G T INVESTMENT FUNDS INC
497, 1995-10-25
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<PAGE>
                                   [LOGO]

                        G.T. GLOBAL GROWTH & INCOME FUND
                         SUPPLEMENT TO PROSPECTUS DATED
                                 MARCH 1, 1995

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

The following information supersedes and replaces the description of the Fund's
portfolio management team contained in the section of the Fund's Prospectus on
page 26 entitled "Management":

"The investment professionals primarily responsible for the portfolio management
of the Fund are as follows:
                              GROWTH & INCOME FUND

<TABLE>
<CAPTION>
                                  RESPONSIBILITIES FOR                           BUSINESS EXPERIENCE
NAME/OFFICE                             THE FUND                                   LAST FIVE YEARS
- ------------------------  ------------------------------------  ------------------------------------------------------
<S>                       <C>                                   <C>
Nicholas S. Train         Portfolio Manager since 1991          Portfolio Manager for G.T. Capital since 1991; prior
 London                                                          thereto, Portfolio Manager for G.T. Management PLC
                                                                 (London).
Paul Griffiths            Portfolio Manager since 1995          Portfolio Manager for G.T. Management PLC (London) and
 London                                                          G.T. Capital since 1994; from 1993 to 1994, Global
                                                                 Bond Fund Manager, Lazard Investors; from 1991 to
                                                                 1993, Global Bond Fund Manager, Sanwa International
                                                                 PLC; from 1989 to 1991, Account Officer, Royal Bank
                                                                 of Canada."
</TABLE>

On page 29, under "Other Information -- Confirmations and Reports to
Shareholders," the following information should be inserted immediately prior to
the last sentence of the paragraph: "Under certain circumstances, duplicate
mailings of such reports to the same household may be consolidated."

The following revisions have been made relating to the eligibility requirements
for investing in Advisor Class shares of the G.T. Global Growth & Income Fund.

On page 9, under "Alternative Purchase Plan -- Advisor Class Shares," section
(b) is amended to read "any account with assets of at least $25,000 if (i) a
financial planner, trust company... ," and section (c) is amended to read "any
account with assets of at least $25,000 if (i) such account is established under
a 'wrap fee' program... ." The rest of the qualifications in (b) and (c) and the
other eligible groups described under sections (a), (d) and (e) in that
paragraph remain unchanged.

Under "Other Information -- Custodian and Accounting Agent," it should be noted
that effective July 1, 1995, G.T. Capital serves as each Fund's pricing and
accounting agent. The monthly fee for these services to G.T. Capital is a
percentage, not to exceed 0.03% annually, of the Fund's average daily net
assets. The annual fee rate is derived by applying 0.03% to the first $5 billion
of assets of all registered mutual funds advised by G.T. Capital ("G.T. Funds")
and 0.02% to the assets in excess of $5 billion and dividing the result by the
aggregate assets of the G.T. Funds.

GROSU51035MC                                                    October 20, 1995
<PAGE>
                    [LOGO]  G.T. GLOBAL GROWTH & INCOME FUND
                          PROSPECTUS -- MARCH 1, 1995

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

G.T. GLOBAL GROWTH & INCOME FUND ("Fund") is a mutual fund, organized as a
non-diversified series of G.T. Investment Funds, Inc., seeking long-term capital
appreciation together with current income. The Fund invests in a global
portfolio of both equity and debt securities, in such relative proportions as
deemed most appropriate by the Fund's investment manager in view of then-current
economic and market conditions. There can be no assurance that the Fund will
achieve its investment objective.

The Fund's investment manager, G.T. Capital Management, Inc. ("G.T. Capital") is
part of the G.T. Group, a leading international investment advisory organization
with offices throughout the world that long has emphasized global investment.

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

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

An investment in the G.T. Global Growth & Income Fund offers the following
advantages:

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

/ / Low $500 Minimum Investment

/ / Alternative Purchase Plan

/ / Automatic Dividend and Other Distribution Reinvestment at No Additional
    Sales Charge

/ / Exchange Privileges with the Corresponding Classes of the Other G.T. Global
    Mutual Funds

/ / Reduced Sales Charge Plans

/ / Dollar Cost Averaging Program

/ / Automatic Investment Plan

/ / Systematic Withdrawal Plan

FOR FURTHER INFORMATION, CONTACT (800) 824-1580 OR YOUR STOCKBROKER.

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

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

                               Prospectus Page 1
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

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

<TABLE>
<CAPTION>
                                                                                              Page
                                                                                            ---------
<S>                                                                                         <C>
Prospectus Summary........................................................................          3
Financial Highlights......................................................................          7
Alternative Purchase Plan.................................................................          8
Investment Objective and Policies.........................................................          9
How To Invest.............................................................................         14
How To Make Exchanges.....................................................................         20
How to Redeem Shares......................................................................         21
Shareholder Account Manual................................................................         23
Calculation of Net Asset Value............................................................         24
Dividends, Other Distributions and Federal Income Taxation................................         24
Management................................................................................         26
Other Information.........................................................................         29
</TABLE>

                               Prospectus Page 2
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                               PROSPECTUS SUMMARY
- ------------------------------------------------------------
The following summary is qualified in its entirety by the more detailed
information appearing in the body of this Prospectus.

<TABLE>
<S>                            <C>                               <C>
Investment Objective:                             The Fund seeks long-term capital appreciation together with current income
Principal Investments:         Invests  principally  in  blue-chip  equity  securities  and  high
                               quality government bonds of issuers  located in the United  States
                               and throughout the world
Investment Manager:            G.T.  Capital,  part of  the G.T.  Group, a  leading international
                               investment advisory  organization  with  over  $22  billion  under
                               management
Alternative Purchase Plan:     Investors  may select Class  A or Class B  shares, each subject to
                               different expenses and a different sales charge structure
  Class A Shares:              Offered at  net  asset  value plus  any  applicable  sales  charge
                               (maximum is 4.75% of public offering price) and subject to service
                               and  distribution  fees at  the annualized  rate  of 0.35%  of the
                               average daily net assets of the Class A shares
  Class B Shares:              Offered at net  asset value (a  maximum contingent deferred  sales
                               charge  of 5% of the lesser of  the shares' net asset value or the
                               original purchase  price is  imposed on  certain redemptions  made
                               within  six years of date of  purchase) and subject to service and
                               distribution fees at the annualized  rate of 1.00% of the  average
                               daily net assets of the Class B shares
Shares Available Through:      Most  brokerage firms  nationwide, or directly  through the Fund's
                               distributor
Exchange Privileges:           Shares of a class of the Fund  may be exchanged for shares of  the
                               corresponding  class of other  G.T. Global Mutual  Funds without a
                               sales charge
Dividends and Other Distribu-  Dividends paid quarterly from available net investment income  and
  tions:                       realized  net short-term  capital gains;  other distributions paid
                               annually from realized net capital gain and net gains from foreign
                               currency transactions, if any
Reinvestment:                  Distributions may be  reinvested automatically in  Fund shares  of
                               the  distributing class or in shares of the corresponding class of
                               other G.T. Global Mutual Funds without a sales charge
First Purchase:                $500 minimum ($100 for individual retirement accounts ("IRAs") and
                               reduced amounts for certain other retirement plans)
Subsequent Purchases:          $100  minimum  (reduced  amounts   for  IRAs  and  certain   other
                               retirement plans)
Net Asset Value:               Each   class  quoted  daily  in  the  financial  section  of  most
                               newspapers
Other Features:
  Class A Shares:              Letter of Intent                  Reinstatement Privilege
                               Quantity Discounts                Systematic Withdrawal Plan
                               Right of Accumulation             Automatic Investment Plan
                                                                 Dollar Cost Averaging Program
  Class B Shares:              Reinstatement Privilege           Automatic Investment Plan
                               Systematic Withdrawal Plan        Dollar Cost Averaging Program
</TABLE>

                               Prospectus Page 3
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

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

THE FUND. G.T. Global Growth & Income Fund is a mutual fund organized as a
non-diversified series of G.T. Investment Funds, Inc. ("Company"), a registered
open-end management investment company. The Fund seeks long-term capital
appreciation together with current income. Shares of the Fund's common stock are
available through broker/dealers that have entered into agreements to sell
shares with the Fund's distributor, G.T. Global Financial Services, Inc. ("G.T.
Global"), or through exchanges for shares of the other G.T. Global Mutual Funds.
Shares also may be acquired directly through the Fund's distributor. See "How to
Invest" and "Shareholder Account Manual." Shares may be redeemed either through
broker/dealers or the transfer agent, G.T. Global Investor Services, Inc.
("Transfer Agent"). See "How to Redeem Shares" and "Shareholder Account Manual."

INVESTMENT MANAGER AND ADMINISTRATOR. G.T. Capital is the Fund's investment
manager and administrator. G.T. Capital provides investment management services
to all of the G.T. Global Mutual Funds as well as other institutional, corporate
and individual clients. G.T. Capital is part of the G.T. Group, a leading
international investment advisory organization that long has emphasized global
investing. The G.T. Group maintains fully-staffed investment offices in San
Francisco, London, Tokyo, Toronto, Hong Kong, Singapore and Sydney. As of
January 3, 1995, total assets under G.T. Group management exceeded $22 billion.
Of this amount, more than $19 billion was invested in the securities of non-U.S.
issuers. The companies comprising the G.T. Group are indirect subsidiaries of
the Prince of Liechtenstein Foundation. See "Management."

INVESTMENT TECHNIQUES AND RISK FACTORS. The Fund seeks its objective by
investing in a global portfolio of both equity securities and debt obligations
allocated among diverse international markets. The Fund currently expects to
choose its investments principally from issuers in the United States, Canada,
Japan, Mexico, the Western European nations, New Zealand and Australia. See
"Investment Objective and Policies." Consistent with the Fund's investment
objective, G.T. Capital employs a conservative investment style in managing the
Fund's assets, in order to attempt to limit volatility and risk to capital.

The Fund normally invests at least 65% of its total assets in a combination of
blue-chip equity securities and high quality government bonds. The Fund
considers an equity security to be "blue chip" if (i) during the issuer's most
recent fiscal year the security offered an above average dividend yield relative
to the latest reported dividend yield on the Morgan Stanley Capital
International World Index; AND (ii) the total equity market capitalization of
the issuer is at least $1 billion. High quality government bonds are those rated
at the time of the Fund's investment within one of the two highest categories of
Moody's Investors Service, Inc. ("Moody's") or Standard & Poor's Ratings Group
("S&P"), or, if unrated, determined to be of equivalent quality in the judgment
of G.T. Capital. The remainder of the Fund's assets may be invested in other
equity securities and investment grade government and corporate debt securities
which G.T. Capital believes will assist the Fund in achieving its objective.

The relative proportions of equity and debt securities held by the Fund at any
one time will vary, and will depend upon G.T. Capital's assessment of global
political and economic conditions and the relative strengths and weaknesses of
the world equity and debt markets. To enable the Fund to respond to economic and
market changes, the Fund is authorized to invest up to 100% of its assets in
either equity or debt securities.

The Fund may engage in certain foreign currency, options and futures
transactions to attempt to hedge against the overall level of investment and
currency risk associated with its present or planned investments. For temporary
defensive purposes, the Fund may hold U.S. or foreign currency and/or invest any
portion of its assets in high quality money market instruments of U.S. or
foreign issuers. The Fund also may hold cash and invest in high quality foreign
or domestic money market instruments pending investment of proceeds from new
sales of Fund shares, to meet its ordinary daily cash needs. See "Investment
Objective and Policies" for a more complete discussion of the Fund's investment
policies.

There is no assurance that the Fund will achieve its investment objective. The
Fund's net asset value will fluctuate, reflecting fluctuations in the market
value of its portfolio positions. The value of the

                               Prospectus Page 4
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                               PROSPECTUS SUMMARY
                                  (Continued)
- --------------------------------------------------------------------------------
debt securities held by the Fund generally fluctuates inversely with interest
rate movements. Certain investment grade debt securities may possess speculative
qualities.

The Fund normally invests in a substantial number of issuers; however, the
Fund's "non-diversified" classification under the Investment Company Act of
1940, as amended ("1940 Act") may cause the value of its shares to fluctuate
more than the shares of a diversified fund. See "Investment Objective and
Policies -- Risk Factors."

Investments in foreign securities involve risks relating to political and
economic developments abroad and the differences between the regulations to
which U.S. and foreign issuers are subject. Individual foreign economies also
may differ favorably or unfavorably from the U.S. economy. Changes in foreign
currency exchange rates will affect the Fund's net asset value, earnings and
gains and losses realized on sales of securities. Securities of foreign
companies may be less liquid and their prices more volatile than securities of
comparable U.S. companies. The Fund's participation in the currency, options and
futures markets involves certain risks and transaction costs. See "Investment
Objective and Policies -- Risk Factors."

EXPENSES. The Fund pays G.T. Capital investment management and administration
fees, based on the average daily net assets of the Fund, at the annualized rate
of .975% on the first $500 million, .95% on the next $500 million, .925% on the
next $500 million, and .90% on amounts thereafter.

As the Fund's distributor, G.T. Global collects the sales charges imposed on
purchases of Class A shares, and reallows all or a portion of such charges to
brokers that have made such sales. In addition, G.T. Global collects any
contingent deferred sales charges that may be imposed on certain redemptions of
Class A shares and on redemptions of Class B shares. G.T. Global also pays
broker/ dealers upon their sales of Class B shares and pays broker/dealers and
other financial institutions ongoing payments for servicing shareholder accounts
and for sales efforts.

Pursuant to a distribution plan adopted in accordance with Rule 12b-1 under the
1940 Act, with respect to its Class A shares, the Fund may pay G.T. Global a
service fee at the annualized rate of up to 0.25% of the average daily net
assets of the Fund's Class A shares as reimbursement for its expenditures
incurred in servicing and maintaining shareholder accounts, and may pay G.T.
Global a distribution fee at the annualized rate of up to 0.35% of the average
daily net assets of the Fund's Class A shares, less any amounts paid by the Fund
as the aforementioned service fee for its expenditures incurred in providing
services as distributor.

