1940 Act File No. 811-5476
1933 Act File No. 33-20309
SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Post-Effective Amendment No. 9 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT [X]
OF 1940
Post-Effective Amendment No. 8 [X]
LORD ABBETT GLOBAL FUND, INC.
Exact Name of Registrant as Specified in Charter
767 FIFTH AVENUE, NEW YORK, N. Y. 10153-0203
Address of Principal Executive Office
Registrant's Telephone Number (212) 848-1800
Kenneth B. Cutler, Vice President & Secretary
767 FIFTH AVENUE, NEW YORK, N. Y. 10153
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate
box)
immediately on filing pursuant to paragraph (b) of Rule 485
X on July 15, 1996 pursuant to paragraph (b) of Rule 485
60 days after filing pursuant to paragraph (a) (1) of Rule 485
on (date) pursuant to paragraph (a) (1) of Rule 485
75 days after filing pursuant to paragraph (a) (2) of Rule 485
on (date) pursuant to paragraph (a) (2) of Rule 485
If appropriate, check the following box:
this post-effective amendment designates a new effective date for a
previously filed post-effective amendment
Registrant has registered an indefinite amount of securities under the
Securities Act of 1933 pursuant to Rule 24f-2(a) (1) and a Rule 24f-2 Notice for
Registrant's most recent fiscal year was filed with the Commission on or about
February 28, 1996.
<PAGE>
LORD ABBETT GLOBAL FUND, INC.
FORM N-1A
Cross Reference Sheet
to Rule 481 (a)
Post-Effective Amendment No.9
Form N-1A Location In Prospectus or
Item No. Statement of Additional Information
1 Cover Page
2 Fee Table
3 (a) Financial Highlights; Performance
3 (b) N/A
3 (c) Performance
3 (d) N/A
4 (a) (i) Cover Page
4 (a) (ii) Investment Objectives and Policies
4 (b) Investment Objectives and Policies
4 (c) Risk Factors
5 (a) Our Management
5 (b) (c) Our Management; Back Cover Page
5 (d) N/A
5 (e) Back Cover Page
5 (f) Our Management
5 (g) N/A
5 A Performance
6 (a) Cover Page
6 (b) (c) (d) N/A
6 (e) Cover Page
6 (f) (g) Dividends, Capital Gains
Distributions and Taxes
6 (h) Cover Page
7 (a) Back Cover Page
7 (b) (c) (d)
(e) (f) Purchases
8 Redemptions
9 N/A
10 Cover Page
11 Cover Page - Table of Contents
12 N/A
13 Investment Objectives and Policies
14 Directors and Officers
15 (a) (b) N/A
15 (c) Directors and Officers
16 (a) (i) Investment Advisory and Other Services
16 (a) (ii) Directors and Officers
16 (a) (iii) Investment Advisory and Other Services
16 (b) Investment Advisory and Other Services
16 (c)(d)(e)(g) N/A
16 (f) Purchases, Redemptions
and Shareholder Services; Directors and Officers
16 (h) Investment Advisory and Other Services
16 (i) N/A
<PAGE>
Form N-1A Location In Prospectus or
Item No. Statement of Additional Information
17 (a) Portfolio Transactions
17 (b) N/A
17 (c) (d) Portfolio Transactions
17 (e) N/A
18 (a) Cover Page
18 (b) N/A
19 (a) (b) Purchases, Redemptions
and Shareholder Services
19 (c) N/A
20 Taxes
21 (a) Purchases, Redemptions
and Shareholder Services
21 (b) (c) N/A
22 (a) N/A
22 (b) Past Performance
23 Financial Statements
<PAGE>
LORD ABBETT GLOBAL FUND, INC.
THE GENERAL MOTORS BUILDING
767 FIFTH AVENUE
NEW YORK, NY 10153-0203
800-426-1130
LORD ABBETT GLOBAL FUND, INC. ("WE" OR THE "FUND"), IS A MUTUAL FUND COMPRISED
OF TWO DISTINCT INVESTMENT PORTFOLIOS, THE EQUITY SERIES AND THE INCOME SERIES,
EACH HAVING THREE CLASSES OF SHARES. THESE CLASSES, CALLED CLASS A, B AND C
SHARES, PROVIDE INVESTORS WITH DIFFERENT INVESTMENT OPTIONS IN PURCHASING SHARES
OF THE FUND. SEE "PURCHASES" FOR A DESCRIPTION OF THESE CHOICES. THE CLASS B
SHARES FOR BOTH SERIES AND THE CLASS C SHARES FOR THE EQUITY SERIES WILL BE
OFFERED TO THE PUBLIC FOR THE FIRST TIME ON OR ABOUT AUGUST 1, 1996.
THE EQUITY SERIES SEEKS LONG-TERM GROWTH OF CAPITAL AND INCOME CONSISTENT WITH
REASONABLE RISK. THE PRODUCTION OF CURRENT INCOME IS A SECONDARY CONSIDERATION
FOR THE EQUITY SERIES.
THE INCOME SERIES SEEKS HIGH CURRENT INCOME CONSISTENT WITH REASONABLE RISK.
CAPITAL APPRECIATION IS A SECONDARY CONSIDERATION FOR THE INCOME SERIES. THERE
CAN BE NO ASSURANCE THAT EACH SERIES WILL ACHIEVE ITS OBJECTIVE. BY INVESTING IN
GLOBALLY-DIVERSIFIED SECURITIES, THE FUND OFFERS THE OPPORTUNITY FOR INVESTORS
TO TAKE ADVANTAGE OF CAPITAL AND INCOME GROWTH (IN THE CASE OF THE EQUITY
SERIES) AND HIGH CURRENT INCOME WITH CAPITAL APPRECIATION (IN THE CASE OF THE
INCOME SERIES) THAT MAY BE PRESENT, FROM TIME TO TIME, IN PARTICULAR COUNTRIES
THROUGHOUT THE WORLD.
THIS PROSPECTUS SETS FORTH CONCISELY THE INFORMATION ABOUT THE FUND THAT A
PROSPECTIVE INVESTOR SHOULD KNOW BEFORE INVESTING. ADDITIONAL INFORMATION ABOUT
THE FUND HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. THE
STATEMENT OF ADDITIONAL INFORMATION IS INCORPORATED BY REFERENCE INTO THIS
PROSPECTUS AND MAY BE OBTAINED, WITHOUT CHARGE, BY WRITING TO THE FUND OR BY
CALLING 800-874-3733. ASK FOR "PART B OF THE PROSPECTUS -- THE STATEMENT OF
ADDITIONAL INFORMATION".
THE DATE OF THIS PROSPECTUS AND THE DATE OF THE STATEMENT OF ADDITIONAL
INFORMATION IS JULY 15, 1996.
PROSPECTUS INVESTORS SHOULD READ AND RETAIN THIS PROSPECTUS. SHAREHOLDER
INQUIRIES SHOULD BE MADE IN WRITING TO THE FUND OR BY CALLING 800-821-5129. YOU
CAN ALSO MAKE INQUIRIES THROUGH YOUR BROKER-DEALER. SHARES OF THE FUND ARE NOT
DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, ANY BANK, AND THE
SHARES ARE NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION,
THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND
INVOLVES RISKS, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
1 Fee Table 2
2 Financial Highlights 3
3 Investment
Objectives and Policies 4
4 Risk Factors 8
5 Purchases 8
6 Shareholder Services 16
7 Our Management 17
8 Dividends, Capital Gains
Distributions and Taxes 18
9 Redemptions 19
10 Performance 19
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 UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
<PAGE>
1 FEE TABLE
A summary of each Series expenses is set forth in the table below. The example
is not a representation of past or future expenses. Actual expenses may be
greater or less than those shown.
<TABLE>
<CAPTION>
Equity Series
Class A Class B Class C
Shares Shares Shares
<S> <C> <C> <C>
Shareholder Transaction Expenses
(as a percentage of offering price)
Maximum Sales Load(1) on Purchases
(See Purchases) 5.75%(2)(3) None None
Deferred Sales Load(1) (See Purchases) None(2) 5% if shares are redeemed 1% if shares
before 1st anniversary are redeemed
of purchase, declining before 1st anniversary
to 1% before 6th of purchase(2)(3)
anniversary and
eliminated on and
after 6th anniversary(2)(3)
Annual Fund Operating Expenses(4)
(as a percentage of average net assets)
Management Fees (See "Our Management") 0.75% 0.75% 0.75%
12b-1 Fees (See "Purchases") 0.30%(3) 1.00%(2)(3) 1.00%(2)(3)
Other Expenses (See "Our Management") 0.62% 0.62% 0.62%
Total Operating Expenses 1.67% 2.37% 2.37%
</TABLE>
<TABLE>
<CAPTION>
Income Series
Class A Class B Class C
Shares Shares Shares
<S> <C> <C> <C>
Shareholder Transaction Expenses
(as a percentage of offering price)
Maximum Sales Load(1) on Purchases
(See Purchases) 4.75%(2)(3) None None
Deferred Sales Load(1) (See Purchases) None(2) 5% if shares are redeemed 1% if shares
before 1st anniversary are redeemed
of purchase, declining before 1st anniversary
to 1% before 6th of purchase(2)(3)
anniversary and
eliminated on and
after 6th anniversary(2)(3)
Annual Fund Operating Expenses(4)
(as a percentage of average net assets)
Management Fees (See "Our Management") 0.50% 0.50% 0.50%
12b-1 Fees (See "Purchases") 0.29%(3) 1.00%(2)(3) 0.94%(2)(3)
Other Expenses (See "Our Management") 0.29% 0.29% 0.29%
Total Operating Expenses 1.08% 1.79% 1.73%
<FN>
Example: Assume an annual return of 5% and there is no change in the level of
expenses described above. For a $1,000 investment, with reinvestment of all
distributions, you would pay the following total expenses if you closed your
account after the number of years indicated.
Equity Series 1 year 3 years 5 years 10 years
Class A shares(4) $74 $106 $141 $244
Class B shares(4) $63 $102 $135 $253(5)
Class C shares(4) $24 $ 74 $127 $271
Income Series
Class A shares(4) $58 $ 80 $104 $173
Class B shares(4) $57 $ 86 $106 $192(5)
Class C shares(4) $17 $ 54 $ 94 $204
(1) Sales load is referred to as sales charge, deferred sales load is referred
to as contingent deferred sales charge (or CDSC) and 12b-1 fees which
consist of a service fee and a distribution fee are referred to by either
or both of these terms where appropriate with respect to Class A, Class B
and Class C shares throughout this Prospectus.
(2) See Purchases for descriptions of the Class A front-end sales charges, the
CDSC payable on certain redemptions of Class A, Class B and Class C shares
and separate Rule 12b-1 plans applicable to each class of shares of the
Fund. The CDSC reimburses: (a) the Series, in the case of Class A and Class
C shares, and (b) Lord Abbett Distributor LLC, in the case of Class B
shares. For this reason the estimated Class B share 12b-1 fees are slightly
greater than the estimated Class C share 12b-1 fees for each Series.
(3) Although neither Series, with respect to the Class B and Class C shares,
charges a front-end sales charge, investors should be aware that long-term
shareholders may pay, under the Rule 12b-1 plans applicable to the Class B
and Class C shares of each Series (both of which pay annual 0.25% service
and 0.75% distribution fees), more than the economic equivalent of the
maximum front-end sales charge as permitted by certain rules of the
National Association of Securities Dealers, Inc. Likewise, with respect to
Class A shares, investors should be aware that, long-term, such maximum may
be exceeded due to the Rule 12b-1 plan applicable to Class A shares which
permits the Fund to pay up to 0.50% in total annual fees, half for service
and the other half for distribution. The 12b-1 fee for the Class A shares
has been restated to reflect estimated current fees under the recently
amended Class A 12b-1 plan; the actual 12b-1 fees for such shares for the
fiscal year ended December 31, 1995 under the former plan were 0.26% for
the Equity Series and 0.25% for the Income Series.
(4) The annual operating expenses shown in the summary are the actual expenses
for the fiscal year ended December 31, 1995 except for the substitution of
estimated 12b-1 fees for Class A, B and C shares as explained in notes 2
and 3.
(5) Based on conversion of Class B shares to Class A shares on the eighth
anniversary of the purchase of Class B shares and closing your account by
redeeming Class A shares after ten years.
The foregoing is provided to give investors a better understanding of the
expenses that are incurred by an investment in the Fund.
<PAGE>
2 FINANCIAL HIGHLIGHTS
The following table has been audited by Deloitte & Touche llp, independent
public accountants, in connection with their annual audit of the Funds Class A
share financial statements, whose report thereon is incorporated by reference in
the Statement of Additional Information and may be obtained on request, and has
been included herein in reliance upon their authority as experts in accounting
and auditing.
