0
<ACCUM-APPREC-OR-DEPREC>                               7,759,593
<NET-ASSETS>                                          40,059,435
<DIVIDEND-INCOME>                                        260,549
<INTEREST-INCOME>                                      1,060,897
<OTHER-INCOME>                                                 0
<EXPENSES-NET>                                           582,228
<NET-INVESTMENT-INCOME>                                  739,218
<REALIZED-GAINS-CURRENT>                              (1,793,113)
<APPREC-INCREASE-CURRENT>                                 92,901
<NET-CHANGE-FROM-OPS>                                   (960,994)
<EQUALIZATION>                                                 0
<DISTRIBUTIONS-OF-INCOME>                                788,420
<DISTRIBUTIONS-OF-GAINS>                               5,586,753
<DISTRIBUTIONS-OTHER>                                          0
<NUMBER-OF-SHARES-SOLD>                                   55,017
<NUMBER-OF-SHARES-REDEEMED>                              525,499
<SHARES-REINVESTED>                                      326,687
<NET-CHANGE-IN-ASSETS>                                (2,795,138)
<ACCUMULATED-NII-PRIOR>                                        0
<ACCUMULATED-GAINS-PRIOR>                                      0
<OVERDISTRIB-NII-PRIOR>                                    5,423
<OVERDIST-NET-GAINS-PRIOR>                                     0
<GROSS-ADVISORY-FEES>                                     39,805
<INTEREST-EXPENSE>                                             0
<GROSS-EXPENSE>                                          582,228
<AVERAGE-NET-ASSETS>                                  19,902,500
<PER-SHARE-NAV-BEGIN>                                     19.270
<PER-SHARE-NII>                                            0.417
<PER-SHARE-GAIN-APPREC>                                    3.113
<PER-SHARE-DIVIDEND>                                      (0.410)
<PER-SHARE-DISTRIBUTIONS>                                 (3.130)
<RETURNS-OF-CAPITAL>                                       0.000
<PER-SHARE-NAV-END>                                       19.260
<EXPENSE-RATIO>                                             1.32


</TABLE>

<TABLE> <S> <C>


<ARTICLE>                                            6
<SERIES>
   <NUMBER>                   3
   <NAME>                     TAX EXEMPT FUND

<S>                                            <C>
<PERIOD-TYPE>                                  12-MOS
<FISCAL-YEAR-END>                              DEC-31-1999
<PERIOD-START>                                 JAN-01-1999
<PERIOD-END>                                   DEC-31-1999
<INVESTMENTS-AT-COST>                     28,095,248
<INVESTMENTS-AT-VALUE>                                     27,704,695
<RECEIVABLES>                                                 450,266
<ASSETS-OTHER>                                                390,066
<OTHER-ITEMS-ASSETS>                                                0
<TOTAL-ASSETS>                                             28,545,027
<PAYABLE-FOR-SECURITIES>                                            0
<SENIOR-LONG-TERM-DEBT>                                             0
<OTHER-ITEMS-LIABILITIES>                                     136,428
<TOTAL-LIABILITIES>                                           136,428
<SENIOR-EQUITY>                                                     0
<PAID-IN-CAPITAL-COMMON>                                   28,807,826
<SHARES-COMMON-STOCK>                                       2,404,028
<SHARES-COMMON-PRIOR>                                       2,488,641
<ACCUMULATED-NII-CURRENT>                                           0
<OVERDISTRIBUTION-NII>                                         (8,119)
<ACCUMULATED-NET-GAINS>                                          (555)
<OVERDISTRIBUTION-GAINS>                                            0
<ACCUM-APPREC-OR-DEPREC>                                     (390,553)
<NET-ASSETS>                                               28,408,599
<DIVIDEND-INCOME>                                                   0
<INTEREST-INCOME>                                           1,613,192
<OTHER-INCOME>                                                      0
<EXPENSES-NET>                                                304,392
<NET-INVESTMENT-INCOME>                                     1,308,800
<REALIZED-GAINS-CURRENT>                                       10,244
<APPREC-INCREASE-CURRENT>                                  (2,317,247)
<NET-CHANGE-FROM-OPS>                                        (998,203)
<EQUALIZATION>                                                      0
<DISTRIBUTIONS-OF-INCOME>                                   1,307,690
<DISTRIBUTIONS-OF-GAINS>                                      (12,009)
<DISTRIBUTIONS-OTHER>                                               0
<NUMBER-OF-SHARES-SOLD>                                       193,058
<NUMBER-OF-SHARES-REDEEMED>                                   372,252
<SHARES-REINVESTED>                                            98,581
<NET-CHANGE-IN-ASSETS>                                       (975,602)
<ACCUMULATED-NII-PRIOR>                                             0
<ACCUMULATED-GAINS-PRIOR>                                           0
<OVERDISTRIB-NII-PRIOR>                                        12,570
<OVERDIST-NET-GAINS-PRIOR>                                         28
<GROSS-ADVISORY-FEES>                                          60,856
<INTEREST-EXPENSE>                                                  0
<GROSS-EXPENSE>                                               464,173
<AVERAGE-NET-ASSETS>                                       30,428,000
<PER-SHARE-NAV-BEGIN>                                          12.740
<PER-SHARE-NII>                                                 0.533
<PER-SHARE-GAIN-APPREC>                                        (0.935)
<PER-SHARE-DIVIDEND>                                           (0.533)
<PER-SHARE-DISTRIBUTIONS>                                      (0.005)
<RETURNS-OF-CAPITAL>                                            0.000
<PER-SHARE-NAV-END>                                            11.800
<EXPENSE-RATIO>                                                  1.00