Pursuant to a separate distribution plan adopted in accordance with Rule 12b-1
under the 1940 Act with respect to its Class B shares, the Fund may pay G.T.
Global a service fee at the annualized rate of up to 0.25% of the average daily
net assets of Class B shares for its expenditures incurred in servicing and
maintaining shareholder accounts, and may pay G.T. Global a distribution fee at
the annualized rate of up to 0.75% of the average daily net assets of its Class
B shares as reimbursement for its expenditures incurred in providing services as
distributor. The Fund pays all expenses that are not assumed by G.T. Capital,
G.T. Global or other agents. G.T. Capital and G.T. Global have undertaken to
limit the Fund's expenses (exclusive of brokerage commissions, taxes, interest
and extraordinary expenses) to the annual rate of 1.85% and 2.50% of the average
daily net assets of the Fund's Class A and Class B shares, respectively. See
"Management."

                               Prospectus Page 5
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

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

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

<TABLE>
<CAPTION>
                                                                                                         CLASS A      CLASS B
                                                                                                       -----------  -----------
<S>                                                                                                    <C>          <C>
SHAREHOLDER TRANSACTION COSTS:
  Maximum sales charge on purchases of shares (as a % of offering price).............................       4.75%         None
  Sales charges on reinvested distributions to shareholders..........................................        None         None
  Maximum contingent deferred sales charge...........................................................        None         5.0%
  Redemption charges.................................................................................        None         None
  Exchange Fees:
    -- On first four exchanges each year.............................................................        None         None
    -- On each additional exchange...................................................................        $7.50       $7.50
ANNUAL FUND OPERATING EXPENSES:
  (AS A % OF AVERAGE NET ASSETS)
  Investment management
    and administration fees..........................................................................        .97%         .97%
  12b-1 distribution and service fees................................................................        .35%        1.00%
  Other expenses.....................................................................................        .35%         .35%
                                                                                                       -----------  -----------
Total Fund Operating Expenses........................................................................       1.67%        2.32%
                                                                                                       -----------  -----------
                                                                                                       -----------  -----------
</TABLE>

Sales charge waivers are available for Class A and Class B shares, and reduced
sales charge purchase plans are available for Class A shares. The maximum 5%
contingent deferred sales charge on Class B shares applies to redemptions during
the first year after purchase; the charge generally declines by 1% annually
thereafter, reaching zero after six years. See "How to Invest."

HYPOTHETICAL EXAMPLE OF EFFECT OF EXPENSES*:

An investor would have directly or indirectly paid the following expenses at the
end of the periods shown on a $1,000 investment in the Fund, assuming a 5%
annual return:
<TABLE>
<CAPTION>
                                                                                            ONE YEAR    THREE YEARS  FIVE YEARS
                                                                                              -----     -----------     -----
<S>                                                                                        <C>          <C>          <C>
Class A Shares (1).......................................................................   $      64    $      98    $     133
Class B Shares:..........................................................................          73          101          142
    Assuming a complete redemption at end of period (2)..................................          23           71          122
    Assuming no redemption...............................................................

<CAPTION>
                                                                                            TEN YEARS
                                                                                              -----
<S>                                                                                        <C>
Class A Shares (1).......................................................................   $     234
Class B Shares:..........................................................................         262
    Assuming a complete redemption at end of period (2)..................................         262
    Assuming no redemption...............................................................
<FN>
- ------------------
(1)  Assumes payment of maximum sales charge by the investor.
(2)  Assumes payment of the applicable contingent deferred sales charge.
+    The Fund is authorized to offer Advisor Class shares to certain categories
     of investors. See "Alternative Purchase Plan." Advisor Class shares are not
     subject to a distribution or service fee. "Total Fund Operating Expenses"
     for Advisor Class shares are estimated to approximate 1.32%.
*    THESE TABLES ARE INTENDED TO ASSIST INVESTORS IN UNDERSTANDING THE VARIOUS
     COSTS AND EXPENSES ASSOCIATED WITH INVESTING IN THE FUND. Expenses are
     based on the Fund's fiscal year ended October 31, 1994. Long-term
     shareholders may pay more than the economic equivalent of the maximum
     front-end sales charges permitted by the National Association of Securities
     Dealers, Inc. ("NASD") rules regarding investment companies. "Other
     expenses" include custody, transfer agent, legal, audit and other expenses.
     "Other expenses" may be reduced to the extent that (i) certain
     broker/dealers executing the Fund's portfolio transactions pay all or a
     portion of the Fund's custodian fees and transfer agency expenses, or (ii)
     fees received in connection with the lending of portfolio securities are
     used to reduce custodian fees. These arrangements are not anticipated to
     materially increase the brokerage commissions paid by the Fund. For the
     fiscal year ended October 31, 1994, without such reductions, "Other
     expenses" for the Fund would have been 0.38% for Class A shares and 0.38%
     for Class B shares. See "Management" herein and in the Statement of
     Additional Information for more information. THE "HYPOTHETICAL EXAMPLE" SET
     FORTH ABOVE IS NOT A REPRESENTATION OF PAST OR FUTURE EXPENSES; THE FUND'S
     ACTUAL EXPENSES MAY BE MORE OR LESS THAN THOSE SHOWN. The above tables and
     the assumption in the example of a 5% annual return are required by
     regulation of the Securities and Exchange Commission applicable to all
     mutual funds; the 5% annual return is not a prediction of and does not
     represent the Fund's projected or actual performance.
</TABLE>

                               Prospectus Page 6
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                              FINANCIAL HIGHLIGHTS

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

The tables below provide condensed information concerning income and capital
changes for one share of each class of shares of the Fund for the periods shown.
This information is supplemented by the financial statements and accompanying
notes appearing in the Statement of Additional

Information. The financial statements and notes, for the fiscal year ended
October 31, 1994, have been audited by Coopers & Lybrand L.L.P., independent
accountants, whose report thereon also is included in the Statement of
Additional Information.
<TABLE>
<CAPTION>
                                                          CLASS B++
                                           ---------------------------------------
<S>                                        <C>           <C>           <C>
                                                                       OCTOBER 22,
                                           YEAR ENDED    YEAR ENDED      1992 TO
                                           OCTOBER 31,   OCTOBER 31,   OCTOBER 31,
                                              1994         1993(A)       1992(A)
                                           -----------   -----------   -----------
Per Share Operating Performance:
Net asset value, beginning of period.....   $   6.29      $   5.28       $ 5.29
                                           -----------   -----------   -----------
Income from investment operations:.......
Net investment income....................       0.18          0.20         0.01
Net realized and unrealized gain (loss)
 on investments..........................      (0.03)         1.05        (0.02)
                                           -----------   -----------   -----------
Net increase (decrease) from investment
 operations..............................      (0.15)         1.25        (0.01)
                                           -----------   -----------   -----------
Distributions:
  Net investment income..................      (0.17)        (0.20)       (0.00)
  Net realized gain on investments.......      (0.06)        (0.00)       (0.00)
  Sources other than net income..........      (0.00)        (0.04)       (0.00)
                                           -----------   -----------   -----------
    Total distributions..................      (0.23)        (0.24)       (0.00)
                                           -----------   -----------   -----------
Net asset value, end of period...........   $   6.21      $   6.29       $ 5.28
                                           -----------   -----------   -----------
                                           -----------   -----------   -----------
Total investment return (e)..............       2.48%         24.3%        (0.2)%(b)
                                           -----------   -----------   -----------
                                           -----------   -----------   -----------
Ratios and supplemental data:
Net assets, end of period (in 000's).....   $359,242      $150,768       $  280
Ratio of net investment income to average
 net assets..............................       2.65%          2.6%         N/A(d)
Ratio of expenses to average net assets
 before expense reductions...............       2.35%
Ratio of expenses to average net assets..       2.32%          2.5%         N/A(d)
Portfolio turnover rate+++...............        117%           24%          53%

<CAPTION>
                                                                   CLASS A+
                                           --------------------------------------------------------
<S>                                        <C>       <C>       <C>      <C>      <C>
                                                                                 SEPTEMBER 25, 1990
                                                  YEAR ENDED OCTOBER 31,          (COMMENCEMENT OF
                                           ------------------------------------    OPERATIONS) TO
                                             1994    1993(A)    1992     1991     OCTOBER 31, 1990
                                           --------  --------  -------  -------  ------------------
Per Share Operating Performance:
Net asset value, beginning of period.....  $   6.29  $   5.28  $  5.25  $  4.77        $ 4.76
                                           --------  --------  -------  -------       -------
Income from investment operations:.......
Net investment income....................      0.22      0.24*    0.21*    0.27*         0.01*
Net realized and unrealized gain (loss)
 on investments..........................     (0.03)     1.05     0.10     0.47          0.00
                                           --------  --------  -------  -------       -------
Net increase (decrease) from investment
 operations..............................     (0.19)     1.29     0.31     0.74          0.01
                                           --------  --------  -------  -------       -------
Distributions:
  Net investment income..................     (0.21)    (0.24)   (0.14)   (0.26)        (0.00)
  Net realized gain on investments.......     (0.06)    (0.00)   (0.14)   (0.00)        (0.00)
  Sources other than net income..........     (0.00)    (0.04)   (0.00)   (0.00)        (0.00)
                                           --------  --------  -------  -------       -------
    Total distributions..................     (0.27)    (0.28)   (0.28)   (0.26)        (0.00)
                                           --------  --------  -------  -------       -------
Net asset value, end of period...........  $   6.21  $   6.29  $  5.28  $  5.25        $ 4.77
                                           --------  --------  -------  -------       -------
                                           --------  --------  -------  -------       -------
Total investment return (e)..............      3.14%     25.1%     5.9%    19.1%          0.2%(b)
                                           --------  --------  -------  -------       -------
                                           --------  --------  -------  -------       -------
Ratios and supplemental data:
Net assets, end of period (in 000's).....  $317,847  $251,428  $27,754  $71,376        $9,486
Ratio of net investment income to average
 net assets..............................      3.30%      3.3%*     4.1%*     5.0%*          2.9%*(c)
Ratio of expenses to average net assets
 before expense reductions...............      1.70%
Ratio of expenses to average net assets..      1.67%      1.8%*     1.9%*     1.9%*          0.6%*(c)
Portfolio turnover rate+++...............       117%       24%      53%      46%         none
<FN>
- ------------------
+    All capital shares issued and outstanding as of October 21, 1992 were
     reclassified as Class A shares.
++   Commencing October 22, 1992 the Fund began offering Class B shares.
+++  Portfolio turnover is calculated on the basis of the Fund as a whole
     without distinguishing between the classes of shares issued.
*    Includes reimbursement by G.T. Capital Management, Inc. of Fund operating
     expenses of $0.005, $0.02, $0.03 and $0.01 for the year ended October 31,
     1993, 1992, 1991 and for the period from September 25, 1990 to October 31,
     1990, respectively. Without such reimbursements, the expense ratios would
     have been 1.93%, 2.20%, 2.46% and 2.40% and the net investment income to
     average net assets would have been 3.20%, 3.70%, 4.40% and 1.04% for the
     year ended October 31, 1993, 1992, 1991 and for the period from September
     25, 1990 to October 31, 1990, respectively.
(a)  These selected per share data were calculated based upon weighted average
     shares outstanding during the year.
(b)  Not annualized.
(c)  Annualized.
(d)  Ratios not meaningful due to short period of operation of Class B shares.
(e)  Total investment return does not include sales charges.
</TABLE>

                               Prospectus Page 7
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                           ALTERNATIVE PURCHASE PLAN

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

DIFFERENCES BETWEEN THE CLASSES. The primary distinction between the two classes
of the Fund's shares offered through this Prospectus lies in their sales charge
structures and ongoing expenses, as summarized below. Class A and Class B shares
of the Fund represent interests in the same portfolio of investments of the Fund
and have the same rights, except that each class bears the separate expenses of
its Rule 12b-1 distribution plan and has exclusive voting rights with respect to
such plan, and each class has a separate exchange privilege. See "Management"
and "How to Exchange Shares." Each class has distinct advantages and
disadvantages for different investors, and investors should choose the class
that better suits their circumstances and objectives.

Dividends and other distributions paid by the Fund with respect to its Class A
and Class B shares are calculated in the same manner and at the same time. The
per share dividends on Class B shares of the Fund will be lower than the per
share dividends on Class A shares of the Fund as a result of the higher service
and distribution fees applicable with respect to Class B shares.

CLASS A SHARES. Class A shares are sold at net asset value plus an initial sales
charge of up to 4.75% of the public offering price imposed at the time of
purchase. This initial sales charge is reduced or waived for certain purchases.
Purchases of $500,000 or more must be for Class A shares. Class A shares of the
Fund also bear annual service and distribution fees of up to 0.35% of the
average daily net assets of that class.

CLASS B SHARES. Class B shares are sold at net asset value with no initial sales
charge at the time of purchase. Therefore, the entire amount of an investor's
purchase payment is invested in the Fund. Class B shares bear annual service and
distribution fees of up to 1.00% of the average daily net assets of that class,
and investors pay a contingent deferred sales charge of up to 5% of the lesser
of the original purchase price or the net asset value of such shares at the time
of redemption. This deferred sales charge is waived for certain redemptions and
is reduced for shares held more than one year. The higher service and
distribution fees paid by the Class B shares of the Fund will cause that class
to have a higher expense ratio and to pay lower dividends than Class A shares of
the Fund.

FACTORS TO CONSIDER IN CHOOSING A CLASS OF SHARES. In deciding which class to
purchase, investors should consider the foregoing factors as well as the
following:

INTENDED HOLDING PERIOD. Over time, the cumulative expense of the 1.00% annual
service and distribution fees on the Class B shares will approximate or exceed
the expense of the applicable 4.75% maximum initial sales charge plus the 0.35%
service and distribution fees on the Class A shares. For example, if net asset
value remains constant, the Class B shares' service and distribution fees would
be equal to the Class A shares' initial maximum sales charge and service and
distribution fees approximately seven years after purchase. Thereafter, Class B
shares would bear higher expenses. Investors who expect to maintain their
investment in the Fund over the long-term but do not qualify for a reduced
initial sales charge, might elect the Class A initial sales charge alternative
because the indirect expense to the shareholder of the accumulated service and
distribution fees on the Class B shares eventually will exceed the initial sales
charge paid by the shareholder plus the indirect expense to the shareholder of
the accumulated distribution fees of Class A shares. Class B investors, however,
enjoy the benefit of permitting all their dollars to work from the time the
investments are made. Any positive investment return on this additional invested
amount would partially or wholly offset the higher annual expenses borne by
Class B shares. Because the Funds' future returns cannot be predicted, however,
there can be no assurance that such a positive return will be achieved.