</TABLE>
<TABLE>
<CAPTION>
Equity Series For the Period
September 30, 1988
(Commencement
Per Class A Share+ Operating Year Ended December 31, of Operations) to
Performance: 1995 1994 1993 1992 1991 1990 1989 December 31, 1988
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period $11.55 $12.44 $10.48 $10.79 $9.57 $11.09 $9.62 $9.28
Income from investment operations
Net investment income .16 .10 .04 .078 .134 .211 .170 .073
Net realized and unrealized
gain (loss) on securities .90 (.1125) 2.635 (.268) 1.276 (1.551) 1.53 .327
Total from investment operations 1.06 (.0125) 2.675 (.190) 1.410 (1.340) 1.70 .400
Distributions
Dividends from net investment income (.17) (.10) (.10) (.12) (.12) (.18) (.12) (.06)
Distributions from net realized gain (.48) (.7775) (.615) -- (.07) .-- (.11) .--
Net asset value, end of period $11.96 $11.55 $12.44 $10.48 $10.79 $9.57 $11.09 $9.62
Total Return* 9.19% (0.09)% 26.05% (1.73)% 14.76% (12.13)% 17.73% 4.37%**
Ratios/Supplemental Data:
Net assets, end of period (000) $84,731 $83,739 $71,632 $34,332 $36,654 $32,986 $27,692 $7,623
Ratios to Average Net Assets:
Expenses, including waiver 1.63% 1.56% 1.68% 1.84% 1.61% 1.45% 1.26% .24%**
Expenses, excluding waiver 1.63% 1.56% 1.68% 1.84% 1.61% 1.72% 2.16% 1.06%**
Net investment income 1.31% .79% .70% .76% 1.30% 2.03% 1.52% .93%**
Portfolio turnover rate 83.32% 75.39% 197.59% 136.75% 74.83% 76.24% 50.12% 3.86%
</TABLE>
<TABLE>
<CAPTION>
Income Series For the Period
September 30, 1988
(Commencement
Per Class A Share+ Operating Year Ended December 31, of Operations) to
Performance: 1995 1994 1993 1992 1991 1990 1989 December 31, 1988
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period $7.98 $9.02 $8.87 $9.40 $9.13 $9.28 $9.37 $9.53
Income from investment operations
Net investment income .77 .65 .76 .808 .877 .940 .998 .233
Net realized and unrealized
gain (loss) on securities .6133 (.9603) .174 (.288) .316 .059 (.07) (.1028)
Total from investment operations 1.3838 (.3103) .934 .520 1.193 .999 .928 .1302
Distributions
Dividends from net investment income (.6613) (.6035) (.784) (.840) (.873) (.959) (.998) (.2402)
Distributions from net realized gain -- -- .-- .-- (.05) .-- (.02) --
Distribution to shareholders in
excess of net investment income -- (.1262) -- -- -- -- -- --
Special distributions from foreign
currency transactions (.1225) -- .-- (.21) .-- (.19) .-- (.05)
Net asset value, end of period $8.58 $7.98 $9.02 $8.87 $9.40 $9.13 $9.28 $9.37
Total Return* 17.86% (3.40)% 10.78% 5.76% 14.33% 11.88% 10.58% 1.41%**
Ratios/Supplemental Data:
Net assets, end of period (000) $238,291 $249,490 $277,495 $148,137 $101,023 $68,587 $37,470 $8,048
Ratios to Average Net Assets:
Expenses, including waiver 1.04% 1.02% 1.04% 1.22% 1.30% 1.16% .90% .24%**
Expenses, excluding waiver 1.04% 1.02% 1.04% 1.22% 1.30% 1.33% 1.64% .74%**
Net investment income 7.60% 7.72% 7.81% 8.50% 9.96% 10.13% 10.41% 2.41%**
Portfolio turnover rate 1,073.69% 1,230.20% 1,559.43% 812.01% 543.90% 613.01% 757.32% 22.62%
<FN>
+Each Series had only one class of shares prior to July 12, 1996.
That class of shares is now designated Class A shares.
*Total return does not consider the effects of sales loads.
**Not annualized.
See Notes to Financial Statements.
</FN>
</TABLE>
3 INVESTMENT OBJECTIVES AND POLICIES
THE EQUITY SERIES. The investment objective of the Equity Series is long-term
growth of capital and income consistent with reasonable risk. The production of
current income is a secondary consideration for the Equity Series.
The Equity Series believes that the needs of most long-term investors are best
served by capital growth without excessive fluctuations in market value. Fund
management (hereinafter meaning the officers of the Fund on a day-to-day basis
subject to the overall direction of the Funds Board of Directors with the advice
of Lord, Abbett & Co. hereinafter Lord Abbett) will try to anticipate major
changes in the world economy and select for the Equity Series domestic and
foreign securities which Fund management believes will benefit most from these
changes. The Equity Series normally invests primarily in common stocks
(including securities convertible into common stocks) of domestic and foreign
companies in sound financial condition, that are expected to show above-average
price appreciation. Although the prices of common stocks fluctuate and their
dividends vary, historically, common stocks have appreciated in value and their
dividends have increased when the companies they represent have prospered and
grown. Success in achieving the investment objective of the Equity Series is
dependent upon Fund managements ability to anticipate market changes, as well as
its ability to properly value particular companies. Thus, there is no assurance
that the portfolio investments made by Fund management on behalf of the Equity
Series will attain the results sought.
The Equity Series constantly balances the opportunity for profit against the
risk of loss. In the past, very few industries or economies have continuously
provided the best investment opportunities. The Equity Series policy is to take
a flexible approach and to adjust the portfolio to reflect changes in the
opportunity for sound investments relative to the risk assumed. Therefore,
domestic and foreign securities judged to be overvalued will be sold and the
proceeds will be reinvested in other securities believed to offer better values.
<PAGE>
The Equity Series, while having no specific rating requirements with respect to
the debt securities in which it invests, will occasionally be guided by the
prospect of a more attractive risk-adjusted total return from an issuers debt
securities versus its equity securities. As of the Equity Series fiscal year
ended December 31, 1995, 5.20% of its assets were invested in debt securities.
Under normal circumstances, the Equity Series will invest its total assets in
domestic and foreign securities with at least 65% of such assets invested in
equity securities primarily traded in at least three countries, including the
United States. However, this guideline may not be followed for temporary
defensive periods when Fund management believes that it should invest entirely
in domestic securities or in securities primarily traded in one or more foreign
countries or in debt securities to a greater extent than 35% of the total assets
of the Equity Series.
THE INCOME SERIES. The investment objective of the Income Series is high current
income consistent with reasonable risk. Capital appreciation is a secondary
consideration for the Income Series.
Under normal market conditions, the Income Series will be invested primarily in
a portfolio of (i) high-quality debt securities issued or guaranteed by U.S. and
foreign governments or their agencies, instrumentalities or political
subdivisions; (ii) high-quality debt securities issued or guaranteed by
supranational organizations, such as the World Bank; (iii) high-quality U.S. and
foreign corporate debt securities including commercial paper; and (iv) debt
obligations of banks and bank holding companies. The high-quality debt
securities described above will consist of those rated at the time of purchase
within one of the two highest grades assigned by Standard & Poors Ratings
Services (S&P) or Moodys Investors Service, Inc. (Moodys) or, if unrated, judged
by Fund management to be of comparable quality. Up to 35% of the Income Series
total assets may be invested in equity securities and in debt securities rated
below S&Ps and Moodys two highest grades but rated at the time of purchase BBB
or better by S&P or Baa or better by Moodys or, if unrated, judged by Fund
management to be of comparable quality. Bonds rated Baa by Moodys or BBB by S&P
are considered medium-grade and have speculative characteristics and are more
sensitive to economic change than higher rated bonds. A description of S&Ps and
Moodys ratings is included in the Appendix to the Statement of Additional
Information. Fundamental economic strength, credit quality, currency exchange
and interest-rate trends will be the principal determinants of the various
country, geographic and industry sector weightings within the Income Series
portfolio. The Income Series will invest in countries and in currency
denominations where the combination of fixed-income market returns, price
appreciation of fixed-income obligations, equity securities and currency
exchange rate movements appear to present opportunities for an attractive total
return consistent with the Income Series investment objective.
The U.S. Government securities in which the Income Series may invest include
direct obligations of the United States Treasury (such as Treasury bills, notes
and bonds) and obligations issued by United States Government agencies and
instrumentalities, including securities that are supported by the full faith and
credit of the United States (such as Government National Mortgage Association
GNMA certificates), securities that are supported by the right of the issuer to
borrow from the United States Treasury (such as securities of the Federal Home
Loan Banks) and securities supported solely by the creditworthiness of the
issuer (such as Federal National Mortgage Association FNMA and Federal Home Loan
Mortgage Corporation FHLMC securities).
The Income Series may purchase U.S. Government securities on a when-issued basis
and, while awaiting delivery and before paying for them (settlement), normally
may invest in short-term U.S. Government securities. The Income Series does not
start earning interest on these when-issued securities until settlement and
often they are sold prior to settlement. While this investment strategy may
contribute significantly to a portfolio turnover rate substantially in excess of
100%, it has little or no transaction costs or adverse tax consequences for the
Income Series.
Transaction costs normally do not include brokerage because the Income Series
fixed-income portfolio transactions usually are on a principal basis and, at the
time of purchase, the Series normally anticipates that any markups charged will
be more than offset by the anticipated economic benefits of the transaction.
During the period between purchase and settlement, the value of the securities
will fluctuate and assets consisting of cash and/or marketable securities marked
to market daily in an amount sufficient to make payment at settlement will be
segregated at our custodian in order to pay for the commitment. There is a risk
that market yields available at settlement may be higher than yields obtained on
the purchase date, which could result in depreciation of value.
The other debt securities in which the Income Series may invest include, but are
not limited to, domestic and foreign, fixed- and floating-rate notes, bonds,
debentures, convertibles, certificates, warrants, commercial paper, and
principal and interest pass-throughs issued by governments, authorities,
partnerships, corporations, trust companies, banks and bank holding companies,
and bankers acceptances, certificates of deposit, time deposits and deposit
notes issued by domestic and foreign banks.
Under normal circumstances, the Income Series will invest its total assets in
domestic and foreign securities with at least 65% of such assets invested in
long-term debt securities primarily traded in at least three countries,
including the United States. However, this guideline may not be followed for
temporary defensive periods when Fund management believes that it should invest
entirely in domestic securities or in securities primarily traded in one or more
foreign countries or in equity or short-term debt securities to a greater extent
than 35% of the total assets of the
Income Series. The market prices of long-term debt securities tend to be more
volatile than those of short-term debt securities when interest rates change.
<PAGE>
INVESTMENT POLICIES AND TECHNIQUES
COMMON TO BOTH SERIES
The Fund will not be required to sell debt securities which become unrated or
are downgraded after purchase.
Country Diversification and Defensive Position. It is the present
intention of each Series to invest its assets in securities which are primarily
traded in the United Kingdom, Western Europe (Austria, Germany, the Netherlands,
France, Switzerland, Italy, Belgium, Norway, Sweden, Denmark and Spain),
Australia, Canada, the Far East (Japan, Hong Kong, Korea, Singapore, Taiwan and
Thailand), Latin America (Argentina, Brazil, Mexico and Venezuela) and the
United States. However, investments may be made, from time to time, in
securities which are primarily traded in other developed countries. Except for
the guidelines described above with respect to investing in at least three
countries, including the United States, there are no limitations on how much of
each Series assets can be invested in securities primarily traded in any one
country.
When Fund management believes that one or both Series should assume a temporary
defensive position because of unfavorable investment conditions, the affected
Series may temporarily hold its assets in cash and short-term money market
instruments.
FOREIGN CURRENCY HEDGING TECHNIQUES. Each Series may utilize various foreign
currency hedging techniques described below.
A forward foreign currency contract involves an obligation to purchase or sell a
specific amount of a currency at a set price on a future date. Each Series may
enter into forward foreign currency contracts (but not in excess of the amount a
Series has invested in non-U.S. dollar-denominated securities at the time any
such contract is entered into) in primarily two circumstances. First, when a
Series enters into a contract for the purchase or sale of a security denominated
in a foreign currency, the Series may desire to lock in the U.S. dollar price of
the security. By entering into a forward contract for the purchase or sale of
the amount of foreign currency involved in the underlying security transaction,
the Series will be able to protect against a possible loss resulting from an
adverse change in the relationship between the U.S. dollar and the subject
foreign currency during the period between the date of purchase or sale and the
date of settlement.
Second, when Fund management believes that the currency of a particular foreign
country may suffer a decline against the U.S. dollar, a Series may enter into a
forward contract to sell the amount of foreign currency approximating the value
of some or all of a Series portfolio securities denominated in such foreign
currency or, in the alternative, a Series may use a cross-currency-hedging
technique whereby it enters into such a forward contract to sell another
currency (obtained in exchange for the currency which the portfolio securities
are denominated in if such securities are sold) which it expects to decline in a
similar manner but which has a lower transaction cost. Precise matching of the
forward contract and the value of the securities involved will generally not be
possible since the future value of such securities denominated in foreign
currencies will change as a consequence of market movements in the value of
those securities between the date the forward contract is entered into and the
date the contract matures. The Series intend to enter into such forward
contracts under this second circumstance periodically.
Each Series also may purchase foreign currency put options and write foreign
currency call options on U.S. exchanges or U.S. over-the-counter markets. A put
option gives a Series, upon payment of a premium, the right to sell a currency
at the exercise price until the expiration of the option and serves to insure
against adverse currency price movements in the underlying portfolio assets
denominated in that currency. The premiums paid for such foreign currency put
options will not exceed 5% of the net assets of a Series. Exchange-listed
options markets in the United States include several major currencies, and
trading may be thin and illiquid. A number of major investment firms trade
unlisted options which are more flexible than exchange-listed options with
respect to strike price and maturity date. These unlisted options generally are
available on a wider range of currencies, including those of most of the
developed countries mentioned above. Unlisted foreign-currency options generally
are less liquid than listed options and involve the credit risk associated with
the individual issuer.
Unlisted options together with other illiquid securities may comprise no more
than 15% of each Series net assets.