</TABLE>

<TABLE> <S> <C>


<ARTICLE>                                            6
<SERIES>
   <NUMBER>                   4
   <NAME>                     GROWTH & INCOME FUND

<S>                                            <C>
<PERIOD-TYPE>                                  12-MOS
<FISCAL-YEAR-END>                              DEC-31-1999
<PERIOD-START>                                 JAN-01-1999
<PERIOD-END>                                   DEC-31-1999
<INVESTMENTS-AT-COST>                             60,814,770
<INVESTMENTS-AT-VALUE>                            84,140,785
<RECEIVABLES>                                        141,769
<ASSETS-OTHER>                                    10,946,295
<OTHER-ITEMS-ASSETS>                                       0
<TOTAL-ASSETS>                                    95,228,849
<PAYABLE-FOR-SECURITIES>                                   0
<SENIOR-LONG-TERM-DEBT>                                    0
<OTHER-ITEMS-LIABILITIES>                            389,280
<TOTAL-LIABILITIES>                                  389,280
<SENIOR-EQUITY>                                            0
<PAID-IN-CAPITAL-COMMON>                          73,306,667
<SHARES-COMMON-STOCK>                              3,420,590
<SHARES-COMMON-PRIOR>                              2,841,294
<ACCUMULATED-NII-CURRENT>                                  0
<OVERDISTRIBUTION-NII>                                     0
<ACCUMULATED-NET-GAINS>                           (1,793,113)
<OVERDISTRIBUTION-GAINS>                          23,326,015
<ACCUM-APPREC-OR-DEPREC>                                   0
<NET-ASSETS>                                      94,839,569
<DIVIDEND-INCOME>                                    640,524
<INTEREST-INCOME>                                    118,963
<OTHER-INCOME>                                             0
<EXPENSES-NET>                                       862,418
<NET-INVESTMENT-INCOME>                             (107,218)
<REALIZED-GAINS-CURRENT>                           8,592,899
<APPREC-INCREASE-CURRENT>                         11,647,179
<NET-CHANGE-FROM-OPS>                             20,132,860
<EQUALIZATION>                                             0
<DISTRIBUTIONS-OF-INCOME>                                  0
<DISTRIBUTIONS-OF-GAINS>                                   0
<DISTRIBUTIONS-OTHER>                                      0
<NUMBER-OF-SHARES-SOLD>                               91,029
<NUMBER-OF-SHARES-REDEEMED>                          865,772
<SHARES-REINVESTED>                                  353,240
<NET-CHANGE-IN-ASSETS>                           (10,052,985)
<ACCUMULATED-NII-PRIOR>                                    0
<ACCUMULATED-GAINS-PRIOR>                                  0
<OVERDISTRIB-NII-PRIOR>                              (13,343)
<OVERDIST-NET-GAINS-PRIOR>                                 0
<GROSS-ADVISORY-FEES>                                130,692
<INTEREST-EXPENSE>                                         0
<GROSS-EXPENSE>                                      985,604
<AVERAGE-NET-ASSETS>                              65,346,000
<PER-SHARE-NAV-BEGIN>                                 23.960
<PER-SHARE-NII>                                       (0.030)
<PER-SHARE-GAIN-APPREC>                                7.080
<PER-SHARE-DIVIDEND>                                   0.000
<PER-SHARE-DISTRIBUTIONS>                             (3.280)
<RETURNS-OF-CAPITAL>                                   0.000
<PER-SHARE-NAV-END>                                   27.730
<EXPENSE-RATIO>                                         1.32