Finally, Class B shareholders pay a contingent deferred sales charge if they
redeem during the first six years after purchase, unless a sales charge waiver
applies. Investors expecting to redeem during this period should consider the
cost of the applicable contingent deferred sales charge in addition to the
annual Class B service and distribution fees, as compared with the cost of the
applicable initial sales charge and the annual service and distribution fees
applicable to the Class A shares.

The "Hypothetical Example of Effect of Expenses" under "Prospectus Summary"
shows for the Fund the cumulative expenses an investor would pay over time on a
hypothetical investment in Class A

                               Prospectus Page 8
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
and Class B shares, assuming an annual return of 5%.

REDUCED SALES CHARGES. Class A share purchases over $50,000 and Class A share
purchases made under the Fund's reduced sales charge plans may be made at a
reduced initial sales charge. Purchases of $500,000 or more must be for Class A
shares. See "How to Invest" for a complete list of reduced sales charges
applicable to Class A purchases.

WAIVER OF SALES CHARGES. The entire initial sales charge on Class A shares of
the Fund may be waived for certain eligible purchasers and these purchasers'
entire purchase price would be immediately invested in the Fund. The contingent
deferred sales charge may be waived upon redemption of certain Class B shares.
Investors eligible for complete initial sales charge waivers should purchase
Class A shares. See "How to Invest" for a complete list of initial sales charge
waivers applicable to Class A purchases and contingent deferred sales charge
waivers applicable to Class B purchases. A 1% contingent deferred sales charge
is imposed on certain redemptions of Class A shares on which no initial sales
charge was assessed.

Investors should understand that the contingent deferred sales charge on the
Class B shares and the initial sales charge on the Class A shares are both
intended to compensate G.T. Global and selling broker/dealers for their
distribution services. Broker/dealers may receive different levels of
compensation for selling a particular class of shares of the Fund.

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

See "How to Invest," "How to Redeem Shares," and "Management" for a more
complete description of the initial and contingent deferred sales charges,
service fees and distribution fees for Class A and Class B shares of the Fund
and "Dividends, Other Distributions and Federal Income Taxation," and "Valuation
of Shares" for other differences between these two classes.

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

                              INVESTMENT OBJECTIVE
                                  AND POLICIES

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

The Fund's investment objective is long-term capital appreciation together with
current income. The Fund seeks its objective by investing in a global portfolio
of both equity and debt securities, allocated among diverse international
markets. The Fund is designed for investors who wish to accept the risks
entailed in such investments, which are different from those associated with a
portfolio consisting entirely of U.S. securities. See "Investment Objective and
Policies -- Risk Factors." There is no assurance that the Fund's investment
objective will be achieved.

Consistent with the Fund's investment objective, G.T. Capital employs a
conservative investment style in managing the Fund's assets. In so doing G.T.
Capital attempts to limit volatility and risk to capital.

At least 65% of the Fund's total assets normally will be invested in a
combination of blue-chip equity securities and high quality government bonds.
The Fund considers an equity security to be "blue chip" if (i) during the
issuer's most recent fiscal year the security offered an above average dividend
yield relative to the latest reported dividend yield on the Morgan Stanley
Capital International World Index; AND (ii) the total equity market
capitalization of the issuer is at least $1 billion. Government bonds are deemed
to be high quality if at the time of the Fund's investment they are rated within
one of the two highest ratings categories of Moody's or S&P or, if unrated, are
deemed to be of

                               Prospectus Page 9
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
equivalent quality in the judgment of G.T. Capital.

Up to 35% of the Fund's total assets may be invested in other equity securities
and investment grade government and corporate debt obligations which G.T.
Capital believes will assist the Fund in achieving its objective. "Investment
grade" debt refers to those securities rated within one of the four highest
ratings categories of Moody's or S&P, or, if unrated, deemed to be of equivalent
quality in the judgment of G.T. Capital. Securities rated in the lowest category
of investment grade, Baa, are described by Moody's as having speculative
characteristics.

The equity securities in which the Fund may invest include common stocks,
preferred stocks, and warrants to acquire such stocks and other equity
securities. Government bonds that the Fund may purchase include debt obligations
issued or guaranteed by the United States or foreign governments (including
foreign states, provinces or municipalities) or their agencies, authorities or
instrumentalities. Such government securities also may include debt obligations
of supranational entities organized or supported by several national
governments, such as the World Bank and the Asian Development Bank. The debt
obligations held by the Fund may include debt obligations convertible into
equity securities or having attached warrants or rights to purchase equity
securities.

The Fund currently contemplates that it will invest principally in securities of
issuers in the United States, Canada, Japan, Mexico, the Western European
nations, New Zealand and Australia. The Fund may invest substantially in
securities denominated in one or more currencies. Under normal conditions, the
Fund invests in issues of not less than three different countries and issuers of
any one country, other than the U.S., will represent no more than 40% of the
Fund's total assets. The Fund may purchase securities that are issued by the
government or a corporation or financial institution of one nation but
denominated in the currency of another nation (or a multinational currency
unit).

SELECTION OF INVESTMENTS AND ASSET ALLOCATION. G.T. Capital allocates the Fund's
assets among securities of countries and in currency denominations where
opportunities for meeting the Fund's investment objective are expected to be the
most attractive. The relative proportions of equity and debt securities held by
the Fund at any one time will vary, and will depend upon G.T. Capital's
assessment of global political and economic conditions and the relative
strengths and weaknesses of the world equity and debt markets. For instance, if
G.T. Capital expects the world's equity markets to produce strong appreciation,
a relatively greater portion of the Fund's assets may be invested in equity
securities. Conversely, if G.T. Capital believes equity markets will be weak for
a period of time, the Fund may focus its investments on debt securities and
higher yielding equity securities. To enable the Fund to respond to general
economic changes and market conditions around the world, the Fund is authorized
to invest up to 100% of its total assets in either equity securities or debt
securities.

G.T. Capital attempts to identify those countries and industries where economic
and political factors are likely to produce above-average growth rates and to
further identify companies in such countries and industries that are best
positioned and managed to benefit from these factors. In evaluating possible
equity investments, G.T. Capital attempts to identify and acquire only
securities it deems to represent high or improving investment quality.
Securities representing high investment quality generally will include those of
well-known, established and successful issuers that G.T. Capital believes will
continue to be successful in the future. Securities representing improving
investment quality may include those of an issuer which, for instance, has
improved its sales or earnings or of an issuer the balance sheet and financial
condition of which is improving. G.T. Capital seeks to avoid equity securities
that appear overly speculative or risky, even if they have otherwise attractive
features or investment potential.

In evaluating debt securities considered for the Fund, G.T. Capital analyzes
their yield, maturity, issue classification and quality characteristics, coupled
with expectations regarding the local and world economies, movements in the
general level and term of interest rates, currency values, political
developments, and variations of the supply of funds available for investment in
the world bond market relative to the demands placed upon it. G.T. Capital may
increase the average maturity of the portion of the Fund's portfolio invested in
debt obligations when it expects interest rates to decline, and may decrease
such maturity when it expects interest rates to rise. There are no limitations
on the maximum or minimum maturities of the debt securities considered by the
Fund for investment or on the average weighted maturity of the debt portion of
the Fund's portfolio.

Should the rating of any debt security be revised while such security is owned
by the Fund, G.T. Capital will evaluate what action, if any, is appropriate with
respect to such security. A description of the Moody's and S&P ratings is
included in the

                               Prospectus Page 10
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
"Appendix" to the Statement of Additional Information.

G.T. Capital generally evaluates currencies on the basis of fundamental economic
criteria (e.g., relative inflation and interest rate levels and trends, growth
rate forecasts, balance of payments status and economic policies) as well as
technical and political data. If the currency in which a security is denominated
appreciates against the U.S. dollar, the dollar value of the security will
increase. Conversely, if the exchange rate of the foreign currency declines, the
dollar value of the security will decrease. However, the Fund may seek to
protect itself against such negative currency movements through the use of
hedging techniques. The Fund may also use instruments (including forward
currency contracts) often referred to as "derivatives". See "Options, Futures
and Forward Currency Transactions."

OTHER POLICIES. The Fund may invest up to 10% of its net assets in illiquid
securities and other securities for which no readily available market exists,
and up to 5% of its total assets in a combination of securities purchased on a
when-issued basis or with respect to which it has entered into forward
commitment agreements.

The Fund retains the flexibility to respond promptly to changes in market and
economic conditions. Accordingly, in the interest of preserving shareholders'
capital, G.T. Capital may employ a temporary defensive investment strategy if it
determines such a strategy to be warranted due to market conditions. Under a
defensive strategy, the Fund may hold cash (U.S. dollars, foreign currencies or
multinational currency units) and/or invest any portion or all of its assets in
high quality money market instruments of U.S. or foreign government or corporate
issuers, and most or all of the Fund's investments may be made in the United
States and denominated in U.S. dollars. To the extent the Fund adopts a
temporary defensive posture, it will not be invested so as to directly achieve
its investment objective. In addition, pending investment of proceeds from new
sales of Fund shares or in order to meet ordinary daily cash needs, the Fund may
hold cash (U.S. dollars, foreign currencies or multinational currency units) and
may invest in foreign or domestic high quality money market instruments. Money
market instruments in which the Fund may invest include, but are not limited to,
U.S. or foreign government securities; high grade commercial paper; bank
certificates of deposit; bankers' acceptances; and repurchase agreements
relating to any of the foregoing.

From time to time, it may be advantageous for the Fund to borrow money rather
than sell existing portfolio positions to meet redemption requests. Accordingly,
the Fund may borrow from banks or may borrow through reverse repurchase
agreements and "roll" transactions in connection with meeting requests for the
redemption of Fund shares. The Fund also may borrow up to 5% of its total assets
for temporary or emergency purposes other than to meet redemptions. However, the
Fund will not borrow for leverage purposes nor will the Fund purchase securities
while borrowings in excess of 5% of the Fund's total assets are outstanding. See
"Investment Objective and Policies" in the Statement of Additional Information.

The Fund is authorized to make loans of its portfolio securities to
broker/dealers or to other institutional investors. The borrower must maintain
with the Fund's custodian collateral consisting of cash, U.S. government
securities or other liquid, high grade debt securities equal to at least 100% of
the value of the borrowed securities, plus any accrued interest. The Fund will
receive any interest paid on the loaned securities and a fee and/or a portion of
the interest earned on the collateral. The Fund will limit its loans of
portfolio securities to an aggregate of 30% of the value of its total assets,
measured at the time any such loan is made. The risks in lending portfolio
securities, as with other extensions of secured credit, consist of possible
delay in receiving additional collateral or in recovery of the securities or
possible loss of rights in the collateral should the borrower fail financially.

RISK FACTORS. The Fund's net asset value will fluctuate, reflecting fluctuations
in the market value of its portfolio positions. Equity securities, particularly
common stocks, generally represent the most junior position in an issuer's
capital structure, and as such, generally entitle holders to an interest in the
assets of an issuer, if any, remaining after all more senior claims to such
assets have been satisfied. In addition, the value of debt securities held by
the Fund generally will fluctuate with changes in the perceived creditworthiness
of the issuers of such securities and movements in interest rates. Further,
investments in foreign governmental issuers of debt involve special risks,
including the risk that such governmental issuers may be unable or unwilling to
repay principal and interest when due. Investment grade debt securities rated
Baa by Moody's are described by Moody's as having speculative characteristics,
and therefore may be affected by economic conditions and changes in the
circumstances of their issuers to a greater extent than higher rated bonds.

The Fund normally will invest in a substantial number of issuers; however, the
Fund has registered

                               Prospectus Page 11
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
under the 1940 Act as a "non-diversified" mutual fund so that it will be able to
invest, with respect to 50% of its assets, more than 5% of its assets in the
securities of a single issuer. Since, as a "non-diversified" fund, the Fund is
permitted to invest a greater proportion of its assets in the securities of a
smaller number of issuers, the Fund may be subject to greater investment and
credit risk with respect to its portfolio than a fund which is diversified.

According to G.T. Capital, as of December 31, 1994, over 63% of the total equity
market capitalization worldwide was represented by non-U.S. equity securities,
and as of December 31, 1994, more than 63% of the value of all outstanding
government debt obligations throughout the world was represented by obligations
denominated in currencies other than the U.S. dollar. Moreover, from time to
time the equity and debt securities of issuers located outside the U.S. have
substantially outperformed the equity and debt securities of U.S. issuers.
Accordingly, G.T. Capital believes that the Fund's policy of investing in equity
and debt securities of issuers throughout the world may enable the achievement
of results superior to those produced by mutual funds with similar objectives to
those of the Fund that invest solely in U.S. equity and debt securities.

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

In addition, with respect to some foreign countries, there is the increased
possibility of expropriation or confiscatory taxation, limitations on the
removal of funds or other assets of the Fund, political or social instability,
or diplomatic or economic developments which could affect the Fund's investments
in those countries. Moreover, individual foreign economies may differ favorably
or unfavorably from the U.S. economy in such respects as growth of gross
national product, rate of inflation, rate of savings and capital reinvestment,
resource self-sufficiency and balance of payments positions. G.T. Capital will
rely on its worldwide financial and investment expertise to attempt to limit
these risks.

Since the Fund may invest substantially in securities denominated in currencies
other than the U.S. dollar, and since the Fund may hold foreign currencies, the
Fund will be affected favorably or unfavorably by exchange control regulations
or changes in the exchange rates between such currencies and the U.S. dollar.
Changes in currency exchange rates will influence the value of the Fund's
shares, and also may affect the value of dividends and interest earned by the
Fund and gains and losses realized by the Fund. The exchange rates between the
U.S. dollar and other currencies are determined by supply and demand in the
currency exchange markets, the international balance of payments, government
intervention, speculation and other economic and political conditions.

OPTIONS, FUTURES AND FORWARD CURRENCY TRANSACTIONS. To attempt to increase
return, the Fund may write call options on securities; this strategy will be
employed only when, in the opinion of G.T. Capital, the size of the premium the
Fund receives for writing the option is adequate to compensate the Fund against
the risk that appreciation in the underlying security may not be fully realized
if the option is exercised. The Fund also is authorized to write put options to
attempt to enhance return, although it does not have the current intention of so
doing.