A foreign currency call option written by a Series gives the purchaser, upon
payment of a premium, the right to purchase from that Series a currency at the
exercise price until the expiration of the option. A Series may write a call
option on a foreign currency only in conjunction with a purchase of a put option
on that currency. Such a strategy is designed to reduce the cost of downside
currency protection by limiting currency appreciation potential. The face value
of such writing or cross-hedging (described above) may not exceed 90% of the
value of the securities denominated in such currency (a) invested in by a Series
to cover such call writing or (b) to be crossed. Limitations imposed by the
Internal Revenue Code on regulated investment companies may restrict each Series
ability to engage in transactions in options, forward contracts and cross
hedges.
<PAGE>
The Funds custodian will segregate cash or liquid high-grade debt securities
belonging to a Series in an amount not less than that required by SEC Release
10666 with respect to a Series assets committed to (a) writing options, (b)
forward foreign currency contracts and (c) cross hedges entered into by a
Series. If the value of the securities segregated declines, additional cash or
debt securities will be added on a daily basis (i.e., marked to market), so that
the segregated amount will not be less than the amount of a Series commitments
with respect to such written options, forward foreign currency contracts and
cross hedges.
Neither Series may borrow money, except that (i) each Series may borrow from
banks (as defined in the Act) in amounts up to 33 1/3% of its total assets
(including the amount borrowed), (ii) each Series may borrow up to an additional
5% of its total assets for temporary purposes, and (iii) each Series may obtain
such short-term credit as may be necessary for the clearance of purchases and
sales of portfolio securities.
Diversification. Each Series intends to meet the diversification rules under
Subchapter M of the Internal Revenue Code. Generally, this requires, at the end
of each quarter of the taxable year, that (a) not more than 25% of each Series
total assets be invested in any one issuer and (b) with respect to 50% of each
Series total assets, no more than 5% of each Series total assets be invested in
any one issuer except U.S. Government securities. Since under these rules the
Income Series, but not the Equity Series, may invest its assets in the
securities of a limited number of issuers, the value of Income Series
investments may be more affected by any single adverse economic, political or
regulatory occurrence than in the case of a diversified investment company under
the Investment Company Act of 1940, such as the Income Series. The Equity
Series, as a diversified investment company, is prohibited, with respect to 75%
of the value of its total assets, from investing more than 5% of its total
assets in securities of any one issuer other than U.S. Government securities.
For diversification purposes, the identification of an issuer will be determined
on the basis of the source of assets and revenues committed to meeting interest
and principal payments of the securities. When the assets and revenues of a
states political subdivision are separate from those of the state government
creating the subdivision, and the security is backed only by the assets and
revenues of the subdivision, then the subdivision would be considered the sole
issuer. Similarly, if a revenue bond is backed only by the assets and revenues
of a nongovernmental user, then such user would be considered the sole issuer.
Other Investment Techniques Common to Both Series
Each Series intends to utilize, from time to time, one or more of the investment
techniques identified below. It is currently intended that no more than 5% of
each Series net assets will be at risk in the use of any one of such investment
techniques. While some of these techniques involve risk when utilized
independently, Fund management intends to use them to reduce risk and volatility
in the portfolios, although this result cannot be assured.
Covered Call Options. Each Series may write call options on securities it owns,
provided that the securities we hold to cover such options do not represent more
than 5% of a Series net assets. A call option on stock gives the purchaser of
the option, upon payment of a premium to the writer of the option, the right to
call upon the writer to deliver a specified number of shares of a stock on or
before a fixed date at a predetermined price.
Rights and Warrants. Each Series may invest in rights and warrants to purchase
securities provided that, at the time of the acquisition, its investment in
warrants, valued at the lower of cost or market, would not exceed 5% of the
Series total assets. Warrants which are not listed on the New York or American
Stock Exchange or a major foreign exchange may not exceed 2% of the Series total
assets.
Repurchase Agreements. Each Series may enter into repurchase agreements with
respect to a security. A repurchase agreement is a transaction by which a Series
acquires a security and simultaneously commits to resell that security to the
seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon
date. Such repurchase agreement must, at all times, be collateralized by cash or
U.S. Government securities having a value equal to, or in excess of, the value
of the repurchase agreement.
Other Policies Common to Both Series
It is currently intended that no more than 5% of each Series net assets will be
at risk in the use of any one of the policies identified below.
Closed-end Investment Companies. Each Series may invest in shares of closed-end
investment companies if bought in the primary or secondary market with a fee or
commission no greater than the customary brokers commission. Shares of such
investment companies sometimes trade at a discount or premium in relation to
their net asset value and there may be duplication of fees, for example, to the
extent that a Series and the closed-end investment company both charge a
management fee.
Lending of Portfolio Securities. Each Series may seek to earn income by lending
its portfolio securities if the loan is collateralized and its terms are in
accordance with regulatory requirements. Each Series investment objective may
not be changed without the shareholder approval of that Series.
Portfolio Turnover. The portfolio turnover rate for the fiscal year ended
December 31, 1995 was 83.32% versus 75.39% for the prior year for the Equity
Series and 1,073.69%, versus 1,230.20% for the prior year for the Income Series.
The high portfolio turnover rate for the Income Series relates to substantial
trading of U.S. and U.S. agency mortgage-backed securities to take advantage of
value changes among different agencies, coupons and maturities. Also, there was
significant movement of investments from country to country to take advantage of
return differentials.
4 RISK FACTORS
Investment in the Fund requires consideration of certain factors that are not
normally involved in investments in U.S. securities. Generally, most of the
assets of each Series will be denominated or traded in foreign currencies.
Accordingly, a change in the value of any foreign currency relative to the U.S.
dollar will result in a corresponding change in the U.S. dollar value of a
Series assets denominated or traded in that currency. The performance of each
Series will be measured in U.S. dollars, the base currency of the Series.
Securities markets of foreign countries in which a Series may invest generally
are not subject to the same degree of regulation as the U.S. markets and may be
more volatile and less liquid than the major U.S. markets. Lack of liquidity may
affect a Series ability to purchase or sell large blocks of securities and thus
obtain the best price. There may be less publicly-available information on
publicly-traded companies, banks and governments in foreign countries than is
generally the case for such entities in the United States. The lack of uniform
accounting standards and practices among countries impairs the validity of
direct comparisons of valuation measures (such as price/earnings ratios) for
securities in different countries. In addition, a Series may incur costs
associated with currency hedging and the conversion of foreign currency into
U.S. dollars and may be adversely affected by restrictions on the conversion or
transfer of foreign currency. Other considerations include political and social
instability, expropriation, higher transaction costs and different securities
settlement practices. Settlement periods for foreign securities, which are
sometimes longer than those for securities of U.S. issuers, may affect portfolio
liquidity. These different settlement practices may cause missed purchasing
opportunities and/or the loss of interest on money market and debt investments
pending further equity or long-term debt investments. In addition, foreign
securities held by a Series may be traded on days that the Series do not value
their portfolio securities, such as Saturdays and customary business holidays,
and, accordingly, a Series net asset value may be significantly affected on days
when shareholders do not have access to the Series.
<PAGE>
5 PURCHASES
ALTERNATIVE SALES ARRANGEMENTS
Classes of Shares. The Fund offers investors three different classes of shares.
The different classes of shares represent investments in the same portfolio of
securities but are subject to different expenses and will likely have different
share prices. Investors should read this section carefully to determine which
class represents the best investment option for their particular situation.
Class A Shares. If you buy Class A shares, you pay an initial sales charge on
investments of less than $1 million (or on investments for employer-sponsored
retirement plans under the Internal Revenue Code (hereinafter referred to as
Retirement Plans) with less than 100 eligible employees).
If you purchase Class A shares as part of an investment of at least $1 million
(or for Retirement Plans with at least 100 eligible employees) in shares of one
or more Lord Abbett-sponsored funds, you will not pay an initial sales charge,
but if you redeem any of those shares within 24 months after the month in which
you buy them, you may pay to the appropriate Series a contingent deferred sales
charge (CDSC) of 1%. Class A shares are subject to service and distribution fees
that are currently estimated to total annually approximately 0.30 of 1% for the
Equity Series and 0.29 of 1% for the Income Series of the annual net asset value
of the Class A shares. The initial sales charge rates, the CDSC and the Rule
12b-1 Plan applicable to the Class A shares are described in Buying Class A
Shares below.
Class B Shares. If you buy Class B shares, you pay no sales charge at the time
of purchase, but if you redeem your shares before the sixth anniversary of
buying them, you will normally pay a CDSC to Lord Abbett Distributor LLC (Lord
Abbett Distributor). That CDSC varies depending on how long you own shares.
Class B shares are subject to service and distribution fees at an annual rate of
1% of the annual net asset value of the Class B shares. The CDSC and the Rule
12b-1 Plan applicable to the Class B shares are described in Buying Class B
Shares below.
Class C Shares. If you buy Class C shares, you pay no sales charge at the time
of purchase, but if you redeem your shares before the first anniversary of
buying them, you will normally pay the applicable Series a CDSC of 1%. Class C
shares are subject to service and distribution fees at an annual rate of 1% of
the annual net asset value of the Class C shares. The CDSC and the Rule 12b-1
Plan applicable to the C shares are described in Buying Class C Shares below.
Which Class of Shares Should You Choose? Once you decide that a Series is an
appropriate investment for you, the decision as to which class of shares is
better suited to your needs depends on a number of factors which you should
discuss with your financial adviser. Class-specific expenses and the effect of
the different types of sales charges on your investment will affect your
investment results over time. The most important factors are how much you plan
to invest and how long you plan to hold your investment. If your goals and
objectives change over time and you plan to purchase additional shares, you
should re-evaluate those factors to see if you should consider another class of
shares.
In the following discussion, to help provide you and your financial adviser with
a framework in which to choose a class, we have made some assumptions using a
hypothetical investment in the Series. We used the sales charge rates that apply
to Class A, Class B and Class C, and considered the effect of the higher
distribution fee on Class B and Class C expenses (which will affect your
investment return). Of course, the performance of your investment cannot be
predicted and will vary, based on a Series investment returns, the operating
expenses borne by each class of shares, and the class of shares you purchase.
The factors briefly discussed below are not intended to be investment advice,
guidelines or recommendations, because each investors financial considerations
are different. The discussion below of the factors to consider in purchasing a
particular class of shares assumes that you will purchase only one class of
shares and not a combination of shares of different classes.
How Long Do You Expect to Hold Your Investment? While future financial needs
cannot be predicted with certainty, knowing how long you expect to hold your
investment will assist you in selecting the appropriate class of shares. For
example, over time, the reduced sales charges available for larger purchases of
Class A shares may offset the effect of paying an initial sales charge on your
investment, compared to the effect over time of higher class-specific expenses
on Class B or Class C shares, for which no initial sales charge is paid. Because
of the effect of class-based expenses, your choice should also depend on how
much you plan to invest.
<PAGE>
Investing for the Short Term. If you have a short-term investment horizon (that
is, you plan to hold your shares for not more than six years), you should
probably consider purchasing Class A or Class C shares rather than Class B
shares. This is because of the effect of the Class B CDSC if you redeem before
the sixth anniversary of your purchase, as well as the effect of the Class B
distribution fee on the investment return for that class in the short-term.
Class C shares might be the appropriate choice (especially for investments of
less than $100,000), because there is no initial sales charge on Class C shares,
and the CDSC does not apply to amounts you redeem after holding them one year.
However, if you plan to invest more than $100,000 for the short term, then the
more you invest and the more your investment horizon increases toward six years,
the more attractive the Class A share option may become. That is because the
annual distribution fee on Class C shares will have a greater impact on your
account over the longer term than the reduced front-end sales charge available
for larger purchases of Class A shares. For example, Class A might be more
appropriate than Class C for investments of more than $100,000 expected to be
held for 5 or 6 years (or more). For investments over $250,000 expected to be
held 4 to 6 years (or more), Class A shares may become more appropriate than
Class C. Although we believe you ought to have a long-term investment horizon,
if you are investing $500,000 or more, Class A may become more desirable as your
investment horizon approaches 3 years or more.
For most investors who invest $1 million or more or for Retirement Plans with at
least 100 eligible employees, in most cases Class A shares will be the most
advantageous choice, no matter how long you intend to hold your shares. For that
reason, Lord Abbett Distributor normally will not accept purchase orders (i) for
Class B shares of $500,000 or more and Class C shares of $100,000 or more from a
single investor or (ii) for Retirement Plans with at least 100 eligible
employees.
Investing for the Longer Term. If you are investing longer term (for example,
future college expenses for your child) and do not expect to need access to your
money for seven years or more, Class B shares may be an appropriate investment
option, if you plan to invest less than $100,000. If you plan to invest more
than $100,000 over the long term, Class A shares will likely be more
advantageous than Class B shares or Class C shares, as discussed above, because
of the effect of the expected lower expenses for Class A shares and the reduced
initial sales charges available for larger investments in Class A shares under
the Funds Rights of Accumulation.
Of course, these examples are based on approximations of the effect of current
sales charges and expenses on a hypothetical investment over time, and should
not be relied on as rigid guidelines.
Are There Differences in Account Features That Matter to You? Some account
features are available in whole or in part to Class A, Class B and Class C
shareholders. Other features (such as Systematic Withdrawal Plans) might not be
advisable in non-Retirement Plan accounts for Class B shareholders (because of
the effect of the CDSC on withdrawals over 12% annually) and in any account for
Class C shareholders during the first year of share ownership (due to the CDSC
on withdrawals during that year). See Systematic Withdrawal Plan under
Shareholder Services for more information about the 12% annual waiver of the
CDSC. You should carefully review how you plan to use your investment account
before deciding which class of shares you buy. For example, the dividends
payable to Class B and Class C shareholders will be reduced by the expenses
borne solely by each of these classes, such as the higher distribution fee to
which Class B and Class C shares are subject, as described below.