</TABLE>

<TABLE> <S> <C>


<ARTICLE>                                            6
<SERIES>
   <NUMBER>                   5
   <NAME>                     GLOBAL INCOME FUND

<S>                                            <C>
<PERIOD-TYPE>                                  12-MOS
<FISCAL-YEAR-END>                              DEC-31-1999
<PERIOD-START>                                 JAN-01-1999
<PERIOD-END>                                   DEC-31-1999
<INVESTMENTS-AT-COST>                                76,002,819
<INVESTMENTS-AT-VALUE>                               70,699,916
<RECEIVABLES>                                         5,935,259
<ASSETS-OTHER>                                                0
<OTHER-ITEMS-ASSETS>                                  3,873,979
<TOTAL-ASSETS>                                       76,635,175
<PAYABLE-FOR-SECURITIES>                                      0
<SENIOR-LONG-TERM-DEBT>                                       0
<OTHER-ITEMS-LIABILITIES>                               550,272
<TOTAL-LIABILITIES>                                     550,272
<SENIOR-EQUITY>                                               0
<PAID-IN-CAPITAL-COMMON>                             86,557,174
<SHARES-COMMON-STOCK>                                 8,557,912
<SHARES-COMMON-PRIOR>                                 8,842,111
<ACCUMULATED-NII-CURRENT>                                     0
<OVERDISTRIBUTION-NII>                                 (820,361)
<ACCUMULATED-NET-GAINS>                                       0
<OVERDISTRIBUTION-GAINS>                             (4,240,798)
<ACCUM-APPREC-OR-DEPREC>                             (5,411,112)
<NET-ASSETS>                                         76,084,903
<DIVIDEND-INCOME>                                             0
<INTEREST-INCOME>                                     5,083,671
<OTHER-INCOME>                                           (2,063)
<EXPENSES-NET>                                        1,110,734
<NET-INVESTMENT-INCOME>                               3,970,874
<REALIZED-GAINS-CURRENT>                             (2,625,168)
<APPREC-INCREASE-CURRENT>                            (9,794,204)
<NET-CHANGE-FROM-OPS>                                (8,448,498)
<EQUALIZATION>                                                0
<DISTRIBUTIONS-OF-INCOME>                            (2,797,922)
<DISTRIBUTIONS-OF-GAINS>                                      0
<DISTRIBUTIONS-OTHER>                                (1,172,843)
<NUMBER-OF-SHARES-SOLD>                                 417,998
<NUMBER-OF-SHARES-REDEEMED>                           1,080,087
<SHARES-REINVESTED>                                     377,890
<NET-CHANGE-IN-ASSETS>                              (15,128,348)
<ACCUMULATED-NII-PRIOR>                                       0
<ACCUMULATED-GAINS-PRIOR>                                     0
<OVERDISTRIB-NII-PRIOR>                                 820,361
<OVERDIST-NET-GAINS-PRIOR>                            2,266,814
<GROSS-ADVISORY-FEES>                                   164,552
<INTEREST-EXPENSE>                                            0
<GROSS-EXPENSE>                                       1,169,520
<AVERAGE-NET-ASSETS>                                 82,276,000
<PER-SHARE-NAV-BEGIN>                                    10.320
<PER-SHARE-NII>                                           0.458
<PER-SHARE-GAIN-APPREC>                                   1.430
<PER-SHARE-DIVIDEND>                                     (0.323)
<PER-SHARE-DISTRIBUTIONS>                                 0.000
<RETURNS-OF-CAPITAL>                                     (0.135)
<PER-SHARE-NAV-END>                                       8.890
<EXPENSE-RATIO>                                            1.35