In seeking to protect against currency exchange rate or interest rate changes
that are adverse to its present or prospective positions, the Fund may employ
certain risk management practices involving the use of forward currency
contracts, futures contracts, options on securities, options on currencies,
options on indices and options on futures contracts to attempt to reduce the
overall level of investment risk normally associated with the Fund. These
instruments are often referred to as "derivatives," which may be defined as
financial instruments whose performance is derived, at least in part, from the
performance of another asset (such as a security, currency, or an index of
securities). The Fund may enter into such instruments up to the full value of
its portfolio assets. There can be no assurance that the Fund's risk management
policies will succeed. These techniques are described below and are detailed
further in the Statement of Additional Information.

To attempt to hedge against adverse movements in exchange rates between
currencies, the Fund may enter into forward currency contracts for the

                               Prospectus Page 12
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
purchase or sale of a specified currency at a specified future date. Such
contracts may involve the purchase or sale of a foreign currency against the
U.S. dollar, or may involve two foreign currencies. The Fund may enter into
forward currency contracts either with respect to specific transactions or with
respect to the Fund's portfolio positions. For example, when the Fund
anticipates making a purchase or sale of a security, the Fund may enter into a
forward currency contract in order to set the rate (either relative to the U.S.
dollar or another currency) at which a currency exchange transaction related to
the purchase or sale will be made. Further, when G.T. Capital believes that a
particular currency may decline compared to the U.S. dollar or another currency,
the Fund may enter into a forward contract to sell the currency G.T. Capital
expects to decline in an amount approximating the value of some or all of the
Fund's portfolio securities denominated in a foreign currency. The Fund also may
purchase and sell put and call options on currencies to hedge against movements
in exchange rates. Premiums paid for currency options held by the Fund may not
exceed 5% of the Fund's total assets. The Fund may also purchase and sell
currency futures contracts and options on such futures contracts to hedge the
Fund's portfolio against movements in foreign currency exchange rates.

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

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

In addition, the Fund may write and purchase put and call options on securities,
currencies and indices that are traded on recognized securities exchanges and
over-the-counter ("OTC") markets.
These practices may result in the loss of principal under certain conditions. In
addition, certain provisions of the Internal Revenue Code of 1986, as amended
("Code"), limit the extent to which the Fund may enter into forward contracts or
futures contracts or engage in options transactions. See "Taxes" in the
Statement of Additional Information.

Although the Fund might not employ any of the foregoing strategies, its use of
forward currency contracts, options and futures would involve certain investment
risks and transaction costs to which it might not otherwise be subject. These
risks include: (1) dependence on G.T. Capital's ability to predict movements in
the prices of individual securities, fluctuations in the general securities
markets and movements in interest rates and currency markets; (2) imperfect
correlation, or even no correlation, between movements in the price of forward
contracts, options, futures contracts or options thereon and movements in the
price of the currency or security hedged or used for cover; (3) the fact that
skills and techniques needed to trade options, futures contracts and options
thereon or to use forward currency contracts are different from those needed to
select the securities in which the Fund invests; (4) lack of assurance that a
liquid secondary market will exist for any particular option, futures contract
or option thereon at any particular time; (5) the possible inability of the Fund
to purchase or sell a portfolio security at a time when it would otherwise be
favorable for it to do so, or the possible need for the Fund to sell a security
at a disadvantageous time, due to the need for the Fund to maintain "cover" or
to segregate securities in connection with hedging transactions; and (6) the
possible need to defer closing out certain options, futures contracts and
options thereon and forward currency contracts in order to continue to qualify
for the beneficial tax treatment afforded regulated investment companies under
the Code. See "Dividends, Other Distributions and Federal Income Taxation"
herein and "Taxes" in the Statement of Additional Information. If G.T. Capital
incorrectly forecasts securities market movements, currency exchange rates or
interest rates in utilizing a strategy for the Fund, the Fund would be in a
better position if it had not hedged at all. The Fund may also conduct its
foreign currency exchange transactions on a spot (I.E., cash) basis at the spot
rate prevailing in the foreign currency exchange market.

REPURCHASE AGREEMENTS. Repurchase agreements are transactions in which the Fund
purchases a

                               Prospectus Page 13
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
security from a bank or recognized securities dealer and simultaneously commits
to resell that security to the bank or dealer at an agreed upon price, date, and
market rate of interest unrelated to the coupon rate or maturity of the
purchased security. Although repurchase agreements carry certain risks not
associated with direct investments in securities, the Fund intends to enter into
repurchase agreements only with banks and dealers believed by G.T. Capital to
present minimum credit risks in accordance with guidelines established by the
Company's Board of Directors. G.T. Capital will review and monitor the
creditworthiness of such institutions under the Board's general supervision. See
"Investment Objective and Policies -- Repurchase Agreements" in the Statement of
Additional Information.

OTHER INFORMATION. The Fund's investment objective may not be changed without
the approval of a majority of the Fund's outstanding voting securities. As
defined in the 1940 Act and as used in this Prospectus, a "majority of the
Fund's outstanding voting securities" means the lesser of (i) 67% of the shares
represented at a meeting at which more than 50% of the outstanding shares are
represented, or (ii) more than 50% of the outstanding shares. In addition, the
Fund has adopted certain investment limitations which also may not be changed
without shareholder approval. A complete description of these limitations is
included in the Statement of Additional Information. Unless specifically noted,
the Fund's investment policies described in this Prospectus and in the Statement
of Additional Information may be changed by a vote of a majority of the
Company's Board of Directors without shareholder approval. The Fund's policies
regarding concentration and lending, and the percentage of Fund assets that may
be committed to borrowing, are fundamental policies and may not be changed
without shareholder approval. See "Investment Limitations" in the Statement of
Additional Information.

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

                                 HOW TO INVEST

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

GENERAL. The Fund is authorized to issue three classes of shares. Class A shares
are sold to investors subject to an initial sales charge, while Class B shares
are sold without an initial sales charge but are subject to higher ongoing
expenses and a contingent deferred sales charge payable upon certain
redemptions. The third class of shares of the Fund, the Advisor Class, may be
offered through a separate prospectus only to certain investors. Investors known
to be eligible to purchase Advisor Class shares will be sold only Advisor Class
shares rather than any other class of shares offered by the Fund. See
"Alternative Purchase Plan."

Orders received before the close of regular trading on the New York Stock
Exchange ("NYSE") (currently 4:00 P.M. Eastern time, unless weather, equipment
failure or other factors contribute to an earlier closing time) on any Business
Day will be executed at the public offering price for the applicable class of
shares determined that day. A "Business Day" is any day Monday through Friday on
which the NYSE is open for business. The minimum initial investment is $500
($100 for IRAs and $25 for custodial accounts under Section 403(b)(7) and other
tax-qualified employer-sponsored retirement accounts, if made by such investors
under a systematic investment plan providing for monthly or quarterly payments
of at least that amount), and the minimum for additional purchases is $100 (with
a $25 minimum for IRAs, Code Section 403(b)(7) custodial accounts and other
tax-qualified employer-sponsored retirement accounts, as mentioned above). All
purchase orders will be executed at the public offering price next determined
after the purchase order is received, which includes any applicable sales charge
for Class A shares. See "How to Invest -- Public Offering Price." The Fund and
G.T. Global reserve the right to reject any purchase order and to suspend the
offering of shares for a period of time.

WHEN PLACING PURCHASE ORDERS, INVESTORS SHOULD SPECIFY WHETHER THE ORDER IS FOR
CLASS A OR CLASS B SHARES OF THE FUND. ALL SHARE PURCHASE ORDERS THAT FAIL TO
SPECIFY A CLASS WILL AUTOMATICALLY BE INVESTED IN CLASS A SHARES. PURCHASES OF
$500,000 OR MORE MUST BE FOR CLASS A SHARES.

PURCHASES THROUGH BROKER/DEALERS. Shares of the Fund may be purchased through
broker/dealers with which G.T. Global has entered into dealer agreements. Orders
received by such broker/dealers before the close of regular trading on the NYSE
on a Business Day will be effected that day,

                               Prospectus Page 14
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
provided that such order is transmitted to the Transfer Agent prior to its close
of business on such day. The broker/dealer will be responsible for forwarding
the investor's order to the Transfer Agent so that it will be received prior to
such time. After an initial investment is made and a shareholder account is
established through a broker/ dealer, at the investor's option, subsequent
purchases may be made directly through G.T. Global. See "Shareholder Account
Manual."

Broker/dealers that do not have dealer agreements with G.T. Global also may
offer to place orders for the purchase of shares. Purchases made through such
broker/dealers will be effected at the public offering price next determined
after the order is received by the Transfer Agent. Such a broker/ dealer may
charge the investor a transaction fee as determined by the broker/dealer. That
fee will be in addition to the sales charge payable by the investor with respect
to Class A shares, and may be avoided if shares are purchased through a broker/
dealer that has a dealer agreement with G.T. Global or directly through G.T.
Global.

PURCHASES THROUGH THE DISTRIBUTOR. Investors may purchase shares and open an
account directly through G.T. Global, the Fund's distributor, by completing and
signing the Account Application located at the end of this Prospectus. Investors
should mail to the Transfer Agent the completed Account Application indicating
the class of shares together with a check to cover the purchase in accordance
with the instructions provided in the Shareholder Account Manual. Purchases will
be executed at the public offering price next determined after the Transfer
Agent has received the Account Application and check. Subsequent investments do
not need to be accompanied by such an application.

Investors also may purchase shares of the Fund through G.T. Global by bank wire.
Bank wire purchases will be effected at the next determined public offering
price after the bank wire is received. Accordingly, a bank wire received by the
close of regular trading on the NYSE on a Business Day will be effected that
day. A wire investment is considered received when the Transfer Agent is
notified that the bank wire has been credited to the Fund. The investor is
responsible for providing prior telephonic or facsimile notice to the Transfer
Agent that a bank wire is being sent. An investor's bank may charge a service
fee for wiring money to the Fund. The Transfer Agent currently does not charge a
service fee for facilitating wire purchases, but reserves the right to do so in
the future. Investors desiring to open an account by bank wire should call the
Transfer Agent at the appropriate toll-free number provided in the Shareholder
Account Manual to obtain an account number and detailed instructions.

                           PURCHASING CLASS A SHARES

The Fund's public offering price per Class A share is equal to the net asset
value per share (see "Calculation of Net Asset Value") including any sales
charge determined in accordance with the following schedule.

<TABLE>
<CAPTION>
                         SALES CHARGE AS PERCENTAGE       DEALER
                                     OF               REALLOWANCE AS
AMOUNT OF PURCHASE       --------------------------    PERCENTAGE OF
AT THE PUBLIC             OFFERING         NET         THE OFFERING
OFFERING PRICE              PRICE      INVESTMENT          PRICE
- -----------------------  -----------  -------------  -----------------
<S>                      <C>          <C>            <C>
Less than
  $50,000..............        4.75%        4.99 %            4.25%
$50,000 but less than
  $100,000.............        4.00%        4.17 %            3.50%
$100,000 but less than
  $250,000.............        3.00%        3.09 %            2.75%
$250,000 but
  less than
  $500,000.............        2.00%        2.04 %            1.75%
$500,000 or more.......        0.00%        0.00 %           *
<FN>
- ------------------
*    G.T. Global will pay the following commissions to brokers that initiate and
     are responsible for purchases of any single purchaser of Class A shares of
     $500,000 or more in the aggregate: 1.00% of the purchase amount up to $3
     million, plus 0.50% on the excess over $3 million. For purposes of
     determining the appropriate brokerage commission to be paid in connection
     with the transaction, G.T. Global will combine purchases made by a broker
     on behalf of a single client so that the broker's commission, as outlined
     above, will be based on the aggregate amount of such client's share
     purchases over a rolling twelve month period from the date of the
     transaction.
</TABLE>

All shares purchased pursuant to a sales charge waiver based on the aggregate
purchase amounts equalling at least $500,000 will be subject to a contingent
deferred sales charge, for the first two years after their purchase, as
described under "Contingent Deferred Sales Charge -- Class A Shares," equal to
1% of the lower of the original purchase price or the net asset value of such
shares at the time of redemption.

From time to time, G.T. Global may reallow to broker/dealers the full amount of
the sales charge on Class A shares or may pay out additional amounts to
broker/dealers who sell Class A shares. In some instances, G.T. Global may offer
these reallowances or additional payments only to broker/dealers that have sold
or may sell significant amounts of Class A shares. To the extent that G.T.
Global reallows the full amount of the sales charge to broker/ dealers, such
broker/dealers may be deemed to be underwriters under the Securities Act of
1933. Commissions also may be paid to broker/dealers and other financial
institutions that initiate purchases made pursuant to sales charge waivers (i)
and (vii), described below under "Sales Charge Waivers -- Class A Shares."

                               Prospectus Page 15
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

The following purchases may be aggregated for purposes of determining the
"Amount of Purchase":

(a) Individual purchases on behalf of a single purchaser, the purchaser's spouse
and their children under the age of 21 years. This includes shares purchased in
connection with an employee benefit plan(s) exclusively for the benefit of such
individual(s), such as an IRA, individual Code Section 403(b) plan or
single-participant Keogh-type plans (that is, a self-employed individual
retirement plan ("Keogh Plan")). This also includes purchases made by a company
controlled by such individual(s).

(b) Individual purchases by a trustee or other fiduciary purchasing shares for a
single trust estate or a single fiduciary account, including an employee benefit
plan (such as employer-sponsored pension, profit-sharing and stock bonus plans,
including plans under Code Section 401(k), and medical, life and disability
insurance trusts) other than a plan described in "(a)" above.

Or

(c) Individual purchases by a trustee or other fiduciary purchasing shares
concurrently for two or more employee benefit plans of a single employer or of
employers affiliated with each other (again excluding an employee benefit plan
described in "(a)" above).

SALES CHARGE WAIVERS -- CLASS A SHARES. Class A shares are sold at net asset
value without imposition of sales charges when investments are made by the
following classes of investors:

(i) Trustees or other fiduciaries purchasing shares for employee benefit plans
which are sponsored by organizations which have at least 100 but less than 250
employees.

(ii) Current or retired Trustees, Directors and officers of the investment
companies for which G.T. Capital serves as investment manager and/or
administrator; employees or retired employees of the companies comprising the
G.T. Group or affiliated companies of the G.T. Group; the children, siblings and
parents of the persons in the foregoing categories; and trusts primarily for the
benefit of such persons.