How Does It Affect Payments to My Broker? A salesperson, such as a broker, or
any other person who is entitled to receive compensation for selling Fund shares
may receive different compensation for selling one class than for selling
another class. As discussed in more detail below, such compensation is primarily
paid at the time of sale in the case of Class A and B shares and is paid over
time, so long as shares remain outstanding, in the case of Class C shares. It is
important that investors understand that the primary purpose of the CDSC for the
Class B shares and the distribution fee for Class B and Class C shares is the
same as the purpose of the front-end sales charge on sales of Class A shares: to
compensate brokers and other persons selling such shares. The CDSC, if payable,
supplements the Class B distribution fee and reduces the Class C distribution
fee expenses for the Series and Class C shareholders.
GENERAL
How Much Must You Invest? You may buy our shares through any independent
securities dealer having a sales agreement with Lord Abbett Distributor, our
exclusive selling agent. Place your order with your investment dealer or send it
to Lord Abbett Global Fund, Inc. (P.O. Box 419100, Kansas City, Missouri 64141).
The minimum initial investment is $1,000 except for Invest-A-Matic and Div-Move
($250 initial and $50 subsequent minimum) and Retirement Plans ($250 minimum).
See Shareholder Services. For information regarding the proper form of a
purchase or redemption order, call the Fund at 800-821-5129. This offering may
be suspended, changed or withdrawn. Lord Abbett Distributor reserves the right
to reject any order. The net asset value of our shares is calculated every
business day as of the close of the New York Stock Exchange (NYSE) by dividing
net assets by the number of shares outstanding. Securities are valued at their
market value as more fully described in the Statement of Additional Information.
<PAGE>
Buying Shares Through Your Dealer. Orders for shares received by the Fund prior
to the close of the NYSE, or received by dealers prior to such close and
received by Lord Abbett Distributor prior to the close of its business day, will
be confirmed at the applicable public offering price effective at such NYSE
close. Orders received by dealers after the NYSE closes and received by Lord
Abbett Distributor in proper form prior to the close of its next business day
are executed at the applicable public offering price effective as of the close
of the NYSE on that next business day. The dealer is responsible for the timely
transmission of orders to Lord Abbett Distributor. A business day is a day on
which the NYSE is open for trading.
Lord Abbett Distributor may, for specified periods, allow dealers to retain the
full sales charge for sales of shares during such periods, or pay an additional
concession to a dealer who, during a specified period, sells a minimum dollar
amount of our shares and/or shares of other Lord Abbett-sponsored funds. In some
instances, such additional concessions will be offered only to certain dealers
expected to sell significant amounts of shares. Lord Abbett Distributor may,
from time to time, implement promotions under which Lord Abbett Distributor will
pay a fee to dealers with respect to certain purchases not involving imposition
of a sales charge. Additional payments may be paid from Lord Abbett Distributors
own resources and will be made in the form of cash or, if permitted, non-cash
payments. The non-cash payments will include business seminars at resorts or
other locations, including meals and entertainment, or the receipt of
merchandise. The cash payments will include payment of various business expenses
of the dealer. In selecting dealers to execute portfolio transactions for the
Funds portfolio, if two or more dealers are considered capable of obtaining best
execution, we may prefer the dealer who has sold our shares and/or shares of
other Lord Abbett-sponsored funds.
Buying Class A Shares. The offering price of Class A shares is based on the
per-share net asset value next computed after your order is accepted plus a
sales charge as follows.
<TABLE>
<CAPTION>
Equity Series
Sales Charge as a Dealer's
Percentage of: Concession
as a To Compute
Net Percentage Offering
Offering Amount of Offering Price, Divide
Size of Investment Price Invested Price NAV by
<S> <C> <C> <C> <C>
Less than $50,000 5.75% 6.10% 5.00% .9425
$50,000 to $99,999 4.75% 4.99% 4.00% .9525
$100,000 to $249,999 3.75% 3.90% 3.25% .9625
$250,000 to $499,999 2.75% 2.83% 2.25% .9725
$500,000 to $999,999 2.00% 2.04% 1.75% .9800
$1,000,000 or more No Sales Charge 1.00%* 1.0000
<FN>
*Authorized institutions receive concessions on purchases made by a retirement
plan or other qualified purchaser within a 12-month period (beginning with the
first net asset value purchase) as follows: 1.00% on purchases of $5 million,
0.55% of the next $5 million, 0.50% of the next $40 million and 0.25% on
purchases over $50 million. See Class A Rule 12b-1 Plan below.
</FN>
</TABLE>
<TABLE>
<CAPTION>
Income Series
Sales Charge as a Dealer's
Percentage of: Concession
as a To Compute
Net Percentage Offering
Offering Amount of Offering Price, Divide
Size of Investment Price Invested Price NAV by
<S> <C> <C> <C> <C>
Less than $50,000 4.75% 4.99% 4.00% .9525
$50,000 to $99,999 4.75% 4.99% 4.25% .9525
$100,000 to $249,999 3.75% 3.90% 3.25% .9625
$250,000 to $499,999 2.75% 2.83% 2.25% .9725
$500,000 to $999,999 2.00% 2.04% 1.75% .9800
$1,000,000 or more No Sales Charge 1.00%* 1.0000
<FN>
*Authorized institutions receive concessions on purchases made by a retirement
plan or other qualified purchaser within a 12-month period (beginning with the
first net asset value purchase) as follows: 1.00% on purchases of $5 million,
0.55% of the next $5 million, 0.50% of the next $40 million and 0.25% on
purchases over $50 million. See Class A Rule 12b-1 Plan below.
</FN>
</TABLE>
Class A Share Volume Discounts. This section describes several ways to qualify
for a lower sales charge when purchasing Class A shares if you inform Lord
Abbett Distributor or the Fund that you are eligible at the time of purchase.
(1) Any purchaser (as described below) may aggregate a Class A share purchase in
the Fund with any share purchases of any other eligible Lord Abbett-sponsored
fund, together with the current value at maximum offering price of any shares in
the Fund and in any eligible Lord Abbett-sponsored funds held by the purchaser.
(Holdings in the following funds are not eligible for the above rights of
accumulation: Lord Abbett Equity Fund (LAEF), Lord Abbett Series Fund (LASF),
any series of the Lord Abbett Research Fund not offered to the general public
(LARF) and Lord Abbett U.S. Government Securities Money Market Fund (GSMMF),
except for holdings in GSMMF which are attributable to any shares exchanged from
a Lord Abbett-sponsored fund.) (2) A purchaser may sign a non-binding 13-month
statement of intention to invest $100,000 or more in any shares of the Fund or
in any of the above eligible funds. If the intended purchases are completed
during the period, the total amount of your intended purchases of any shares
will determine the reduced sales charge rate for the Class A shares purchased
during the period. If not completed, each Class A share purchase will be at the
sales charge for the aggregate of the actual share purchases. Shares issued upon
reinvestment of dividends or distributions are not included in the statement of
intention. The term purchaser includes (i) an individual, (ii) an individual and
his or her spouse and children under the age of 21 and (iii) a trustee or other
fiduciary purchasing shares for a single trust estate or single fiduciary
account (including a pension, profit-sharing, or other employee benefit trust
qualified under Section 401 of the Internal Revenue Code more than one qualified
employee benefit trust of a single employer, including its consolidated
subsidiaries, may be considered a single trust, as may qualified plans of
multiple employers registered in the name of a single bank trustee as one
account), although more than one beneficiary is involved.
Class A Share Net Asset Value Purchases. Our Class A shares may be purchased at
net asset value by our directors, employees of Lord Abbett, employees of our
shareholder servicing agent and employees of any securities dealer having a
sales agreement with Lord Abbett Distributor who consents to such purchases or
by the trustee or custodian under any pension or profit-sharing plan or Payroll
Deduction IRA established for the benefit of such persons or for the benefit of
any national securities trade organization to which Lord Abbett or Lord Abbett
Distributor belongs or any company with an account(s) in excess of $10 million
managed by Lord Abbett on a private-advisory-account basis. For purposes of this
paragraph, the terms directors and employees include a directors or employees
spouse (including the surviving spouse of a deceased director or employee). The
terms directors and employees of Lord Abbett also include other family members
and retired directors and employees. Our Class A shares also may be purchased at
net asset value (a) at $1 million or more, (b) with dividends and distributions
on Class A shares of other Lord Abbett-sponsored funds, except for dividends and
distributions on shares of LARF, LAEF and LASF, (c) under the loan feature of
the Lord Abbett-sponsored prototype 403(b) plan for Class A share purchases
representing the repayment of principal and interest, (d) by certain authorized
brokers, dealers, registered investment advisers or other financial institutions
who have entered into an agreement with Lord Abbett Distributor in accordance
with certain standards approved by Lord Abbett Distributor, providing
specifically for the use of our Class A shares in particular investment products
made available for a fee to clients of such brokers, dealers, registered
investment advisers and other financial institutions (mutual fund wrap fee
programs), (e) by employees, partners and owners of unaffiliated consultants and
advisers to Lord Abbett, Lord Abbett Distributor or Lord Abbett-sponsored funds
who consent to such purchase if such persons provide services to Lord Abbett,
Lord Abbett Distributor or such funds on a continuing basis and are familiar
with such funds, (f) through Retirement Plans with at least 100 eligible
employees and (g) subject to appropriate documentation, through a securities
dealer where the amount invested represents redemption proceeds from shares
(Redeemed Shares) of a registered open-end management investment company not
distributed or managed by Lord Abbett Distributor or Lord Abbett (other than a
money market fund), if such redemptions have occurred no more than 60 days prior
to the purchase of our Class A shares, the Redeemed Shares were held for at
least six months prior to redemption and the proceeds of redemption were
maintained in cash or a money market fund prior to purchase.
Purchasers should consider the impact, if any, of contingent deferred sales
charges in determining whether to redeem shares for subsequent investment in our
Class A shares. Lord Abbett Distributor may suspend or terminate the purchase
option referred to in (g) above at any time.
Our Class A shares may be issued at net asset value in exchange for the assets,
subject to possible tax adjustment, of a personal holding company or an
investment company.
Class A Rule 12b-1 Plan. The Fund has adopted a Class A share Rule 12b-1 Plan on
behalf of each Series (each, an A Plan) which authorizes the payment of fees to
authorized institutions (except as to certain accounts for which tracking data
is not available) in order to provide additional incentives for them (a) to
provide continuing information and investment services to their Class A
shareholder accounts and otherwise to encourage those accounts to remain
invested in the Series and (b) to sell Class A shares of the Series. Under each
A Plan, in order to save on the expense of shareholders meetings and to provide
flexibility to the Board of Directors, the Board, including a majority of the
outside directors who are not interested persons of the Series as defined in the
Investment Company Act of 1940, is authorized to approve annual fee payments
from a Series Class A assets of up to 0.50 of 1% of the average net asset value
of such assets consisting of distribution and service fees, each at a maximum
annual rate not exceeding 0.25 of 1% (the Fee Ceiling). Under each A Plan, the
Board has approved payments by the Fund to Lord Abbett Distributor which uses or
passes on to authorized institutions (1) an annual service fee (payable
quarterly) of .25% of the average daily net asset value of the Class A shares
serviced by authorized institutions and (2) a one-time distribution fee of up to
1% (reduced according to the following schedule: 1% of the first $5 million,
.55% of the next $5 million, .50% of the next $40 million and .25% over $50
million), payable at the time of sale on all Class A shares sold during any
12-month period starting from the day of the first net asset value sale (i) at
the $1 million level by authorized institutions, including sales qualifying at
such level under the rights of accumulation and statement of intention
privileges; or (ii) through Retirement Plans with at least 100 eligible
employees. In addition, the Board has approved for those authorized institutions
which qualify, a supplemental annual distribution fee equal to 0.10% of the
average daily net asset value of the Class A shares serviced by authorized
institutions which have a satisfactory program for the promotion of such shares
comprising a significant percentage of the Class A assets, with a lower than
average redemption rate. Institutions and persons permitted by law to receive
such fees are authorized institutions.
<PAGE>
Under each A Plan, Lord Abbett Distributor is permitted to use payments received
to provide continuing services to Class A shareholder accounts not serviced by
authorized institutions and, with Board approval, to finance any activity which
is primarily intended to result in the sale of Class A shares. Any such payments
are subject to the Fee Ceiling. Any payments under each A Plan not used by Lord
Abbett Distributor in this manner are passed on to authorized institutions.
Holders of Class A shares on which the 1% sales distribution fee has been paid
may be required to pay to the applicable Series on behalf of its Class A shares
a CDSC of 1% of the original cost or the then net asset value, whichever is
less, of all Class A shares so purchased which are redeemed out of the Lord
Abbett-sponsored family of funds on or before the end of the twenty-fourth month
after the month in which the purchase occurred. (An exception is made for
redemptions by Retirement Plans due to any benefit payment such as Plan loans,
hardship withdrawals, death, retirement or separation from service with respect
to plan participants or the distribution of any excess contributions.) If the
Class A shares have been exchanged into another Lord Abbett-sponsored fund and
are thereafter redeemed out of the Lord Abbett family of funds on or before the
end of such twenty-fourth month, the charge will be collected for the Series
Class A shares by the other fund. The Series will collect such a charge for
other Lord Abbett-sponsored funds in a similar situation.