</TABLE>

<TABLE> <S> <C>


<ARTICLE>                                            6
<SERIES>
   <NUMBER>                   6
   <NAME>                     CAPITAL APPRECIATION FUND

<S>                                            <C>
<PERIOD-TYPE>                                  12-MOS
<FISCAL-YEAR-END>                              DEC-31-1999
<PERIOD-START>                                 JAN-01-1999
<PERIOD-END>                                   DEC-31-1999
<INVESTMENTS-AT-COST>                                          0
<INVESTMENTS-AT-VALUE>                                         0
<RECEIVABLES>                                                  0
<ASSETS-OTHER>                                                 0
<OTHER-ITEMS-ASSETS>                                           0
<TOTAL-ASSETS>                                                 0
<PAYABLE-FOR-SECURITIES>                                       0
<SENIOR-LONG-TERM-DEBT>                                        0
<OTHER-ITEMS-LIABILITIES>                                      0
<TOTAL-LIABILITIES>                                            0
<SENIOR-EQUITY>                                                0
<PAID-IN-CAPITAL-COMMON>                                       0
<SHARES-COMMON-STOCK>                                          0
<SHARES-COMMON-PRIOR>                                          0
<ACCUMULATED-NII-CURRENT>                                      0
<OVERDISTRIBUTION-NII>                                         0
<ACCUMULATED-NET-GAINS>                                        0
<OVERDISTRIBUTION-GAINS>                                       0
<ACCUM-APPREC-OR-DEPREC>                                       0
<NET-ASSETS>                                                   0
<DIVIDEND-INCOME>                                              0
<INTEREST-INCOME>                                              0
<OTHER-INCOME>                                                 0
<EXPENSES-NET>                                                 0
<NET-INVESTMENT-INCOME>                                        0
<REALIZED-GAINS-CURRENT>                                       0
<APPREC-INCREASE-CURRENT>                                      0
<NET-CHANGE-FROM-OPS>                                          0
<EQUALIZATION>                                                 0
<DISTRIBUTIONS-OF-INCOME>                                      0
<DISTRIBUTIONS-OF-GAINS>                                       0
<DISTRIBUTIONS-OTHER>                                          0
<NUMBER-OF-SHARES-SOLD>                                        0
<NUMBER-OF-SHARES-REDEEMED>                                    0
<SHARES-REINVESTED>                                            0
<NET-CHANGE-IN-ASSETS>                                         0
<ACCUMULATED-NII-PRIOR>                                        0
<ACCUMULATED-GAINS-PRIOR>                                      0
<OVERDISTRIB-NII-PRIOR>                                        0
<OVERDIST-NET-GAINS-PRIOR>                                     0
<GROSS-ADVISORY-FEES>                                          0
<INTEREST-EXPENSE>                                             0
<GROSS-EXPENSE>                                                0
<AVERAGE-NET-ASSETS>                                           0
<PER-SHARE-NAV-BEGIN>                                      0.000
<PER-SHARE-NII>                                            0.000
<PER-SHARE-GAIN-APPREC>                                    0.000
<PER-SHARE-DIVIDEND>                                       0.000
<PER-SHARE-DISTRIBUTIONS>                                  0.000
<RETURNS-OF-CAPITAL>                                       0.000
<PER-SHARE-NAV-END>                                        0.000
<EXPENSE-RATIO>                                             0.00


</TABLE>


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