(iii) Registered representatives or full-time employees of broker/dealers that
have entered into dealer agreements with G.T. Global, and the children, siblings
and parents of such persons, and employees of financial institutions that
directly, or through their affiliates, have entered into dealer agreements with
G.T. Global (or that otherwise have an arrangement with respect to sales of Fund
shares with a broker/dealer that has entered into a dealer agreement with G.T.
Global) and the children, siblings and parents of such employees.

(iv) Companies exchanging shares with or selling assets to one or more of the
G.T. Global Mutual Funds pursuant to a merger, acquisition or exchange offer.

(v) Shareholders of any of the G.T. Global Mutual Funds as of April 30, 1987 who
since that date continually have owned shares of one or more of the G.T. Global
Mutual Funds.

(vi) Purchases made through the automatic investment of dividends and other
distributions paid by any of the other G.T. Global Mutual Funds.

(vii) Registered investment advisers, trust companies and bank trust departments
exercising DISCRETIONARY investment authority with respect to the money to be
invested in the G.T. Global Mutual Funds provided that the aggregate amount
invested pursuant to this sales charge waiver is at least $500,000, and further
provided that such money is not eligible to be invested in the Advisor Class.

(viii) Clients of administrators of tax-qualified employee benefit plans which
have entered into agreements with G.T. Global.

(ix) Retirement plan participants who borrow from their retirement accounts by
redeeming G.T. Global Mutual Fund shares and subsequently repay such loans via a
purchase of Fund shares.

(x) Retirement plan participants who receive distributions from a tax-qualified
employer-sponsored retirement plan which is invested in G.T. Global Mutual
Funds, the proceeds of which are reinvested in Fund shares.

(xi) Accounts not eligible for the Advisor Class as to which a financial
institution or broker/dealer charges an account management fee, provided the
financial institution or broker/dealer has entered into an agreement with G.T.
Global regarding such accounts.

REINSTATEMENT PRIVILEGE. Shareholders who redeem their Class A shares in the
Fund have a one-time privilege of reinstating their investment by investing the
proceeds of the redemption at net asset value without a sales charge in Class A
shares of the Fund and/or one or more of the other G.T. Global Mutual Funds. The
Transfer Agent must receive from the investor or the investor's broker within
180 days after the date of the redemption both a written request for
reinvestment and a check not exceeding the amount of the redemption proceeds.
The reinstatement purchase will be effected at the net asset value per share
next determined after such receipt. For a discussion of the

                               Prospectus Page 16
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
federal income tax consequences of a reinstatement, see "Dividends, Other
Distributions and Federal Income Taxation -- Taxes."

REDUCED SALES CHARGE PLANS -- CLASS A SHARES. Class A shares of the Fund may be
purchased at reduced sales charges either through the Right of Accumulation or
under a Letter of Intent. For more details on these plans, investors should
contact their brokers or the Transfer Agent.

RIGHT OF ACCUMULATION. Pursuant to the Right of Accumulation, investors are
permitted to purchase shares of the Fund at the sales charge applicable to the
total of (a) the dollar amount then being purchased plus (b) the dollar amount
of the investor's concurrent purchases of the other G.T. Global Mutual Funds
(other than G.T. Global Dollar Fund) plus (c) the current public offering price
of all shares of G.T. Global Mutual Funds (other than shares of G.T. Global
Dollar Fund not acquired by exchange) already held by the investor. To receive
the Right of Accumulation, at the time of purchase investors must give their
brokers, the Transfer Agent or G.T. Global sufficient information to permit
confirmation of qualification. THE FOREGOING RIGHT OF ACCUMULATION APPLIES ONLY
TO CLASS A SHARES OF THE FUND AND OTHER G.T. GLOBAL MUTUAL FUNDS (OTHER THAN
G.T. GLOBAL DOLLAR FUND).

LETTER OF INTENT. In executing a Letter of Intent ("LOI") an investor indicates
an aggregate investment amount he or she intends to invest in the Class A shares
of the Fund and the Class A shares of other G.T. Global Mutual Funds (other than
G.T. Global Dollar Fund) in the following thirteen months. The LOI is included
as part of the Account Application located at the end of this Prospectus. The
sales charge applicable to that aggregate amount then becomes the applicable
sales charge on all purchases made concurrently with the execution of the LOI
and in the thirteen months following that execution. If an investor executes an
LOI within 90 days of a prior purchase of G.T. Global Mutual Fund Class A shares
(other than shares of G.T. Global Dollar Fund), the prior purchase may be
included under the LOI and an appropriate adjustment, if any, with respect to
the sales charges paid by the investor in connection with the prior purchase
will be made, based on the then-current net asset value(s) of the pertinent
Fund(s).

If at the end of the thirteen month period covered by the LOI the total amount
of purchases does not equal the amount indicated, the investor will be required
to pay the difference between the sales charges paid at the reduced rate and the
sales charges applicable to the purchases actually made. Shares having a value
equal to 5% of the amount specified in the LOI will be held in escrow during the
thirteen month period (while remaining registered in the investor's name) and
are subject to redemption to assure any necessary payment to G.T. Global of a
higher applicable sales charge.

For purposes of an LOI, any registered investment adviser, trust company or bank
trust department which exercises investment discretion and which intends within
thirteen months to invest $500,000 or more can be treated as a single purchaser,
provided further that such entity places all purchase and redemption orders.
Such entities should be prepared to establish their qualification for such
treatment. THE FOREGOING LETTER OF INTENT APPLIES ONLY TO CLASS A SHARES OF THE
FUND AND OTHER G.T. GLOBAL MUTUAL FUNDS (OTHER THAN G.T. GLOBAL DOLLAR FUND).
THE VALUE OF CLASS B SHARES OF ANY G.T. GLOBAL MUTUAL FUND WILL NOT BE COUNTED
TOWARD THE FULFILLMENT OF AN LOI.

CONTINGENT DEFERRED SALES CHARGE -- CLASS A SHARES. Purchases of Class A shares
of $500,000 or more may be made without a sales charge. Purchases of Class A
shares of two or more G.T. Global Mutual Funds (other than the G.T. Global
Dollar Fund) may be combined for this purpose, and the right of accumulation
also applies to such purchases. If a shareholder within two years after the date
of purchase redeems any Class A shares that were purchased without a sales
charge by reason of a purchase of $500,000 or more as described above under
"Purchasing Class A shares," a contingent deferred sales charge of 1% of the
lower of the original purchase price or the net asset value of such shares at
the time of redemption will be charged. Class A shares that are redeemed will
not be subject to the contingent deferred sales charge to the extent that the
value of such shares represents (1) reinvestment of dividends or other
distributions or (2) Class A shares redeemed more than two years after their
purchase. Such shares purchased in amounts of at least $500,000 without a sales
charge may be exchanged for Class A shares of another G.T. Global Mutual Fund
(other than G.T. Global Dollar Fund) without the imposition of a contingent
deferred sales charge, although the contingent deferred sales charge described
above will apply to the redemption of the shares acquired through an exchange.
The waivers set forth under "Contingent Deferred Sales Charge Waivers" below are
applied to redemptions of Class A shares upon which a contingent deferred sales
charge is imposed. For federal income tax purposes, the amount of the contingent
deferred sales charge will reduce the gain or increase the loss, as the case may
be, on

                               Prospectus Page 17
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
the amount realized on redemption. The amount of any contingent deferred sales
charge will be paid to G.T. Global.

                           PURCHASING CLASS B SHARES

The public offering price of the Class B shares of the Fund is the next
determined net asset value per share. No initial sales charge is imposed. A
contingent deferred sales charge, however, is imposed on certain redemptions of
Class B shares. Since the Class B shares are sold without an initial sales
charge, the Fund receives the full amount of the investor's purchase payment.

Class B shares of the Fund that are redeemed will not be subject to a contingent
deferred sales charge to the extent that the value of such shares represents:
(1) reinvestment of dividends or capital gain distributions or (2) shares
redeemed more than six years after their purchase. Redemptions of most other
Class B shares will be subject to a contingent deferred sales charge. See
"Contingent Deferred Sales Charge Waivers." The amount of any applicable
contingent deferred sales charge will be calculated by multiplying the lesser of
the original purchase price or the net asset value of such shares at the time of
redemption by the applicable percentage shown in the table below. Accordingly,
no charge is imposed on increases in net asset value above the original purchase
price:

<TABLE>
<CAPTION>
                                          CONTINGENT DEFERRED SALES
                                        CHARGE AS A PERCENTAGE OF THE
                                        LESSER OF NET ASSET VALUE AT
                                                 REDEMPTION
                                               OR THE ORIGINAL
          REDEMPTION DURING                    PURCHASE PRICE
- --------------------------------------  -----------------------------
<S>                                     <C>
1st Year Since Purchase...............                    5%
2nd Year Since Purchase...............                    4%
3rd Year Since Purchase...............                    3%
4th Year Since Purchase...............                    3%
5th Year Since Purchase...............                    2%
6th year Since Purchase...............                    1%
Thereafter............................                    0%
</TABLE>

In determining whether a contingent deferred sales charge is applicable to a
redemption, the calculation will be made in a manner that results in the lowest
possible rate. It will be assumed that the redemption is made first of amounts
representing shares acquired pursuant to the reinvestment of dividends and
distributions; then of amounts representing the cost of shares purchased seven
years or more prior to the redemption; and finally, of amounts representing the
cost of shares held for the longest period of time within the applicable
six-year period.

For example, assume an investor purchased 100 shares at $10 per share for a cost
of $1,000. Subsequently, the shareholder acquired 15 additional shares through
dividend reinvestment. During the second year after the purchase the investor
decided to redeem $500 of his or her investment. Assuming at the time of the
redemption a net asset value of $11 per share, the value of the investor's
shares would be $1,265 (115 shares at $11 per share). The contingent deferred
sales charge would not be applied to the value of the reinvested dividend
shares. Therefore, the 15 shares currently valued at $165.00 would be sold
without a contingent deferred sales charge. The number of shares needed to fund
the remaining $335.00 of the redemption would equal 30.455. Using the lower of
cost or market price to determine the contingent deferred sales charge the
original purchase price of $10.00 per share would be used. The contingent
deferred sales charge calculation would therefore be 30.455 shares times $10.00
per share at a contingent deferred sales charge rate of 4% (the applicable rate
in the second year after purchase) for a total contingent deferred sales charge
of $12.18.

For federal income tax purposes, the amount of the contingent deferred sales
charge will reduce the gain or increase the loss, as the case may be, on the
amount recognized on the redemption of shares. The amount of any contingent
deferred sales charge will be paid to G.T. Global.

                              CONTINGENT DEFERRED
                              SALES CHARGE WAIVERS

The contingent deferred sales charge will be waived for exchanges, as described
below, and for redemptions in connection with the Fund's systematic withdrawal
plan not in excess of 12% of the value of the account annually. In addition, the
contingent deferred sales charge will be waived in the following circumstances:
(1) total or partial redemptions made within one year following the death or
disability of a shareholder; (2) minimum required distributions made in
connection with a G.T. Global IRA, Keogh Plan or custodial account under Section
403(b) of the Code or other retirement plan following attainment of age 70 1/2;
(3) total or partial redemptions resulting from a distribution following
retirement in the case of a tax-qualified employer-sponsored retirement plan;
(4) when a redemption results from a tax-free return of an excess contribution
pursuant to Section 408(d)(4) or (5) of the Code or from the death or disability
of the employee; (5) a one-time reinvestment in Class B shares of the Fund
within 180 days of a prior redemption; and (6) redemptions pursuant to the
Fund's right to liquidate a shareholder's account involuntarily; (7) redemptions
pursuant to distributions from a tax-qualified employer-sponsored retirement
plan, which is invested in G.T. Global Mutual Funds, which are permitted to be
made without penalty pursuant

                               Prospectus Page 18
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
to the Code (other than tax-free rollovers or transfers of assets) and the
proceeds of which are reinvested in Fund shares; (8) redemptions made in
connection with participant-directed exchanges between options in an
employer-sponsored benefit plan; (9) redemptions made for the purpose of
providing cash to fund a loan to a participant in a tax-qualified retirement
plan; (10) redemptions made in connection with a distribution from any
retirement plan or account that is permitted in accordance with the provisions
of Section 72(t)(2) of the Code, and the regulations promulgated thereunder;
(11) redemptions made in connection with a distribution from any retirement plan
or account that involves the return of an excess deferral amount pursuant to
Section 401(k)(8) or Section 402(g)(2) of the Code or the return of excess
aggregate contributions pursuant to Section 401(m)(6) of the Code; (12)
redemptions made in connection with a distribution (from a qualified
profit-sharing or stock bonus plan described in Section 401(k) of the Code) to a
participant or beneficiary under Section 401(k)(2)(B)(IV) of the Code upon
hardship of the covered employee (determined pursuant to Treasury Regulation
Section 1.401(k)-1(d)(2)); and (13) redemptions made by or for the benefit of
certain states, counties or cities, or any instrumentalities, departments or
authorities thereof, where such entities are prohibited or limited by applicable
law from paying a sales charge or commission.

            PROGRAMS APPLICABLE TO CLASS A SHARES AND CLASS B SHARES

AUTOMATIC INVESTMENT PLAN. Investors may purchase either Class A or Class B
shares of the Fund through the G.T. Global Automatic Investment Plan. Under this
Plan, an amount specified by the shareholder of $100 or more (or $25 for IRAs,
Code Section 403(b)(7) custodial accounts and other tax-qualified
employer-sponsored retirement accounts) on a monthly or quarterly basis will be
sent to the Transfer Agent from the investor's bank for investment in the Fund.
Participants in the Automatic Investment Plan should not elect to receive
dividends or other distributions from the Fund in cash. To participate in the
Automatic Investment Plan, investors should complete the appropriate portion of
the Supplemental Application provided at the end of this Prospectus. Investors
should contact their brokers or G.T. Global for more information.

DOLLAR COST AVERAGING PROGRAM. Dollar cost averaging is a systematic,
disciplined investment method through which a shareholder invests the same
dollar amount each month; accordingly, the investor purchases more shares when
the Fund's net asset value is relatively low and fewer shares when the Fund's
net asset value is relatively high. This can result in a lower average
cost-per-share than if the shareholder followed a less systematic approach. The
G.T. Dollar Cost Averaging Program provides a convenient means for investors to
use this method to purchase either Class A or Class B shares of the G.T. Global
Mutual Funds. Dollar cost averaging does not assure a profit and does not
protect against loss in declining markets. Because such a program involves
continuous investment in securities regardless of fluctuating price levels of
such securities, investors should consider their financial ability to continue
purchases through periods of low price levels.