Buying Class B Shares. Class B shares are sold at net asset value per share
without an initial sales charge. However, if Class B shares are redeemed for
cash before the sixth anniversary of their purchase, a CDSC may be deducted from
the redemption proceeds. The charge will be assessed on the lesser of the net
asset value of the shares at the time of redemption or the original purchase
price. The CDSC is not imposed on the amount of your account value represented
by the increase in net asset value over the initial purchase price (including
increases due to the reinvestment of dividends and capital gains distributions).
The Class B CDSC is paid to Lord Abbett Distributor to compensate it for its
services rendered in connection with the distribution of Class B shares,
including the payment and financing of sales commissions. See Class B Rule 12b-1
Plan below. To determine whether the CDSC applies to a redemption, the Fund
redeems shares in the following order: (1) shares acquired by reinvestment of
dividends and capital gains distributions, (2) shares held until the sixth
anniversary of their purchase or later, and (3) shares held the longest before
the sixth anniversary of their purchase.
The amount of the CDSC will depend on the number of years since you invested and
the dollar amount being redeemed, according to the following schedule:
Anniversary
of the Day on Contingent Deferred
Which the Purchase Sales Charge on
Order Was Accepted Redemptions
(As % of Amount
On Before Subject to Charge)
1st 5.0%
1st 2nd 4.0%
2nd 3rd 3.0%
3rd 4th 3.0%
4th 5th 2.0%
5th 6th 1.0%
on or after the None
6th anniversary
In the table, an anniversary is the 365th day subsequent to a purchase or a
prior anniversary. All purchases are considered to have been made on the
business day the purchase was made. See Buying Shares Through Your Dealer above.
If Class B shares are exchanged into the same class of another Lord
Abbett-sponsored fund and the new shares are subsequently redeemed for cash
before the sixth anniversary of the original purchase, the CDSC will be payable
on the new shares on the basis of the time elapsed from the original purchase.
The Fund will collect such a charge for other Lord Abbett-sponsored funds in a
similar situation.
Waiver of Class B Sales Charges. The Class B CDSC will not be applied to shares
purchased in certain types of transactions nor will it apply to shares redeemed
in certain circumstances as described below.
The Class B CDSC will be waived for redemptions of shares (i) in connection with
the Systematic Withdrawal Plan and Div-Move services, as described in more
detail under Shareholder Services below; (ii) by Retirement Plans due to any
benefit payment such as Plan loans, hardship withdrawals, death, retirement or
separation from service with respect to plan participants or the distribution of
any excess contributions, and (iii) in connection with mandatory distributions
under 403(b) plans and individual retirement accounts.
Class B Rule 12b-1 Plan. The Fund has adopted a Class B share Rule 12b-1 Plan on
behalf of each Series (each, a B Plan) under which the Series periodically pay
Lord Abbett Distributor (i) an annual service fee of 0.25 of 1% of the average
daily net asset value of the Class B shares and (ii) an annual distribution fee
of 0.75 of 1% of the average daily net asset value of the Class B shares that
are outstanding for less than 8 years.
Lord Abbett Distributor uses the service fee to compensate authorized
institutions for providing personal services for accounts that hold Class B
shares. Those services are primarily similar to those provided under the A Plan,
described above.
Lord Abbett Distributor pays an up-front payment to authorized institutions
totaling 4%, consisting of a 0.25% service fee and 3.75% for a sales commission
as described below.
Lord Abbett Distributor pays the 0.25% service fee to authorized institutions in
advance for the first year after Class B shares have been sold by the authorized
institutions. After the shares have been held for a year, Lord Abbett
Distributor pays the service fee on a quarterly basis. Lord Abbett Distributor
is entitled to retain such service fee payable under each B Plan with respect to
accounts for which there is no authorized institution of record or for which
such authorized institution did not qualify. Although not obligated to do so,
Lord Abbett Distributor may waive receipt from the Series of part of all of the
service fee payments.
<PAGE>
The 0.75% annual distribution fee is paid to Lord Abbett Distributor to
compensate it for its services rendered in connection with the distribution of
Class B shares, including the payment and financing of sales commissions.
Although Class B shares are sold without a front-end sales charge,
Lord Abbett Distributor pays authorized institutions responsible for sales of
Class B shares a sale commission of 3.75% of the purchase price. This payment is
made at the time of sale from Lord Abbett Distributors own resources. Lord
Abbett has made arrangements to finance these commission payments, which
arrangements include non-recourse assignments by Lord Abbett Distributor to the
financing party of such distribution and CDSC payments which are made to Lord
Abbett Distributor by shareholders who redeem their Class B shares within six
years of their purchase.
The distribution fee and CDSC payments described above allow investors to buy
Class B shares without a front-end sales charge while allowing Lord Abbett
Distributor to compensate authorized institutions that sell Class B shares. The
CDSC is intended to supplement Lord Abbett Distributors reimbursement for the
commission payments it has made with respect to Class B shares and its related
distribution and financing costs. The distribution fee payments are at a fixed
rate and the CDSC payments are of a nature that, during any year, both forms of
payment may not be sufficient to reimburse Lord Abbett Distributor for its
actual expenses. Each Series is not liable for any expenses incurred by Lord
Abbett Distributor in excess of (i) the amount of such distribution fee payments
to be received by Lord Abbett Distributor and (ii) unreimbursed distribution
expenses of
Lord Abbett Distributor incurred in a prior plan year, subject to the right of
the Board of Directors or shareholders to terminate each B Plan. Over the
long-term expenses incurred by Lord Abbett Distributor are likely to be greater
than such distribution fee and CDSC payments. Nevertheless, there exists a
possibility that for a short-term period Lord Abbett Distributor may not have
sufficient expenses to warrant reimbursement by receipt of such distribution fee
payments. Although Lord Abbett Distributor undertakes not to make a profit under
each B Plan, each B Plan is considered a compensation plan (i.e., distribution
fees are paid regardless of expenses incurred) in order to avoid the possibility
of Lord Abbett Distributor not being able to receive distribution fees because
of a temporary timing difference between its incurring expenses and receipt of
such distribution fees.
Automatic Conversion of Class B Shares. On the eighth anniversary of your
purchase of Class B shares, those shares will automatically convert to Class A
shares. This conversion relieves Class B shareholders of the higher annual
distribution fee that applies to Class B shares under each B Plan. The
conversion is based on the relative net asset value of the two classes, and no
sales charge or other charge is imposed. When Class B shares convert, any other
Class B shares that were acquired by the reinvestment of dividends and
distributions will also convert to Class A shares on a pro rata basis. The
conversion feature is subject to the continued availability of an opinion of
counsel or a tax ruling described in Purchases, Redemptions and Shareholder
Services in the Statement of Additional Information.
Buying Class C Shares. Class C shares are sold at net asset value per share
without an initial sales charge. However, if Class C shares are redeemed for
cash before the first anniversary of their purchase, a CDSC of 1% may be
deducted from the redemption proceeds. The charge will be assessed on the lesser
of the net asset value of the shares at the time of redemption or the original
purchase price. The CDSC is not imposed on the amount of your account value
represented by the increase in net asset value over the initial purchase price
(including increases due to the reinvestment of dividends and capital gains
distributions). The Class C CDSC is paid to the appropriate Series to reimburse
it, in whole or in part, for the service and distribution fee payment made by
the Series at the time such shares were sold, as described below.
To determine whether the CDSC applies to a redemption, the Series redeem shares
in the following order: (1) shares acquired by reinvestment of dividends and
capital gains distributions, (2) shares held for one year or more , and (3)
shares held the longest before the first anniversary of their purchase. If Class
C shares are exchanged into the same class of another Lord Abbett-sponsored
series and subsequently redeemed before the first anniversary of their original
purchase, the charge will be collected by the other series on behalf of the
Series Class C shares. The Series will collect such a charge for other Lord
Abbett-sponsored series in a similar situation.
Class C Rule 12b-1 Plan. The Fund has adopted a Class C share Rule 12b-1 Plan on
behalf of each Series (each a C Plan) under which (except as to certain accounts
for which tracking data is not available) each Series pays authorized
institutions through Lord Abbett Distributor (1) a service fee and a
distribution fee, at the time shares are sold, not to exceed 0.25 and 0.75 of
1%, respectively, of the net asset value of such shares and (2) at each
quarter-end after the first anniversary of the sale of shares, fees for services
and distribution at annual rates not to exceed 0.25 and 0.75% of 1%
respectively, of the average annual net asset value of such shares outstanding
(payments with respect to shares not outstanding during the full quarter to be
prorated). These service and distribution fees are for purposes similar to those
mentioned above with respect to each A Plan. Sales in clause (1) exclude shares
issued for reinvested dividends and distributions and shares outstanding in
clause (2) include shares issued for reinvested dividends and distributions
after the first anniversary of their issuance. With respect to the Income
Series, Lord Abbett Distributor may retain from the quarterly distribution fee,
for the payment of distribution expenses incurred directly by it, an amount not
to exceed .10% of the average annual net asset value of such shares outstanding.
6 SHAREHOLDER SERVICES
We offer the following shareholder services:
Telephone Exchange Privilege: Shares of any class may be exchanged without a
service charge: (a) for shares of the same class of any other Lord
Abbett-sponsored fund except for (i) LAEF, LASF and LARF and (ii) certain
tax-free, single-state series where the exchanging shareholder is a resident of
a state in which such series is not offered for sale and (b) for shares of any
authorized institutions affiliated money market fund satisfying Lord Abbett
Distributor as to certain omnibus account and other criteria (together, Eligible
Funds).
You or your representative with proper identification can instruct the Fund to
exchange uncertificated shares of a class (held by the transfer agent) by
telephone. Shareholders have this privilege unless they refuse it in writing.
The Fund will not be liable for following instructions communicated by telephone
that it reasonably believes to be genuine and will employ reasonable procedures
to confirm that instructions received are genuine, including requesting proper
identification and recording all telephone exchanges. Instructions must be
received by the Fund in Kansas City (800-821-5129) prior to the close of the
NYSE to obtain each funds net asset value per class share on that day. Expedited
exchanges by telephone may be difficult to implement in times of drastic
economic or market change. The exchange privilege should not be used to take
advantage of short-term swings in the market. The Fund reserves the right to
terminate or limit the privilege of any shareholder who makes frequent
exchanges. The Fund can revoke the privilege for all shareholders upon 60 days
prior written notice. A prospectus for the other Lord Abbett-sponsored fund
selected by you should be obtained and read before an exchange. Exercise of the
Exchange Privilege will be treated as a sale for federal income tax purposes
and, depending on the circumstances, a capital gain or loss may be recognized.
Systematic Withdrawal Plan (SWP): Except for Retirement Plans for which there is
no such minimum, if the maximum offering price value of your uncertificated
shares is at least $10,000, you may have periodic cash withdrawals automatically
paid to you in either fixed or variable amounts. With respect to Class B shares,
the CDSC will be waived on redemptions of up to 12% per year of either the
current net asset value of your account or your original purchase price,
whichever is higher. For Class B shares (over 12% per year) and C shares,
redemption proceeds due to a SWP will be derived from the following sources in
the order listed: (1) shares acquired by reinvestment of dividends and capital
gains, (2) shares held for six years or more (Class B) or one year or more
(Class C); and (3) shares held the longest before the sixth anniversary of their
purchase (Class B) or before the first anniversary of their purchase (Class C).
Shareholders should be careful in establishing an SWP, especially to the extent
that such a withdrawal exceeds the annual total return for a class, in which
case, the shareholders original principal will be invaded and, over time, may be
depleted.
Div-Move: You can invest the dividends paid on your account ($250 initial and
$50 subsequent minimum investment) into an existing account within the same
class in any Eligible Fund. The account must be either your account, a joint
account for you and your spouse, a single account for your spouse or a custodial
account for your minor child under the age of 21. Such dividends are not subject
to a CDSC. You should read the prospectus of the other fund before investing.
Invest-A-Matic: You can make fixed, periodic investments ($50 minimum
investment) into the Fund and/or any Eligible Fund by means of automatic money
transfers from your bank checking account. You should read the prospectus of the
other fund before investing.
Retirement Plans: Lord Abbett makes available the retirement plan forms and
custodial agreements for IRAs (Individual Retirement Accounts including
Simplified Employee Pensions), 403(b) plans and pension and profit-sharing
plans, including 401(k) plans.
Householding: A single copy of an annual or semi-annual report will be sent to
an address to which more than one registered shareholder of the Fund with the
same last name has indicated mail is to be delivered, unless additional reports
are specifically requested in writing or by telephone.
All correspondence should be directed to Lord Abbett Global Fund, Inc. (P.O. Box
419100, Kansas City, Missouri 64141; 800-821-5129).
7 OUR MANAGEMENT
Our business is managed by our officers on a day-to-day basis under the overall
direction of our Board of Directors with the advice of Lord Abbett. We employ
Lord Abbett as investment manager pursuant to a Management Agreement. Lord
Abbett is solely responsible for advising each Series of the Fund with respect
to portfolio investments. Lord Abbett has been an investment manager for over 65
years and currently manages over $19 billion in a family of mutual funds and
other advisory accounts. Lord Abbett provides us with investment management
services and executive and other personnel, pays the remuneration of our
officers and our directors affiliated with Lord Abbett, provides us with office
space and pays for ordinary and necessary office and clerical expenses relating
to research, statistical work and supervision of our portfolios and certain
other costs.
Lord Abbett provides similar services to twelve other Lord Abbett-sponsored
funds having various investment objectives and also advises other investment
clients. E. Wayne Nordberg, Executive Vice President of the Fund, serves as
portfolio manager of the Equity Series. Mr. Nordberg has over 35 years of
investment experience and joined Lord Abbett in 1988. Zane E. Brown, Executive
Vice President of the Fund, serves as portfolio manager of the Income Series.