A participant in the G.T. Dollar Cost Averaging Program first designates the
size of his or her monthly investment in the Fund ("Monthly Investment") after
participation in the Program begins. The Monthly Investment must be at least
$1,000. The investor then will make an initial investment of at least $10,000 in
the G.T. Global Dollar Fund. Thereafter, each month an amount equal to the
specified Monthly Investment automatically will be redeemed from the G.T. Global
Dollar Fund and invested in Fund shares. A sales charge will be applied to each
automatic monthly purchase of Class A Fund shares in an amount determined in
accordance with the Right of Accumulation privilege described above. For more
information about the G.T. Dollar Cost Averaging Program, investors should
consult their brokers or G.T. Global.

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

                               Prospectus Page 19
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                             HOW TO MAKE EXCHANGES

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

Shares of the Fund may be exchanged for shares of any of the other G.T. Global
Mutual Funds, based on their respective net asset values without imposition of
any sales charges, provided that the registration remains identical. This
exchange privilege is available only in those jurisdictions where the sale of
G.T. Global Mutual Fund shares to be acquired may be legally made. CLASS A
SHARES MAY BE EXCHANGED FOR CLASS A SHARES OF OTHER G.T. GLOBAL MUTUAL FUNDS.
CLASS B SHARES MAY BE EXCHANGED ONLY FOR CLASS B SHARES OF OTHER G.T. GLOBAL
MUTUAL FUNDS. The exchange of Class B shares will not be subject to a contingent
deferred sales charge. For purposes of computing the contingent deferred sales
charge, the length of time of ownership of Class B shares will be measured from
the date of original purchase and will not be affected by the exchange.
EXCHANGES ARE NOT TAX-FREE AND MAY RESULT IN A SHAREHOLDER REALIZING A GAIN OR
LOSS, AS THE CASE MAY BE, FOR TAX PURPOSES. See "Dividends, Other Distributions
and Federal Income Taxation." Other than the Fund, the G.T. Global Mutual Funds
currently include:

      -- G.T. GLOBAL: WORLDWIDE GROWTH FUND
      -- G.T. GLOBAL: INTERNATIONAL GROWTH FUND
      -- G.T. GLOBAL EMERGING MARKETS FUND
      -- G.T. GLOBAL HEALTH CARE FUND
      -- G.T. GLOBAL TELECOMMUNICATIONS FUND
      -- G.T. GLOBAL INFRASTRUCTURE FUND
      -- G.T. GLOBAL FINANCIAL SERVICES FUND
      -- G.T. GLOBAL NATURAL RESOURCES FUND
      -- G.T. GLOBAL CONSUMER PRODUCTS AND SERVICES FUND
      -- G.T. GLOBAL: NEW PACIFIC GROWTH FUND*
      -- G.T. GLOBAL: EUROPE GROWTH FUND
      -- G.T. LATIN AMERICA GROWTH FUND
      -- G.T. GLOBAL: JAPAN GROWTH FUND
      -- G.T. GLOBAL: AMERICA GROWTH FUND
      -- G.T. GLOBAL GOVERNMENT INCOME FUND
      -- G.T. GLOBAL STRATEGIC INCOME FUND
      -- G.T. GLOBAL HIGH INCOME FUND
      -- G.T. GLOBAL DOLLAR FUND
- --------------
*   Formerly G.T. Pacific Growth Fund

Up to four exchanges each year may be made without charge. A $7.50 service
charge will be imposed on each subsequent exchange. If an investor does not
surrender all of his or her shares in an exchange, the remaining balance in the
investor's account after the exchange must be at least $500. Exchange requests
received in good order by the Transfer Agent before the close of regular trading
on the NYSE on any Business Day will be processed at the net asset value
calculated on that day.

A shareholder interested in making an exchange should write or call his or her
broker or the Transfer Agent to request the prospectus of the other G.T. Global
Mutual Fund(s) being considered. Certain brokers may charge a fee for handling
exchanges.

EXCHANGES BY TELEPHONE. A shareholder may give exchange instructions to the
shareholder's broker/ dealer or the Transfer Agent by telephone at the
appropriate toll free number provided in the Shareholder Account Manual.
Exchange orders will be accepted by telephone provided that the exchange
involves only uncertificated shares on deposit in the shareholder's account or
for which certificates previously have been deposited.

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

EXCHANGES BY MAIL. Exchange orders should be sent by mail to the investor's
broker/dealer or to the Transfer Agent at the address set forth in the
Shareholder Account Manual.

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

                               Prospectus Page 20
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                              HOW TO REDEEM SHARES

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

As described below, Fund shares may be redeemed at their net asset value
(subject to any applicable contingent deferred sales charge for Class B shares
or, in limited circumstances, Class A shares) and redemption proceeds will be
sent within seven days of the execution of a redemption request. Shareholders
with broker/dealers which sell shares may redeem shares through such
broker/dealers; if the shares are held in the broker/dealer's "street name" the
redemption must be made through the broker/dealer. Other shareholders may redeem
shares through the Transfer Agent. If a redeeming shareholder owns both Class A
and Class B shares of the Fund, the Class A shares will be redeemed first unless
the shareholder specifically requests otherwise.

REDEMPTIONS THROUGH BROKERS/DEALERS. Shareholders with accounts at
broker/dealers which sell shares of the Fund may submit redemption requests to
such broker/dealers. Broker/dealers may honor a redemption request either by
repurchasing shares from a redeeming shareholder at the shares' net asset value
next computed after the broker/dealer receives the request or by forwarding such
requests to the Transfer Agent (see "How to Redeem Shares -- Redemptions Through
the Transfer Agent"). Redemption proceeds (less any applicable contingent
deferred sales charge for Class B shares) normally will be paid by check or, if
offered by the broker/dealer, credited to the shareholder's brokerage account at
the election of the shareholder. Broker/dealers may impose a service charge for
handling redemption transactions placed through them and may have other
requirements concerning redemptions. Accordingly, shareholders should contact
their broker/dealers for more details.

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

Shareholders may qualify to have redemption proceeds sent to a Pre-Designated
Account by completing the appropriate section of the Account Application at the
end of this Prospectus. Shareholders with Pre-Designated Accounts should request
that redemption proceeds be sent either by bank wire or by check. The minimum
redemption amount for a bank wire is $1,000. Shareholders requesting a bank wire
should allow two business days from the time the redemption request is effected
for the proceeds to be deposited in the shareholder's Pre-Designated Account.
See "How to Redeem Shares -- Other Important Redemption Information."
Shareholders may change their Pre-Designated Accounts only by a letter of
instruction to the Transfer Agent containing all account signatures, each of
which must be guaranteed. The Transfer Agent currently does not charge a bank
wire service fee for each wire redemption sent but reserves the right to do so
in the future.

REDEMPTIONS BY TELEPHONE. Redemption requests may be made by telephone by
calling the Transfer Agent at the appropriate toll free number provided in the
Shareholder Account Manual. Shareholders who hold certificates for shares may

                               Prospectus Page 21
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
not redeem by telephone. REDEMPTION REQUESTS MAY NOT BE MADE BY TELEPHONE FOR
THIRTY DAYS FOLLOWING ANY CHANGE OF THE SHAREHOLDER'S ADDRESS OF RECORD.

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

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

SYSTEMATIC WITHDRAWAL PLAN. Shareholders owning shares with a value of $10,000
or more may participate in the G.T. Global Systematic Withdrawal Plan. A
participating shareholder will receive proceeds from monthly, quarterly or
annual redemptions of Fund shares with respect to either Class A or Class B
shares. No contingent deferred sales charge will be imposed on redemptions made
under the Systematic Withdrawal Plan. The minimum withdrawal amount is $100. The
amount or percentage a participating shareholder specifies to be redeemed may
not, on an annualized basis, exceed 12% of the value of the account, as of the
time the shareholder elects to participate in the Systematic Withdrawal Plan. To
participate in the Systematic Withdrawal Plan, investors should complete the
appropriate portion of the Supplemental Application provided at the end of this
Prospectus. Investors should contact their brokers or the Transfer Agent for
more information. With respect to Class A shares, participation in the
Systematic Withdrawal Plan concurrent with purchases of Class A shares of the
Fund may be disadvantageous to investors because of the sales charges involved
and possible tax implications, and therefore is discouraged. In addition,
shareholders who participate in the Systematic Withdrawal Plan should not elect
to reinvest dividends or other distributions in additional Fund shares.

OTHER IMPORTANT REDEMPTION INFORMATION. A request for redemption will not be
processed until all of the necessary documentation has been received in good
order. A shareholder in doubt as to what documents are required should contact
his or her broker or the Transfer Agent.

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

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

The Fund may redeem the shares of any shareholder whose account is reduced to
less than $500 in value through redemptions or other action by the shareholder.
Written notice will be given to the shareholder at least 60 days prior to the
date fixed for such redemption, during which time the shareholder may increase
his or her holdings to an aggregate amount of $500 or more (with a minimum
purchase of $100 or more).

                               Prospectus Page 22
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                           SHAREHOLDER ACCOUNT MANUAL

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

Shareholders are encouraged to place purchase, exchange and redemption orders
through their brokers. Shareholders also may place such orders directly through
G.T. Global in accordance with this Manual. See "How to Invest ;" "How to Make
Exchanges;" "How to Redeem Shares"; and "Dividends, Other Distributions and
Federal Income Taxation -- Taxes" for more information.

The Fund's Transfer Agent is G.T. GLOBAL INVESTOR SERVICES, INC.

INVESTMENTS BY MAIL

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

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

INVESTMENTS BY BANK WIRE

An investor opening a new account should call 1-800-223-2138 to obtain an
account number. WITHIN SEVEN DAYS OF PURCHASE SUCH AN INVESTOR MUST SEND A
COMPLETED ACCOUNT APPLICATION CONTAINING THE INVESTOR'S CERTIFIED TAXPAYER
IDENTIFICATION NUMBER TO G.T. GLOBAL AT THE ADDRESS PROVIDED ABOVE UNDER
"INVESTMENTS BY MAIL." Wire instructions must state Fund name, class of shares,
shareholder's registered name and account number. Bank wires should be sent
through the Federal Reserve Bank Wire System to:

    WELLS FARGO BANK N.A.
    ABA 121000248
    Attn: G.T. GLOBAL
         Account No. 4023-050701
(Stating Fund name, class of shares, shareholder's registered name and account
number)

EXCHANGES BY TELEPHONE

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

EXCHANGES BY MAIL

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

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

REDEMPTIONS BY TELEPHONE

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

REDEMPTIONS BY MAIL

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

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

OVERNIGHT MAIL

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

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

ADDITIONAL QUESTIONS

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

                               Prospectus Page 23
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                         CALCULATION OF NET ASSET VALUE

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

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

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

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

The Fund's portfolio securities, from time to time, may be listed primarily on
foreign exchanges or over-the-counter dealer markets which trade on days when
the NYSE is closed (such as a Saturday). As a result, the net asset values of
the Fund may be significantly affected by such trading on days when shareholders
cannot purchase or redeem shares of the Fund.

The different expenses borne by each class of shares will result in different
net asset values and dividends. The per share net asset value of the Class B
shares of the Fund generally will be lower than that of the Class A shares of
that Fund because of the higher expenses borne by the Class B shares. It is
expected, however, that the net asset value per share of Class A and Class B
shares of the Fund will tend to converge immediately after the payment of
dividends, which will differ by approximately the amount of the service and
distribution expense accrual differential between the classes. The per share net
asset value and dividends of the Advisor Class shares of the Fund generally will
be higher than that of the Class A and Class B shares of the Fund because of the
absence of 12b-1 service and distribution fees with respect to Advisor Class
shares.

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

                         DIVIDENDS, OTHER DISTRIBUTIONS
                          AND FEDERAL INCOME TAXATION

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

DIVIDENDS AND OTHER DISTRIBUTIONS. The Fund pays quarterly dividends from its
net investment income, if any, which includes dividends, accrued interest and
earned discount (including both original issue and market discounts) less
applicable expenses. The Fund also normally distributes for each fiscal year
substantially all of its realized net short-term capital gain (the excess of
short-term capital gains over short-term capital losses), net capital gain (the
excess of net long-term capital gain over net short-term capital loss) and net
gains from foreign currency transactions, if any. The Fund may make an
additional dividend or

                               Prospectus Page 24
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
other distribution if necessary to avoid a 4% excise tax on certain
undistributed income and gain.

Dividends and other distributions paid by the Fund with respect to all classes
of its shares are calculated in the same manner and at the same time. The per
share income dividends on Class B shares will be lower than the per share income
dividends on Class A shares as a result of the higher service and distribution
fees applicable to Class B shares; the per share income dividends on both such
classes of shares will be lower than the per share income dividends on the
Advisor Class shares as a result of the absence of any service and distribution
fees applicable to Advisor Class shares. SHAREHOLDERS MAY ELECT:

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

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

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

/ / to receive dividends and other distributions in cash.

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

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

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

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

The Fund provides federal tax information to its shareholders annually,
including information about dividends and other distributions paid during the
preceding year and, under certain circumstances, the shareholders' respective
shares of any foreign taxes paid by the Fund, in which event each shareholder
would be required to include in his or her gross income his or her pro rata
share of those taxes but might be entitled to claim a credit or deduction for
them.

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

                               Prospectus Page 25
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

A redemption of Fund shares may result in taxable gain or loss to the redeeming
shareholder, depending upon whether the redemption proceeds are more or less
than the shareholder's adjusted basis for the redeemed shares (which normally
includes any initial sales charge paid on Class A shares). An exchange of Fund
shares for shares of another G.T. Global Mutual Fund generally will have similar
tax consequences. However, special tax rules apply when a shareholder (1)
disposes of Class A shares of the Fund through a redemption or exchange within
90 days after purchase and (2) subsequently acquires Class A shares of the Fund
or any other G.T. Global Mutual Fund on which an initial sales charge normally
is imposed without paying a sales charge due to the reinstatement privilege or
exchange privilege. In these cases, any gain on the disposition of the original
Class A shares will be increased, or loss decreased, by the amount of the sales
charge paid when those shares were acquired, and that amount will increase the
adjusted basis of the shares subsequently acquired. In addition, if Fund shares
are purchased within 30 days before or after redeeming other Fund shares
(regardless of class) at a loss, all or a part of the loss will not be
deductible and instead will increase the basis of the newly purchased shares.