Mr. Brown is Lord Abbetts Director of Fixed Income. Prior to joining Lord Abbett
in 1992, Mr. Brown was Executive Vice President of Equitable Capital Management
Corporation. He has over 19 years of investment experience.
<PAGE>
Lord Abbett has entered into an agreement with Dunedin Fund Managers Limited
(the Sub-Adviser), under which the Sub-Adviser provides Lord Abbett with advice
with respect to that portion of the Equity Series assets invested in countries
other than the United States (the foreign assets). Until March 19, 1996, the
Sub-Adviser also provided Lord Abbett with advice with respect to the foreign
assets of the Income Series. The Sub-Adviser is controlled by Edinburgh Fund
Managers Group plc which indirectly owns 100% of the outstanding voting stock of
the Sub-Adviser. The Sub-Adviser and its predecessors date back 123 years to
1873 and it manages about $8 billion which is invested globally. The Sub-Adviser
furnishes Lord Abbett with advice and recommendations with respect to the
foreign assets, including advice about the allocation of investments among
foreign securities markets and foreign equity and debt securities markets and
foreign equity and debt securities and, subject to consultation with Lord
Abbett, advice as to cash holdings and what securities in the portfolios of
foreign assets should be purchased, held or disposed of. The Sub-Adviser also
gives advice with respect to foreign currency matters.
Subject to the direction of the Board of Directors, Lord Abbett, in consultation
with the Sub-Adviser, will determine at least quarterly, and more frequently as
Lord Abbett determines, the percentage of the assets of the Equity Series that
shall be allocated (the Asset Allocation) for investment in the United States
and in foreign markets, respectively.
Under the Management Agreement, the Fund is obligated to pay Lord Abbett a
monthly fee based on average daily net assets for each month at annual rates of
.75 of 1% for the Equity Series and .50 of 1% for the Income Series. For the
fiscal year ended December 31, 1995, Lord Abbett paid the Sub-Adviser a monthly
fee equal to one-half of Lord Abbetts fee as described above. For the fiscal
year ended December 31, 1995, the fees paid to Lord Abbett as a percentage of
average daily net assets for the Equity and Income Series were at the annual
rate of .75 of 1% and .50 of 1%, respectively. In addition, the Fund pays all
expenses not expressly assumed by Lord Abbett. The Class A share ratios of
expenses, including management fee expenses, to average net assets for the year
ended December 31, 1995 were 1.63% and 1.04%, respectively, for the Equity and
Income Series.
Each Series is contingently obligated to repay Lord Abbett for any fees and
expenses assumed by Lord Abbett to the extent that such repayments would not in
any year, when added to expenses actually incurred in that year, increase the
Class A share expense ratio above 1.5%, in the case of the Equity Series, or
1.3%, in the case of the Income Series. While the Income Series has repaid its
contingent obligation to Lord Abbett, the entire amount of the contingent
repayment obligation remains outstanding for the Equity Series ($283,550 as of
December 31, 1995). See the Statement of Additional Information.
The Fund. The Fund is a diversified open-end management company incorporated
under Maryland law on February 23, 1988. Each Series and its Class A, B and C
shares have equal rights as to voting, dividends, assets and liquidation except
for differences resulting from certain class-specific expenses.
8 DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES
Net investment income is paid to Equity and Income Series shareholders
semi-annually and monthly, respectively, as a dividend. Dividends may be taken
in cash or reinvested in additional shares at net asset value without a sales
charge. If you elect a cash payment (i) a check will be mailed to you as soon as
possible after the monthly reinvestment date or (ii) if you arrange for direct
deposit, your payment will be wired directly to your bank account within one day
after the date on which the dividend is paid.
A long-term capital gains distribution is made by a Series when it has net
profits during the year from sales of securities which a Series has held more
than one year. If a Series realizes net short-term capital gains, they also will
be distributed. Any capital gains distribution will be paid in December. You may
take the distribution in cash or reinvest it in additional shares at net asset
value without a sales charge. Distributions (taxed as ordinary income) from
gains attributable to changes in exchange rates of foreign currencies will
automatically be reinvested in additional Series shares at net asset value
unless a shareholder elects to take capital gains distributions in cash.
Supplemental dividends and distributions also may be paid in December or
January. Dividends and distributions declared in October, November or December
of any year to shareholders of record as of a date in such a month will be
treated for federal income tax purposes as having been received by shareholders
in that year if they are paid before February 1 of the following year.
We intend to continue to meet the requirements of Subchapter M of the Internal
Revenue Code with respect to each Series. We will try to distribute to
shareholders all our net investment income and net realized capital gains so as
to avoid the necessity of the Fund paying federal income tax. Shareholders,
however, must report dividends and capital gains distributions as taxable
income. Distributions derived from net long-term capital gains which are
designated by a Series as capital gains dividends will be taxable to
shareholders as long-term capital gains, whether received in cash or shares,
regardless of how long a taxpayer held the shares. Under current law, net
long-term capital gains are taxed at the rates applicable to ordinary income,
except that the maximum rate for long-term capital gains for individuals is 28%.
Legislation pending in Congress as of the date of this Prospectus, would have
the effect of reducing the federal income tax rate on capital gains. See
Performance for a discussion of the Income Series purchase of high-coupon
securities at a premium and the distributions to shareholders as ordinary income
of all interest income on those securities. This practice increases current
income of the Income Series, but may result in higher taxable income to the
Income Series shareholders than other portfolio management practices.
A Series may be subject to foreign withholding taxes which would reduce the
yield on its investments. Tax treaties between certain countries and the United
States may reduce or eliminate such taxes. Shareholders who are subject to
United States federal income tax may be entitled, subject to certain rules and
limitations, to claim a federal income tax credit or deduction for foreign
income taxes paid by a Series. See the Statement of Additional Information for
additional details. Shareholders may be subject to a $50 penalty under the
Internal Revenue Code and we may be required to withhold and remit to the U.S.
Treasury a portion (31%) of any redemption or repurchase proceeds (including the
value of shares exchanged to another Lord Abbett-sponsored fund) and of any
dividend or distribution on any account where the payee (shareholder) failed to
provide a correct taxpayer identification number or to make certain required
certifications.
The Fund will inform shareholders of the federal tax status of each dividend and
distribution shortly after the end of each calendar year. Shareholders should
consult their tax advisers concerning applicable state and local taxes as well
as on the tax consequences of gains or losses from the redemption or exchange of
our shares.
9 REDEMPTIONS
To obtain the proceeds of an expedited redemption of $50,000 or less, you or
your representative with proper identification can telephone the Fund. The Fund
will not be liable for following instructions communicated by telephone that it
reasonably believes to be genuine and will employ reasonable procedures to
confirm that instructions received are genuine, including requesting proper
identification, recording all telephone redemptions and mailing the proceeds
only to the named shareholder at the address appearing on the account
registration.
If you do not qualify for the procedures described above, to redeem shares
directly, send your request to Lord Abbett Global Fund, Inc. (P.O. Box 419100,
Kansas City, Missouri 64141) with signature(s) and any legal capacity of the
signer(s) guaranteed by an eligible guarantor, accompanied by any certificates
for shares to be redeemed and other required documentation. We will make payment
of the net asset value of the shares on the date the redemption order was
received in proper form. Payment will be made within three days. The Fund may
suspend the right to redeem shares for not more than seven days (or longer under
unusual circumstances as permitted by federal law). If you have purchased Fund
shares by check and subsequently submit a redemption request, redemption
proceeds will be paid upon clearance of your purchase check, which may take up
to 15 days. To avoid delays you may arrange for the bank upon which a check was
drawn to communicate to the Fund that the check has cleared. Shares also may be
redeemed by the Fund at net asset value through your securities dealer who, as
an unaffiliated dealer, may charge you a fee. If your dealer receives your order
prior to the close of the NYSE and communicates it to Lord Abbett, as our agent,
prior to the close of Lord Abbetts business day, you will receive the net asset
value of the shares being redeemed as of the close of the NYSE on that day. If
the dealer does not communicate such an order to Lord Abbett until the next
business day, you will receive the net asset value as of the close of the NYSE
on that next business day.
Shareholders who have redeemed their shares have a one-time right to reinvest
into another account having the identical registration, in any of the Eligible
Funds, at the then applicable net asset value (i) without the payment of a sales
charge or (ii) with reimbursement for the payment of any CDSC. Such reinvestment
must be made within 60 days of the redemption and is limited to no more than the
dollar amount of the redemption proceeds.
Under certain circumstances and subject to prior written notice, the Funds Board
of Directors may authorize redemption of all of the shares in any account in
which there are fewer than 25 shares.
Tax-Qualified Plans: For redemptions of $50,000 or less follow normal redemption
procedures. Redemptions over $50,000 must be in writing from the employer,
broker or plan administrator stating the reason for the redemption. The reason
for the redemption must be received by the Fund prior to, or concurrent with,
the redemption request.
10 PERFORMANCE
The Equity Series ended fiscal 1995 on December 31 with a per-share net asset
value of $11.96 versus $11.07 one year ago (after adjustment for a $.48 capital
gains distribution). Based on these distributions, the total return for 1995 was
9.20%.
During the first half of 1995, the Equity Series maintained its largest
commitment to the North American market while reducing exposure to Asia. At
mid-year, superior relative performance in North America and current valuations
favored a reversal of that policy. The Americas component of the Equity Series
was reduced, while the Pacific Rim was moved up from 24% to 46% of the Equity
Series assets.
The Income Series ended fiscal 1995 on December 31 with a per-share net asset
value of $8.58 versus $7.98 one year ago. Based on this net asset value and the
monthly dividend of $.055 per share, annualized, the Series distribution rate
was 7.7%; based on the December 31 maximum offering price of $9.01, this rate
was 7.3%. The Series total return was 17.9% for the fiscal year. 1995 was
characterized by slowing economic growth and lower interest rates in the U.S.,
which gave way to similar conditions abroad. Globally, inflation also remained
at low, favorable levels. In the first half of the year, when the dollar was
weak, the Income Series benefited from its foreign exposure. However, by August,
the dollar began to appreciate relative to the yen. As we anticipated the dollar
would also gain strength against other currencies (such as the German mark and
the French franc) we acted defensively by hedging our exposure to these
currencies and reducing our long-term holdings in Japan. In addition, we
increased our weighting in countries with higher yielding securities, such as
Italy and Spain.
Yield and Total Return. Yield and total return data may, from time to time, be
included in advertisements about the Fund. Each class of shares calculates its
yield by dividing a Class annualized net investment income per share during a
recent 30-day period by the maximum public offering price per share on the last
day of that period. The yield of each class will differ because of the different
expenses (including actual 12b-1 fees) of each class of shares. The yield data
represents a hypothetical investment return on the portfolio, and does not
measure and investment return based on dividends actually paid to shareholders.
To show that return, a dividend distribution rate may be calculated. Dividend
distribution rate is calculated by dividing the dividends of a class derived
from net investment income during a stated period by the maximum offering price
on the last day of the period. Yields and dividend distribution rate for Class A
shares reflect the deduction of the maximum initial sales charge, but may also
be shown based on the Funds net asset value per share. Yields for Class B and
Class C shares do not reflect the deduction of the CDSC.
Total return for the one-, five- and ten-year periods represents the average
annual compounded rate of return on an investment of $1,000 in a Class at the
maximum public offering price. When total return is quoted for Class A shares,
it includes the payment of the maximum initial sales charge. When total return
is shown for Class B and Class C shares, it reflects the effect of the
applicable CDSC. Total return also may be presented for other periods or based
on investments at reduced sales charge levels or net asset value. Any quotation
of total return not reflecting the maximum sales charge (front-end, level, or
back-end) would be reduced if such sales charge were used. Quotations of yield
or total return for any period when an expense limitation is in effect will be
greater than if the limitation had not been in effect. See Past Performance in
the Statement of Additional Information for a more detailed description.
The Income Series dividend distribution rate may differ from its SEC yield
primarily because the Income Series may purchase short- and intermediate-term
high-coupon securities at a premium and, consistent with applicable tax
regulations, distribute to shareholders all of the interest income on these
securities without amortizing the premiums. This practice also is used by the
Income Series for financial statement purposes and is in accordance with
generally accepted accounting principles. In other words, the Income Series may
pay more than face value for a security that pays a greater-than-market rate of
interest and then distribute all such interest as dividends. The principal
payable on the security at maturity will equal face value, and so the market
value of the security will gradually decrease to face value, assuming no changes
in the market rate of interest or in the credit quality of the issuer.
Shareholders of the Income Series should recognize that such dividends therefore
will tend to decrease the net asset value per share. Dividends paid from this
interest income are taxable to shareholders at ordinary income rates. The Income
Series may make distributions in excess of net investment income from time to
time to provide more stable dividends. Such distributions could cause slight
decreases in net asset values over time, but historically have not resulted in a
return of capital for tax purposes.
SEE PERFORMANCE IN THE STATEMENT OF ADDITIONAL INFORMATION FOR A MORE DETAILED
DISCUSSION CONCERNING THE COMPUTATION OF EACH SERIES TOTAL RETURN AND YIELD.
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFER IS NOT AUTHORIZED OR IN WHICH THE PERSON MAKING SUCH OFFER IS NOT
QUALIFIED TO DO SO OR TO ANYONE TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER.
NO PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS
NOT CONTAINED IN THIS PROSPECTUS, OR IN SUPPLEMENTAL SALES MATERIAL AUTHORIZED
BY THE FUND AND NO PERSON IS ENTITLED TO RELY UPON ANY INFORMATION OR
REPRESENTATION NOT CONTAINED HEREIN OR THEREIN.
<PAGE>
Comparison of change in value of a $10,000 investment in Class A shares of
Equity Series, assuming reinvestment of all dividends and distributions, and the
Morgan Stanley World Index. <TABLE>
<CAPTION>
FUND FUND
AT AT MORGAN
NET MAXIMUM STANLEY
ASSET OFFERING WORLD
DATE VALUE PRICE INDEX
---- ------ -------- ----------
<S> <C> <C> <C>
09-30-88 $10,000 $10,000
12-31-88 10,437 $ 9,837 11,143
12-31-89 12,288 11,582 13,059
12-31-90 10,798 10,178 10,901
12-31-91 12,392 11,681 12,969
12-31-92 12,178 11,478 12,365
12-31-93 15,351 14,469 15,225
12-31-94 15,337 14,456 16,075
12-31-95 16,747 15,785 19,501
Average Annual Total Return
for Class A shares(3)
1 Year 5 Years Life of Series
2.90% 7.89% 6.49%
<FN>
(1)Data reflects the deduction of the maximum initial sales charge of 5.75%
applicable to Class A shares.
(2)Performance numbers for the unmanaged Morgan Stanley World Index do not
reflect transaction costs or management fees. An investor cannot invest directly
in the Index.
(3)Total return is the percent change in value, after deduction of the maximum
initial sales charge of 5.75% applicable to Class A shares, with all dividends
and distributions reinvested for the periods shown ending December 31, 1995
using the SEC-required uniform method to compute such return.
</FN>
</TABLE>
Comparison of change in value of a $10,000 investment in Class A shares of
Income Series, assuming reinvestment of all dividends and distributions, and the
J.P. Morgan Global Government Bond Index.
<TABLE>
<CAPTION>
FUND FUND J.P.
AT AT MORGAN
NET MAXIMUM GLOBAL
ASSET OFFERING GOV'T BOND
DATE VALUE PRICE INDEX
---- ------ -------- ----------
<S> <C> <C> <C>
09-30-88 $10,000 $10,000
12-31-88 10,141 $ 9,659 10,422
12-31-89 11,214 10,682 11,132
12-31-90 12,546 11,950 12,442
12-31-91 14,344 13,662 14,363
12-31-92 15,169 14,449 15,016
12-31-93 16,806 16,007 16,075
12-31-94 16,235 15,463 17,074
12-31-95 19,134 18,224 19,547
Average Annual Total Return
for Class A shares(3)
1 Year 5 Years Life of Series
12.30% 7.74% 8.63%
<FN>
(1)Data reflects the deduction of the maximum sales charge of 4.75% applicable
to Class A shares.
(2)Performance numbers for the unmanaged J.P. Morgan Global Government Bond
Index do not reflect transaction costs or management fees. An investor cannot
invest directly in the Index.
(3)Total return is the percent change in value, after deduction of the maximum
sales charge of 4.75% applicable to Class A shares, with all dividends and
distributions reinvested for the periods shown ending December 31, 1995 using
the SEC-required uniform method to compute such return.
</FN>
</TABLE>
<PAGE>
Investment Manager and Underwriter
Lord, Abbett & Co. and Lord Abbett Distributor LLC
The General Motors Building
767 Fifth Avenue
New York, New York 10153-0203
212-848-1800
Custodian
The Bank of New York
48 Wall Street
New York, New York 10286
Transfer Agent and Dividend
Disbursing Agent
United Missouri Bank of Kansas City, N.A.
Tenth and Grand
Kansas City, Missouri 64141
Shareholder Servicing Agent
DST Systems, Inc.
P.O. Box 419100
Kansas City, Missouri 64141
800-821-5129
Auditors
Deloitte & Touche LLP
Counsel
Debevoise & Plimpton
<PAGE>
LORD ABBETT
Statement of Additional Information July 15, 1996
Lord Abbett
Global Fund, Inc.
- ------------------------------------------------------------------------------
This Statement of Additional Information is not a Prospectus. A Prospectus may
be obtained from your securities dealer or from Lord Abbett Distributor LLC
("Lord Abbett Distributor") at The General Motors Building, 767 Fifth Avenue,
New York, New York 10153-0203. This Statement relates to, and should be read in
conjunction with, the Prospectus dated July 15, 1996.
The Lord Abbett Global Fund, Inc. (sometimes referred to as "we" or the "Fund")
was incorporated under Maryland law on February 23, 1988. The Fund's Board of
Directors has authority to classify its shares of common stock into separate
Series and Classes without further action by shareholders. As of July 12, 1996,
100,000,000 shares of the Equity Series and 100,000,000 shares of the Income
Series have been designated by the Board of Directors to consist of three
classes (A, B and C), $0.001 par value. The Board of Directors will allocate
these authorized shares of capital stock among the classes from time to time.
Prior to July 12, 1996, we had only one class of shares, which class is now
designated Class A. The Class B shares for both Series and the Class C shares
for the Equity Series will be offered to the public for the first time on or
about August 1, 1996. The Investment Company Act of 1940 (the "Act") requires
that where more than one series exists, each series must be preferred over all
other series with respect to assets specifically allocated to such series.
Unless otherwise stated, use of the word Fund in this Statement of Additional
Information will mean both Series.
Shareholder inquiries should be made by writing directly to the Fund or by
calling 800-821-5129. In addition, you can make inquiries through your dealer.
TABLE OF CONTENTS Page
1. Investment Objectives and Policies 2
2. Directors and Officers 6
3. Investment Advisory and Other Services 8
4. Portfolio Transactions 10
5. Purchases, Redemptions
and Shareholder Services 11
6. Past Performance 18
7. Taxes 19
8. Information About the Fund 20
9. Financial Statements 20
10. Appendix 20
<PAGE>
1.
Investment Objectives and Policies
Fundamental Investment Restrictions
Each Series may not: (1) borrow money, except that (i) a Series may borrow from
banks (as defined in the Investment Company Act of 1940, as amended (the "Act"))
in amounts up to 33 1/3% of its total assets (including the amount borrowed),
(ii) the Fund may borrow up to an additional 5% of its total assets for
temporary purposes, (iii) the Fund may obtain such short-term credit as may be
necessary for the clearance of purchases and sales of portfolio securities and
(iv) the Fund may purchase securities on margin to the extent permitted by
applicable law; (2) pledge its assets (other than to secure borrowings, or to
the extent permitted by a Series' investment policies as permitted by applicable
law); (3) engage in the underwriting of securities, except pursuant to a merger
or acquisition or to the extent that, in connection with the disposition of its
portfolio securities, it may be deemed to be an underwriter under federal
securities laws; (4) make loans to other persons, except that the acquisition of
bonds, debentures or other corporate debt securities and investment in
government obligations, commercial paper, pass-through instruments, certificates
of deposit, bankers acceptances, repurchase agreements or any similar
instruments shall not be subject to this limitation, and except further that the
Fund may lend its portfolio securities, provided that the lending of portfolio
securities may be made only in accordance with applicable law; (5) buy or sell
real estate (except that a Series may invest in securities directly or
indirectly secured by real estate or interests therein or issued by companies
which invest in real estate or interests therein) or commodities or commodity
contracts (except to the extent a Series may do so in accordance with applicable
law and without registering as a commodity pool operator under the Commodity
Exchange Act as, for example, with futures contracts); (6) with respect to 75%
of the gross assets of the Equity Series, buy securities of one issuer
representing more than (i) 5% of Equity Series' gross assets, except securities
issued or guaranteed by the U.S. Government, its agencies or instrumentalities
or (ii) 10% of the voting securities of such issuer; (7) invest more than 25% of
its assets, taken at market value, in the securities of issuers in any
particular industry (excluding securities of the U.S. Government, its agencies
and instrumentalities); or (8) issue senior securities to the extent such
issuance would violate applicable law.
With respect to the restrictions mentioned herein, compliance therewith will not
be affected by changes in the market value of portfolio securities but will be
determined at the time of purchase or sale of such securities.
Non-Fundamental Investment Restrictions. In addition to the investment
restrictions above which cannot be changed without shareholder approval, we also
are subject to the following non-fundamental investment policies which may be
changed by the Board of Directors without shareholder approval. The Fund may
not: (1) borrow in excess of 5% of its gross assets taken at cost or market
value, whichever is lower at the time of borrowing, and then only as a temporary
measure for extraordinary or emergency purposes; (2) make short sales of
securities or maintain a short position except to the extent permitted by
applicable law; (3) invest knowingly more than 15% of its net assets (at the
time of investment) in illiquid securities, except for securities qualifying for
resale under Rule 144A of the Securities Act of 1933, deemed to be liquid by the
Board of Directors; (4) invest in the securities of other investment companies
except as permitted by applicable law; (5) invest in securities of issuers
which, with their predecessors, have a record of less than three years'
continuous operations, if more than 5% of a Series' total assets would be
invested in such securities (this restriction shall not apply to
mortgaged-backed securities, asset-backed securities or obligations issued or
guaranteed by the U. S. Government, its agencies or instrumentalities); (6) hold
securities of any issuer if more than 1/2 of 1% of the securities of such issuer
are owned beneficially by one or more officers or directors of the Fund or by
one or more partners or members of a Series' underwriter or investment adviser
if these owners in the aggregate own beneficially more than 5% of the securities
of such issuer; (7) invest in warrants if, at the time of the acquisition, its
investment in warrants, valued at the lower of cost or market, would exceed 5%
of a Series' total assets (included within such limitation, but not to exceed 2%
of a Series' total assets, are warrants which are not listed on the New York or
American Stock Exchange or a major foreign exchange); (8) invest in real estate
limited partnership interests or interests in oil, gas or other mineral leases,
or exploration or other development programs, except that each Series may invest
in securities issued by companies that engage in oil, gas or other mineral
exploration or other development activities; (9) write, purchase or sell puts,
calls, straddles, spreads or combinations thereof, except to the extent
permitted in the Fund's
2
<PAGE>
prospectus and statement of additional information, as they may be amended from
time to time; (10) buy from or sell to any of its officers, directors,
employees, or its investment adviser or any of its officers, directors, partners
or employees, any securities other than shares of a Series' common stock; (11)
pledge, mortgage or hypothecate its assets, however, this provision does not
apply to the grant of escrow receipts or the entry into other similar escrow
arrangements arising out of the writing of covered call options or (12) with
respect to the Income Series, there is no fundamental policy or restriction (but
the Series will be required to meet the diversification rules under Subchapter M
of the Internal Revenue Code).
Although it has no current intention to do so, the Fund may invest in financial
futures and options on financial futures.
Portfolio Turnover Rate
For the years ended December 31, 1995 and 1994 our portfolio turnover rates were
83.32% and 75.39%, respectively, for the Equity Series and 1,073.69% and
1,230.20%, respectively, for the Income Series.
Foreign Currency Hedging Techniques
The Fund may utilize various foreign currency hedging techniques described
below, including forward foreign currency contracts and foreign currency put and
call options.
Forward Foreign Currency Contracts. A forward foreign currency contract involves
an obligation to purchase or sell a specific amount of a specific currency at a
set price at a future date. The Fund expects to enter into forward foreign
currency contracts in primarily two circumstances. First, when the Fund enters
into a contract for the purchase or sale of a security denominated in a foreign
currency, it may desire to "lock in" the U.S. dollar price of the security. By
entering into a forward contract for the purchase or sale of the amount of
foreign currency involved in the underlying security transaction, the Fund will
be able to protect against a possible loss resulting from an adverse change in
the relationship between the U.S. dollar and the subject foreign currency during
the period between the date the security is purchased or sold and the date on
which payment is made or received.
Second, when management believes that the currency of a particular foreign
country may suffer a decline against the U.S. dollar, the Fund may enter into a
forward contract to sell the amount of foreign currency approximating the value
of some or all of the Fund's portfolio securities denominated in such foreign
currency or, in the alternative, the Fund may use a cross-hedging technique
whereby it sells another currency which the Fund expects to decline in a similar
way but which has a lower transaction cost. Precise matching of the forward
contract amount and the value of the securities involved will not generally be
possible since the future value of such securities denominated in foreign
currencies will change as a consequence of market movements in the value of
those securities between the date the forward contract is entered into and the
date it matures. The Fund does not intend to enter into such forward contracts
under this second circumstance on a continuous basis.
Foreign Currency Put and Call Options. The Fund may also purchase foreign
currency put options and write foreign currency call options on U.S. exchanges
or U.S. over-the-counter markets. A put option gives the Fund, upon payment of a
premium, the right to sell a currency at the exercise price until the expiration
of the option and serves to insure against adverse currency price movements in
the underlying portfolio assets denominated in that currency.
Exchange-listed options markets in the United States include several major
currencies, and trading may be thin and illiquid. A number of major investment
firms trade unlisted options which are more flexible than exchange-listed
options with respect to strike price and maturity date. Unlisted options
generally are available in a wider range of currencies, including those of most
of the developed countries mentioned under "Investment Objectives and Policies"
in the Prospectus. Unlisted foreign currency options are generally less liquid
than listed options and involve the credit risk associated with the individual
issuer. Unlisted options are subject to a limit of 5% of each Series' net assets
illiquid securities.
3
<PAGE>
A call option written by the Fund gives the purchaser, upon payment of a
premium, the right to purchase from the Fund a currency at the exercise price
until the expiration of the option. The Fund may write a call option on a
foreign currency only in conjunction with a purchase of a put option on that
currency. Such a strategy is designed to reduce the cost of downside currency
protection by limiting currency appreciation potential. The face value of such
writing may not exceed 90% of the value of the securities denominated in such
currency invested in by the Fund or in such cross currency (referred to above)
to cover such call writing.