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

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

                                   MANAGEMENT

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

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

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

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

G.T. Capital is the U.S. member of the G.T. Group, an international investment
advisory organization established in 1969 for the purpose of rendering
international portfolio management services to both institutional and individual
clients. Since the G.T. Group was established, it has gained a reputation as a
leader in identifying and investing in emerging and established markets around
the world. As of January 3, 1995, aggregate assets under G.T. Group management
exceeded $22 billion, of which more than $19 billion was invested in the
securities of non-U.S. issuers.

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

                               Prospectus Page 26
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

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

In managing the Fund, G.T. Capital employs a team approach, taking advantage of
the resources of its various investment offices around the world in seeking to
achieve the Fund's objectives. In addition, in managing the Fund these
individuals utilize the research and related work of other members of G.T.
Capital's investment staff. The investment professionals primarily responsible
for the portfolio management of the Fund are as follows:

                              GROWTH & INCOME FUND

<TABLE>
<CAPTION>
                                               RESPONSIBILITIES FOR                      BUSINESS EXPERIENCE
NAME/OFFICE                                          THE FUND                              LAST FIVE YEARS
- -----------------------------------  ----------------------------------------  ----------------------------------------
<S>                                  <C>                                       <C>
Nicholas S. Train                    Portfolio Manager (asset allocation and   Portfolio Manager for G.T. Management
 London                               non-U.S. security selection) since 1991   PLC (London); Portfolio Manager for
                                                                                G.T. Capital since 1991
Soraya M. Betterton                  Portfolio Manager (U.S. and Latin         Portfolio Manager of G.T. Capital
 San Francisco                        America security selection) since 1991
Gary Kreps                           Overall supervision and asset allocation  Chief Investment Officer -- Global Fixed
 San Francisco                        of established market debt investments    Income Investments for G.T. Capital
                                      since 1992                                since 1992; From 1988 to 1992, Mr.
                                                                                Kreps was the Senior Vice President for
                                                                                Global Fixed Income of Putnam
                                                                                Management Co. (Boston)
Paul Murray-John                     Portfolio Manager (established market     Trader for G.T. Management PLC (London)
 London                               debt selection) since 1994                since 1993; From 1992 to 1993, Mr.
                                                                                Murray-John was an Analyst, Bloomberg,
                                                                                L.P. Prior thereto, he was Fund Manager
                                                                                for Robert Fleming & Co.; Portfolio
                                                                                Manager of G.T. Capital since 1994
</TABLE>

In placing orders for the Fund's portfolio transactions, G.T. Capital seeks to
obtain the best net results. G.T. Capital has no agreement or commitment to
place orders with any broker/dealer. Commissions or discounts in foreign
securities exchanges and OTC markets often are fixed and generally are higher
than those in U.S. securities exchanges or markets. Consistent with its
obligation to obtain best net results, G.T. Capital may consider a
broker/dealer's sale of shares of the G.T. Global Mutual Funds as a factor in
considering through whom portfolio transactions will be effected. Brokerage
transactions for the Fund may be executed through any of the BIL GT Group
affiliates.

The Fund's portfolio turnover rate during the fiscal year ended October 31, 1994
was 117%. However, G.T. Capital does not regard portfolio turnover as a limiting
factor and will buy or sell securities for either Fund as necessary in response
to market conditions to meet the Fund's objective. The portfolio turnover rate
is calculated by dividing the lesser of sales or purchases of portfolio
securities by the Fund's average month-end portfolio value, excluding short-term
investments. For purposes of this calculation, portfolio securities exclude
purchases and sales of debt securities having a maturity at the date of purchase
of one year or less. Increase in portfolio turnover involves correspondingly
greater transaction costs in the form of brokerage commissions or dealer spreads
and other costs that a Fund will bear directly, and may result in the
realization of net capital gains, which are taxable when distributed to
shareholders.

DISTRIBUTION OF FUND SHARES. G.T. Global is the distributor, or principal
underwriter, of the Fund's Class A and Class B shares. Like G.T. Capital, G.T.
Global is a subsidiary of BIL GT Group with offices at 50 California Street,
27th Floor, San Francisco, California 94111. As distributor, G.T. Global
collects the sales charges imposed on purchases of Class A shares and reallows a
portion of such charges to broker/dealers that have sold such shares in
accordance with the schedule set forth above under "How to Invest." In addition,
G.T. Global collects any contingent deferred sales charges that may be imposed
on certain redemptions of Class A and Class B shares.

                               Prospectus Page 27
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

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

Under a plan of distribution adopted by the Company's Board of Directors
pursuant to Rule 12b-1 under the 1940 Act, with respect to the Fund's Class A
shares ("Class A Plan"), the Fund may pay G.T. Global a service fee at the
annualized rate of up to 0.25% of the average daily net assets of the Fund's
Class A Shares for its expenditures incurred in servicing and maintaining
shareholder accounts, and may pay G.T. Global a distribution fee at the
annualized rate of up to 0.35% of the average daily net assets of the Fund's
Class A Shares, less any amounts paid by the Fund as the aforementioned service
fee for its expenditures incurred in providing services as distributor. All
expenses for which G.T. Global is reimbursed under the Class A Plan will have
been incurred within one year of such reimbursement.

Pursuant to a separate plan of distribution adopted with respect to the Fund's
Class B shares ("Class B Plan"), the Fund may pay G.T. Global a service fee at
the annualized rate of up to 0.25% of the average daily net assets of the Fund's
Class B Shares for its expenditures incurred in servicing and maintaining
shareholder accounts, and may pay G.T. Global a distribution fee at the
annualized rate of up to 0.75% of the average daily net assets of the Fund's
Class B Shares for its expenditures incurred in providing services as
distributor. Expenses incurred under the Class B Plan in excess of 1.00%
annually may be carried forward for reimbursement in subsequent years as long as
that Plan continues in effect.

G.T. Global's service and distribution expenses under the Plans include the
payment of ongoing commissions; the cost of any additional compensation paid by
G.T. Global to brokers and dealers; the costs of printing and mailing to
prospective investors prospectuses and other materials relating to the Fund; the
costs of developing, printing, distributing and publishing advertisements and
other sales literature; and allocated costs relating to G.T. Global's
distribution activities, including, among other things, employee salaries,
bonuses and other overhead expenses. In addition, its expenses under the Class B
Plan include payment of initial sales commissions to broker/ dealers and
interest on any unreimbursed amounts carried forward thereunder.

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

                               Prospectus Page 28
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                               OTHER INFORMATION

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

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

ORGANIZATION. The Company was organized as a Maryland corporation on October 29,
1987. Until April 28, 1989, the name of the Company was G.T. Global Income
Series, Inc. From time to time, the Company may establish other funds, each
corresponding to a distinct investment portfolio and a distinct series of the
Company's common stock. Shares of the Fund are entitled to one vote per share
(with proportional voting for fractional shares) and are freely transferable.
Shareholders have no preemptive or conversion rights.

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

Normally there will be no annual meeting of shareholders in any year, except as
required under the 1940 Act. The Company would be required to hold a
shareholders' meeting in the event that at any time less than a majority of the
Directors holding office had been elected by shareholders. Directors shall
continue to hold office until their successors are elected and have qualified.
Shares of the Company's funds do not have cumulative voting rights, which means
that the holders of a majority of the shares voting for the election of
Directors can elect all the Directors. A Director may be removed upon a majority
vote of the shareholders qualified to vote in the election. Shareholders holding
10% of the Company's outstanding voting securities may call a meeting of
shareholders for the purpose of voting upon the question of removal of any
Director or for any other purpose. The 1940 Act requires the Company to assist
shareholders in calling such a meeting.

Pursuant to the Company's Articles of Incorporation, it may issue six billion
shares. Of this number, 300 million shares have been classified as shares of the
Fund; 100 million shares have been classified as Class A shares, 100 million
shares have been classified as Class B shares, and 100 million shares have been
classified as Advisor Class shares. This amount may be increased from time to
time in the discretion of the Board of Directors. Each share of the Fund
represents an interest in the Fund only, has a par value of $0.0001 per share,
represents an equal proportionate interest in the Fund with other shares of the
Fund and is entitled to such dividends and other distributions out of the income
earned and gain realized on the assets belonging to the Fund as may be declared
at the discretion of the Board of Directors. Each Class A, Class B and Advisor
Class share of the Fund is equal as to earnings, assets and voting privileges,
except as noted above, and each class bears the expenses, if any, related to the
distribution of its shares. Shares of the Fund when issued are fully paid and
nonassessable.

SHAREHOLDER INQUIRIES. Shareholder inquiries may be made by calling the Fund
toll free at (800) 223-2138 or by writing to the Fund at 50 California Street,
27th Floor, San Francisco, California 94111.

PERFORMANCE INFORMATION. The Fund, from time to time, may include information on
its investment results and/or comparisons of its investment results

                               Prospectus Page 29
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND
to various unmanaged indices or results of other mutual funds or groups of
mutual funds in advertisements, sales literature or reports furnished to present
or prospective shareholders.

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

In addition, in order to more completely represent the Fund's performance or
more accurately compare such performance to other measures of investment return,
the Fund also may include in advertisements, sales literature and shareholder
reports other total return performance data ("Non-Standardized Return").
Non-Standardized return reflects percentage rates of return encompassing all
elements of total return (e.g., income and capital appreciation or
depreciation); it assumes reinvestment of all dividends and other distributions.
Non-Standardized Return may be quoted for the same or different periods as those
for which Standardized Return is quoted; it may consist of an aggregate or
average annual percentage rate of return, actual year-by-year rates or any
combination thereof. Non-Standardized Return may or may not take sales charges
into account; performance data calculated without taking the effect of sales
charges into account will be higher than data including the effect of such
charges.

The Fund's performance data reflects past performance and is not necessarily
indicative of future results. The Fund's investment results will vary from time
to time depending upon market conditions, the composition of its portfolio and
its operating expenses. These factors and possible differences in calculation
methods should be considered when comparing the Fund's investment results with
those published for other investment companies, other investment vehicles and
unmanaged indices. The Fund's results also should be considered relative to the
risks associated with its investment objective and policies. The Fund will
include performance data for all classes of shares of the Fund in any
advertisement or information including performance data for the Fund. See
"Investment Results" in the Statement of Additional Information.

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

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

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

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

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

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

                               Prospectus Page 30
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                                     NOTES

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

                               Prospectus Page 31
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                                     NOTES

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

                               Prospectus Page 32
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                                     NOTES

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

                               Prospectus Page 33
<PAGE>

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

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

 NOTE:  Trust registrations should specify name of trustee(s), beneficiary(ies)
 and date  of trust  instrument. Registration  for Uniform  Gifts/Transfers  to
 Minors  accounts should  be in  the name  of one  custodian and  one minor and
 include the state under which the custodianship is created.

<TABLE>
<S>                             <C>                             <C>                              <C>

                                -----------------------------------------------------------------
                                Social  Security  Number  /  /  or Tax  I.D.  Number  /  / (Check
                                applicable box)
  --------------------------    If more  than  one  owner, social  security  number  or  taxpayer
  Owner                         identification  number should be provided for first owner listed.
  --------------------------    If a purchase is made under Uniform Gift/ Transfer to Minors Act,
  Co-owner 1
  --------------------------    social  security   number  of   the  minor   must  be   provided.
  Co-owner 2                    Resident   of    /    /   U.S.        /   /    Other    (specify)
                                -----------------------------------------

                                                                (    )
  ------------------------------------------------------------  ---------------------------
  Street Address                                                Home Telephone
                                                                (    )
  ------------------------------------------------------------  ---------------------------
  City, State, Zip Code                                         Business Telephone
</TABLE>

FUND SELECTION $500 minimum initial investment required for each Fund selected.
Checks should be made payable to "G.T. GLOBAL."

TO PURCHASE THE FUNDS LISTED BELOW PLEASE SELECT EITHER / / Class A Shares or
/ / Class B Shares (Not available for purchases of $500,000 or more or for the
                   G.T. Global Dollar Fund).
If a class share box is not checked, your investment will be made in Class A
shares.

<TABLE>
<S>                                                      <C>           <C>                                           <C>       <C>
                                                         INITIAL                                                     INITIAL
                                                         INVESTMENT                                                  INVESTMENT
07 / / G.T. GLOBAL WORLDWIDE GROWTH FUND                 $             03 / / G.T. GLOBAL EUROPE GROWTH FUND         $
                                                         ----------                                                  ----------
05 / / G.T. GLOBAL INTERNATIONAL GROWTH FUND             $             13 / / G.T. LATIN AMERICA GROWTH FUND         $
                                                         ----------                                                  ----------
16 / / G.T. GLOBAL EMERGING MARKETS FUND                 $             06 / / G.T. GLOBAL AMERICA GROWTH FUND        $
                                                         ----------                                                  ----------
11 / / G.T. GLOBAL HEALTH CARE FUND                      $             04 / / G.T. GLOBAL JAPAN GROWTH FUND          $
                                                         ----------                                                  ----------
15 / / G.T. GLOBAL TELECOMMUNICATIONS FUND               $             10 / / G.T. GLOBAL GROWTH & INCOME FUND       $
                                                         ----------                                                  ----------
19 / / G.T. GLOBAL INFRASTRUCTURE FUND                   $             09 / / G.T. GLOBAL GOVERNMENT INCOME FUND     $
                                                         ----------                                                  ----------
17 / / G.T. GLOBAL FINANCIAL SERVICES FUND               $             08 / / G.T. GLOBAL STRATEGIC INCOME FUND      $
                                                         ----------                                                  ----------
21 / / G.T. GLOBAL NATURAL RESOURCES FUND                $             18 / / G.T. GLOBAL HIGH INCOME FUND           $
                                                         ----------                                                  ----------
22 / / G.T. GLOBAL CONSUMER PRODUCTS AND SERVICES FUND   $             01 / / G.T. GLOBAL DOLLAR FUND                $
                                                         ----------                                                  ----------
02 / / G.T. GLOBAL NEW PACIFIC GROWTH FUND               $
                                                         ----------
  CHECKWRITING PRIVILEGE
 Checkwriting privilege available on Class A shares of G.T. Global Dollar Fund and G.T. Global Government Income Fund.
 / / Check here if desired. You will be sent a book of checks.
  CAPITAL GAINS AND DIVIDEND DISTRIBUTIONS                                                TOTAL INITIAL INVESTMENT:  $
                                                                                                                     ----------
 All capital gains and dividend distributions will be reinvested in additional shares of the same class unless appropriate
 boxes below are checked:
 / / Pay capital gain distributions only in cash   / / Pay dividends only in cash   / / Pay capital gain distributions AND
 dividends in cash.
  SPECIAL CAPITAL GAINS AND DIVIDEND DISTRIBUTIONS OPTION
 Pay distributions noted above to another G.T. Global Fund: Fund Name ------------------
</TABLE>

 AGREEMENTS & SIGNATURES

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

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

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

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

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

     OR, / / I am (the payee is) subject to backup withholding.
     ALL ACCOUNT OWNERS MUST SIGN BELOW (Minors are not authorized signers)
  Account revisions may require that signatures be guaranteed. Please see the
                                  Prospectus.

<TABLE>
<S>                                                           <C>
 -----------------------------------------------------------
 Date

 X                                                            X
 ----------------------------------------------------------   ----------------------------------------------------------

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

<PAGE>

<TABLE>
<S>                                                    <C>
 ACCOUNT PRIVILEGES

 TELEPHONE EXCHANGE AND REDEMPTION                     AUTHORITY TO TRANSMIT REDEMPTION PROCEEDS TO
                                                       PRE-DESIGNATED ACCOUNT
 I/We, either directly or through the Authorized       By completing the following section, redemptions
 Agent, if any, named below, hereby authorize the      which exceed $1,000
 Transfer Agent of the G.T. Global Mutual Funds,       may be wired or mailed to a Pre-Designated Account
 to honor any telephone, telex or telegraphic          at your bank. (Wiring instructions may be obtained
 instructions reasonably believed to be authentic      from your bank.) A bank wire service fee may be
 for redemption and/or exchange between a similar      charged.
 class of shares of any of the Funds distributed
 by G.T. Global Financial Services, Inc.               --------------------------------------------------
                                                       Name of Bank
 SPECIAL PURCHASE AND REDEMPTION PLANS
  / / I have completed and attached the                --------------------------------------------------
 Supplemental Application for:                         Bank Address
  / / AUTOMATIC INVESTMENT PLAN
 / / SYSTEMATIC WITHDRAWAL PLAN                        --------------------------------------------------
 OTHER                                                 Bank A.B.A Number                        Account
  / / I/We owned shares of one or more Funds           Number
      distributed by G.T. Global Financial
      Services, Inc. as of April 30, 1987 and          --------------------------------------------------
      since that date continuously have owned          Names(s) in which Bank Account is Established
      shares of such Funds. Attached is a schedule     A corporation (or partnership) must also submit a
      showing the numbers of each of my/our            "Corporate Resolution"
      Shareholder Accounts.                            (or "Certificate of Partnership") indicating the
                                                       names and titles of Officers authorized to act on
                                                       its behalf.
</TABLE>

 RIGHT OF ACCUMULATION -- CLASS A SHARES
  / / I/We qualify for the Right of Accumulation sales charge discount
      described in the Prospectus and Statement of Additional Information of
      the Fund purchased.

  / / I/We own shares of more than one Fund distributed by G.T. Global. Listed
      below are the numbers of each of my/our Shareholder Accounts.

  / / The registration of some of my/our shares differs from that shown on this
      Application. Below are the account number(s) and registration(s) in each
      case.

 LIST OF OTHER G.T. FUND ACCOUNTS:
 _____________      __________________________________
 _____________      __________________________________
 _____________      __________________________________
 Account Numbers                                 Account Registrations
 LETTER OF INTENT -- CLASS A SHARES

  / / I agree to the terms of the Letter of Intent set forth below. Although I
      am not obligated to do so, it is my intention to invest over a
      thirteen-month period in Class A shares of one or more of the G.T. Global
      Mutual Funds in an aggregate amount at least equal to:
            / / $50,000     / / $100,000     / / $250,000     / / $500,000

 When a shareholder signs a Letter of Intent in order to qualify for a reduced
 sales charge, Class A shares equal to 5% (in no case in excess of 1/2 of 1%
 after an aggregate of $500,000 has been purchased under the Letter) of the
 dollar amount specified in this Letter will be held in escrow in the
 Shareholder's Account out of the initial purchase (or subsequent purchases, if
 necessary) by G.T. Global Financial Services, Inc. ("G.T. Global"). All
 dividends and other distributions will be credited to the Shareholder's
 Account in shares (or paid in cash, if requested). If the intended investment
 is not completed within the specified thirteen-month period, the purchaser
 will remit to G.T. Global the difference between the sales charge actually
 paid and the sales charge which would have been paid if the total of such
 purchases had been made at a single time. If this difference is not paid
 within twenty days after written request by G.T. Global or the shareholder's
 Authorized Agent, the appropriate number of escrowed shares will be redeemed
 to pay such difference. If the proceeds from this redemption are inadequate,
 the purchaser will be liable to G.T. Global for the balance still outstanding.
 The Letter of Intent may be revised upward at any time during the
 thirteen-month period, and such a revision will be treated as a new Letter,
 except that the thirteen-month period during which the purchase must be made
 will remain unchanged. Exchange requests involving escrowed shares must
 specifically reference those shares. Exchanges of escrowed shares may be
 delayed to allow for the extra processing required.

 Any questions relating to this Letter of Intent should be directed to G.T.
 Global, 50 California Street, 27th Floor, San Francisco, CA 94111.
 FOR USE BY AUTHORIZED AGENT (BROKER/DEALER) ONLY

 We hereby submit this Account Application for the purchase of Class A shares
 including such shares purchased under a Right of Accumulation or Letter of
 Intent or for the purchase of Class B shares in accordance with the terms of
 our Dealer Agreement with G.T. Global Financial Services, Inc. and with the
 Prospectus and Statement of Additional Information of each Fund purchased. We
 agree to notify G.T. Global Financial Services, Inc. of any purchases properly
 made under a Letter of Intent or Right of Accumulation.

 ------------------------------------------------------------------------------
 Investment Dealer Name
 ------------------------------------------------------------------------------
 Main Office Address   Branch Number  Representative's Number  Representative's
 Name
                                                                (     )
 ------------------------------------------------------------------------------
 Branch Address                                                        Telephone

 X
 ------------------------------------------------------------------------------
 Investment Dealer's Authorized Signature                                  Title
<PAGE>

<TABLE>
<S>        <C>                    <C>
[LOGO]
           G.T.  GLOBAL
           MUTUAL FUNDS
           P.O. Box 7345          SUPPLEMENTAL APPLICATION
           San Francisco, CA      SPECIAL INVESTMENT AND
           94120-7345             WITHDRAWAL OPTIONS
           800/223-2138
</TABLE>

<TABLE>
<S>                                                         <C>                                                         <C>
ACCOUNT REGISTRATION

Please supply the following information exactly as it appears on the Fund's records.

- ---------------------------------------------------------   ---------------------------------------------------------
Fund Name                                                   Account Number

- ----------------------------------------------------------  ----------------------------------------------------------
Owner's Name                                                Co-Owner 1

- ----------------------------------------------------------  ----------------------------------------------------------
Co-Owner 2                                                  Telephone Number

- ----------------------------------------------------------  ----------------------------------------------------------
Street Address                                              Social Security or Tax I.D. Number

- ----------------------------------------------------------
City, State, Zip Code

Resident of  / / U.S.  / / Other
- ---------------------------

AUTOMATIC INVESTMENT PLAN     / / YES  / / NO

I/We hereby authorize the Transfer Agent of the G.T. Global Mutual Funds to debit my/our personal checking account on
the designated dates in order to purchase / / Class A shares or / / Class B shares of the Fund indicated at the top of
this Supplemental Application at the applicable public offering price determined on that day.

/ / Monthly on the 25th day        / / Quarterly beginning on the 25th day of the month you first select
(The request for participation in the Plan must be received by the 1st day of the month in which you wish investments
to begin.)

Amount of each debit (minimum $100)  $
                                     -------------------------------------------------

NOTE:  A Bank  Authorization Form (below)  and a voided  personal check  must accompany the  Automatic Investment Plan
Application.
</TABLE>

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

<TABLE>
<S>        <C>                            <C>
           G.T. GLOBAL
           MUTUAL FUNDS                                                              AUTOMATIC INVESTMENT PLAN
</TABLE>

[LOGO]

<TABLE>
<S>                                <C>                                <C>
BANK AUTHORIZATION
</TABLE>

<TABLE>
<S>                        <C>                             <C>                   <C>
- -------------------------  ------------------------------  ------------
Bank Name                  Bank Address                    Bank Account Number
I/We authorize you, the above named bank, to debit my/our account for amounts drawn by the Transfer Agent of the G.T.
Global Mutual Funds, acting as my agent. I/We agree that your rights in respect to each withdrawal shall be the same
as if it were a check drawn upon you and signed by me/us. This authority shall remain in effect until I/we revoke it
in writing and you receive it. I/We agree that you shall incur no liability when honoring any such debit.
I/We further agree that you will incur no liability to me if you dishonor any such withdrawal. This will be so even
though such dishonor results in the forfeiture of investment.

- ---------------------------------------------------------   ---------------------------------------------------------
Account Holder's Name                                       Joint Account Holder's Name

X                                                           X
- ------------------------------------      --------------    ------------------------------------      --------------
Account Holder's Signature                Date              Joint Account Holder's Signature          Date
</TABLE>

                                     (OVER)
<PAGE>

<TABLE>
<S>                             <C>                          <C>                                                       <C>

SYSTEMATIC WITHDRAWAL PLAN    / / YES  / / NO
MINIMUM REQUIREMENTS: $10,000 INITIAL ACCOUNT BALANCE AND $100 MINIMUM PERIODIC PAYMENT.
I/We hereby authorize the Transfer Agent of the G.T. Global Mutual Funds to redeem the necessary number of / / Class
A or / / Class B shares from my/our G.T. Global Account on the designated dates in order to make the following
periodic payments:
/ / Monthly on the 25th day        / / Quarterly beginning on the 25th day of the month you first select
(The request for participation in the Plan must be received by the 18th day of the month in which you wish
withdrawals to begin.)
Maximum annual withdrawal of 12% of initial account balance for shares subject to a contingent deferred sales charge.
Withdrawals in excess of 12% of the initial account balance annually may result in assessment of a contingent
deferred sales charge, as described in the applicable Fund's prospectus.
Amount of each check ($100 minimum): $
- -----------------

Please make checks payable to:  -------------------------------------------------------------------------------------
(TO  BE   COMPLETED  ONLY   IF  Recipient
REDEMPTION PROCEEDS TO BE PAID  -------------------------------------------------------------------------------------
TO  OTHER THAN  ACCOUNT HOLDER  Street Address
OF RECORD OR MAILED TO ADDRESS  -------------------------------------------------------------------------------------
OTHER THAN ADDRESS OF RECORD)   City, State, Zip Code
NOTE: If recipient of checks is not the registered shareholder, signature(s) below must be guaranteed. A corporation
(or partnership) must also submit a "Corporate Resolution" (or "Certification of Partnership") indicating the names
and titles of Officers authorized to act on its behalf.
AGREEMENT AND SIGNATURES
The investor(s) certifies(y) and agree(s) that the certifications, authorizations, directions and restrictions
contained herein will continue until the Transfer Agent of the G.T. Global Mutual Funds receives written notice of
any change or revocation. Any change in these instructions must be in writing with all signatures guaranteed (if
applicable).

- ----------------------------------------------------------
Date
X                                                            X
- -----------------------------------------------------        --------------------------------------------------
Signature                                                    Signature

- -----------------------------------------------------------  --------------------------------------------------------
Signature Guarantee* (if applicable)                         Signature Guarantee* (if applicable)
X                                                            X
- -----------------------------------------------------        --------------------------------------------------
Signature                                                    Signature

- -----------------------------------------------------------  --------------------------------------------------------
Signature Guarantee* (if applicable)                         Signature Guarantee* (if applicable)
*Acceptable signature guarantors: (1) a commercial bank; (2) a U.S. trust company; (3) a member firm of a U.S. stock
exchange;
(4) a foreign branch of any of the foregoing; or (5) any other eligible guarantor institution. A notary public is NOT
an acceptable guarantor. An investor with questions concerning the G.T. Global Mutual Funds signature guarantee
requirement should contact the Transfer Agent.
</TABLE>

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

INDEMNIFICATION AGREEMENT

To: Bank Named on the Reverse

In consideration of your compliance with the request and authorization of the
depositor(s) named on the reverse, the Transfer Agent of the G.T. Global Mutual
Funds hereby agrees:

1. To indemnify and hold you harmless from any loss you may incur because of the
payment by you and of any debit by the Transfer Agent to its own order on the
account of such depositor(s) and received by you in the regular course of
business for payment, or arising out of the dishonor by you of any debit,
provided there are sufficient funds in such account to pay the same upon
presentation.

2. To defend at its own expense any action which might be brought by any
depositor or any other persons because of your actions taken pursuant to the
above mentioned request or in any manner arising by reason of your participation
in connection with such request.
<PAGE>
                        G.T. GLOBAL GROWTH & INCOME FUND

                                     [LOGO]
                           G.T. GLOBAL GROUP OF FUNDS

  G.T.  GLOBAL  OFFERS  A  BROAD  RANGE OF  MUTUAL  FUNDS  TO  COMPLEMENT MANY
  INVESTORS' PORTFOLIOS. FOR MORE INFORMATION AND  A PROSPECTUS ON ANY OF  THE
  G.T.  GLOBAL MUTUAL FUNDS, PLEASE CONTACT  YOUR INVESTMENT COUNSELOR OR CALL
  G.T. GLOBAL DIRECTLY AT 1-800-824-1580.

GROWTH FUNDS

/ / GLOBALLY DIVERSIFIED FUNDS

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

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

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

/ / GLOBAL THEME FUNDS

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

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

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

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

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

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

/ / REGIONALLY DIVERSIFIED FUNDS

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

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

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

/ / SINGLE COUNTRY FUNDS

G.T. GLOBAL AMERICA GROWTH FUND
Concentrates on small and medium-sized companies in the U.S.

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

GROWTH AND INCOME FUND

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

INCOME FUNDS

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

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

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

MONEY MARKET FUND

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

worldwide for stability and preservation of capital

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

                                                                    GROPR50333MC


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