Investment Techniques
The Fund intends to utilize, from time to time, one or more of the investment
techniques described below, including covered call options, rights and warrants
and repurchase agreements. It is the Fund's current intention that no more than
5% of each Series' net assets will be at risk in the use of any one of such
investment techniques. While some of these techniques involve risk when utilized
independently, the Fund intends to use them to reduce risk and volatility in its
portfolios.
Covered Call Options. Each Series may write call options on securities it owns
(covered "call options"), provided that the securities held to cover such call
options do not represent more than 5% of a Series' net assets. A call option on
stock gives the purchaser of the option, upon payment of a premium to the writer
of the option, the right to call upon the writer to deliver a specified number
of shares of a stock on or before a fixed date at a predetermined price.
The writing of call options will, therefore, involve a potential loss of
opportunity to sell securities at higher prices. In exchange for the premium
received. The writer of a fully collateralized call option gives up the gain
possibility of the underlying stock beyond the call price and continues to have
the downside risk of such securities. In addition, in exchange for the premium
received, the writer of the call gives up the gain possibility of the stock
appreciating above the call price. While an option that has been written is in
force, the maximum profit that may be derived from the optioned stock is the sum
of the premium less brokerage commissions and fees plus the difference between
the strike price of the call and the market price of the underlying security.
Each Series will not use call options on individual equity securities traded on
foreign securities markets.
The Fund's custodian will segregate cash or liquid high-grade debt securities in
an amount not less than that required by SEC Release 10666 with respect to each
Series' assets committed to (a) forward foreign currency contracts and (b) cross
hedges. If the value of the segregated securities declines, additional cash or
debt securities will be added on a daily basis (i.e., marked to market) so that
the segregated amount will not be less than the amount of the Series'
commitments with respect to such forward contracts and cross hedges.
Rights and Warrants. Each Series may invest in rights and warrants to purchase
securities. Included within that amount, but not to exceed 2% of the value of
the Series' net assets, may be warrants which are not listed on the New York
Stock Exchange ("NYSE") or American Stock Exchange.
Rights represent a privilege offered to holders of record of issued securities
to subscribe (usually on a pro-rata basis) for additional securities of the same
class, of a different class, or of a different issuer, as the case may be.
Warrants represent the privilege to purchase securities at a stipulated price
and are usually valid for several years. Rights and warrants generally do not
entitle a holder to dividends or voting rights with respect to the underlying
securities, nor do they represent any rights in the assets of the issuing
company.
Also, the value of a right or warrant may not necessarily change with the value
of the underlying securities and rights and warrants cease to have value if they
are not exercised prior to their expiration date.
Repurchase Agreements. Each Series may enter into repurchase agreements with
respect to a security. A repurchase agreement is a transaction by which the
Series acquires a security and simultaneously commits to resell that security to
the seller (a bank or securities dealer) at an agreed-upon price on an
agreed-upon date. The resale price reflects the
4
<PAGE>
purchase price plus an agreed-upon market rate of interest which is unrelated to
the coupon rate or date of maturity of the purchased security. In this type of
transaction, the securities purchased by the Series have a total value in excess
of the value of the repurchase agreement. Each Series requires at all times that
the repurchase agreement be collateralized by cash or U.S. Government securities
having a value equal to, or in excess of, the value of the repurchase agreement.
Such agreements permit the each Series to keep all of its assets at work while
retaining flexibility in pursuit of investments of a longer-term nature.
The use of repurchase agreements involves certain risks. For example, if the
seller of the agreement defaults on its obligation to repurchase the underlying
securities at a time when the value of these securities has declined, a Series
may incur a loss upon their disposition. If the seller of the agreement becomes
insolvent and subject to liquidation or reorganization under the Bankruptcy Code
or other laws, a bankruptcy court may determine that the underlying securities
are collateral not within the control of the Series and are therefore subject to
sale by the trustee in bankruptcy. Even though the repurchase agreements may
have maturities of seven days or less, they may lack liquidity, especially if
the issuer encounters financial difficulties. While the Series acknowledges
these risks, it is expected that they can be controlled through stringent
selection criteria and careful monitoring procedures. Each Series intends to
limit repurchase agreements to transactions with dealers and financial
institutions believed by the Series to present minimal credit risks. Each Series
will monitor creditworthiness of the repurchase agreement sellers on an ongoing
basis.
Lending Portfolio Securities
Each Series may lend its portfolio securities to registered broker-dealers.
These loans, if and when made, may not exceed 15% of each Series' total assets.
Each Series' lending of securities will be collateralized by cash or marketable
securities issued or guaranteed by the U.S. Government or its agencies ("U.S.
Government securities") or other permissible means. The cash or instruments
collateralizing each Series' lending of securities will be maintained at all
times in an amount at least equal to the current market value of the loaned
securities. From time to time, a Series may allow a part of the interest
received with respect to the investment of collateral to be paid to the borrower
and/or a third party that is not affiliated with the Series and is acting as a
"placing broker." No fee will be paid to affiliated persons of a Series.
By lending portfolio securities, a Series can increase its income by continuing
to receive interest on the loaned securities as well as by either investing the
cash collateral in permissible investments, such as U.S. Government securities,
or obtaining yield in the form of interest paid by a borrower when such U.S.
Government securities are used as collateral. Each Series will comply with the
following conditions whenever it lends securities: (i) the Series must receive
at least 100% collateral from the borrower; (ii) the borrower must increase the
collateral whenever the market value of the securities loaned rises above the
level of the collateral; (iii) the Series must be able to terminate the loan at
any time; (iv) the Series must receive reasonable compensation with respect to
the loan, as well as any dividends, interest or other distributions on the
loaned securities; (v) the Series may pay only reasonable fees in connection
with the loan; and (vi) voting rights on the loaned securities may pass to the
borrower, except that if a material event adversely affecting the investment in
the loaned securities occurs, the Fund's Board of Directors must terminate the
loan and regain the right to vote the securities.
INCOME SERIES ONLY
When-Issued Transactions
As stated in the Prospectus, the Income Series may purchase portfolio securities
on a when-issued basis. When-issued transactions involve a commitment by the
Income Series to purchase securities, with payment and delivery ("settlement")
to take place in the future, in order to secure what is considered to be an
advantageous price or yield at the time of entering into the transaction. When
the Income Series enters into a when-issued purchase, it becomes obligated to
purchase securities and it assumes all the rights and risks attendant to
ownership of a security, although settlement occurs at a later date. The value
of fixed-income securities to be delivered in the future will fluctuate as
interest rates vary. At the time the Income Series makes the commitment to
purchase a security on a when-issued basis,
5
<PAGE>
it will record the transaction and reflect the liability for the purchase and
the value of the security in determining its net asset value. The Income Series
generally has the ability to close out a purchase obligation on or before the
settlement date, rather than take delivery of the security. Under no
circumstances will settlement for such securities take place more than 120 days
after the purchase date.
2.
Directors and Officers
The following directors are partners of Lord, Abbett & Co. ("Lord Abbett"), The
General Motors Building, 767 Fifth Avenue, New York, New York 10153-0203. They
have been associated with Lord Abbett for over five years and are also officers
and/or directors or trustees of the twelve other Lord Abbett-sponsored funds.
They are "interested persons" as defined in the Act, and as such, may be
considered to have an indirect financial interest in the Rule 12b-1 Plan
described in the Prospectus.
Robert S. Dow, age 51, Chairman and President
Thomas S. Henderson, age 64, Vice President
The following outside directors are also directors or trustees of the fifteen
other Lord Abbett-sponsored funds referred to above.
E. Thayer Bigelow
Time Warner Cable
300 First Stamford Place
Stamford, Connecticut
President and Chief Executive Officer of Time Warner Cable Programming, Inc.
Formerly President and Chief Operating Officer of Home Box Office, Inc. Age 54.
Stewart S. Dixon
Wildman, Harrold, Allen & Dixon
225 W. Wacker Drive (Suite 2800)
Chicago, Illinois
Partner in the law firm of Wildman, Harrold, Allen & Dixon. Age 65.
John C. Jansing
162 S. Beach Road
Hobe Sound, Florida
Retired. Former Chairman of Independent Election Corporation of America, a proxy
tabulating firm. Age 70.
C. Alan MacDonald
The Marketing Partnership, Inc.
27 Signal Road
Stamford, Connecticut
General Partner, The Marketing Partnership, Inc., a full service marketing
consulting firm. Formerly Chairman and Chief Executive Officer of Lincoln
Snacks, Inc., manufacturer of branded snack foods (1992-1994). Formerly
President & Chief Executive Officer of Nestle Foods Corp, and prior to that,
President & Chief Executive Officer of Stouffer Foods Corp., both subsidiaries
of Nestle SA, Switzerland. Currently serves as Director of Den West Restaurant
Co., J. B. Williams, and Fountainhead Water Company. Age 62.
6
<PAGE>
Hansel B. Millican, Jr.
Rochester Button Company
1100 Noblin Avenue
South Boston, Virginia
President and Chief Executive Officer of Rochester Button Company. Age 67.
Thomas J. Neff
Spencer Stuart & Associates
277 Park Avenue
New York, New York
President of Spencer Stuart & Associates, an executive search consulting firm.
Age 58.
The second column of the following table sets forth the compensation accrued for
the Fund's outside directors. The third and fourth columns set forth information
with respect to the retirement plan for outside directors maintained by the Lord
Abbett-sponsored funds. The fifth column sets forth the total compensation
payable by such funds to the outside directors. The first four columns give
information for the Fund's fiscal year ended December 31, 1995; the fifth column
gives information for the year ended December 31, 1995. No director of the Fund
associated with Lord Abbett or Lord Abbett Distributor and no officer of the
Fund received any compensation from the Fund for acting as a director or
officer.
<TABLE>
<CAPTION>
For the Fiscal Year Ended December 31, 1995
(1) (2) (3) (4) (5)
Pension or Estimated Annual For Year Ended
Retirement Benefits Benefits Upon December 31, 1995
Accrued as Expenses Retirement Accrued Total Compensation
by the Fund and by the Fund and Accrued by the Fund and
Aggregate Twelve Other Lord Twelve Other Lord Twelve Other Lord
Compensation Abbett-sponsored Abbett-sponsored Abbett-sponsored
Name of Director from the Fund1 Funds2 Funds2 Funds3
<S> <C> <C> <C> <C>
E. Thayer Bigelow $1,174 $9,772 $33,600 $41,700
Stewart S. Dixon $1,206 $22,472 $33,600 $42,000
John C. Jansing $1,208 $28,480 $33,600 $42,960
C. Alan MacDonald $1,277 $27,435 $33,600 $42,750
Hansel B. Millican, Jr. $1,210 $24,707 $33,600 $43,000
Thomas J. Neff $1,182 $16,126 $33,600 $42,000
<FN>
1. Outside directors' fees, including attendance fees for board and committee
meetings, are allocated among all Lord Abbett-sponsored funds based on net
assets of each fund. A portion of the fees payable by the Fund to its outside
directors are being deferred under a plan that deems the deferred amounts to
be invested in shares of the Fund for later distribution to the directors.
The total amount accrued under the plan for each outside director since the
beginning of his tenure with the Fund, including dividends reinvested and
changes in net asset value applicable to such deemed investments were as
follows as of December 31,1995: Mr. Bigelow, $1,530; Mr. Dixon, $5,796; Mr.
Jansing, $7,030 ; Mr. MacDonald, $5,760 ; Mr. Millican, $ 7,083 and Mr. Neff,
$7,021.
2. The retirement plan of the Lord Abbett-sponsored funds provides that outside
directors will receive an annual retirement benefit equal to 80% of their
final annual retainer following retirement at or after age 72 with at least
10 years of service. The plan also provides for a reduced benefit upon early
retirement under certain circumstances, a pre-retirement death benefit and
actuarially reduced joint-and-survivor spousal benefits.
7
<PAGE>
The amounts stated would be payable annually under such retirement plan if
the director were to retire at age 72 and the annual retainer payable by such
funds were the same as it is today. The amounts accrued in column 3 by the
Lord Abbett-sponsored funds during the fiscal year ended December 31, 1995
are used to fund the retirement benefits in column 4.
3. This column shows aggregate compensation, including director's fees and
attendance fees for board and committee meetings, of a nature referred to in
the first sentence of footnote one accrued by the Lord Abbett-sponsored funds
during the year ended December 31, 1995.
</FN>
</TABLE>
Except where indicated, the following executive officers of the Fund have been
associated with Lord Abbett for over five years. Of the following, Messrs.
Allen, Carper, Cutler, Henderson, Morris, Nordberg and Walsh are partners of
Lord Abbett; the others are employees: Zane E. Brown, age 45, Executive Vice
President, E. Wayne Nordberg, age 58, Executive Vice President; Kenneth B.
Cutler, age 64, Vice President and Secretary; Stephen I. Allen, age 43; Daniel
E. Carper, age 44; Robert G. Morris, age 51, John J. Gargana, Jr., age 65; Paul
A. Hilstad, age 53 (with Lord Abbett since 1995 - formerly Senior Vice President
and General Counsel of American Capital Management & Research, Inc.); Thomas F.
Konop, age 54; Victor W. Pizzolato, age 63; John J. Walsh, age 60, Vice
Presidents; and Keith F. O'Connor, age 41, Treasurer.
The Fund's By-Laws provide that the Fund shall not hold an annual meeting of its
stockholders in any year unless one or more matters are required to be acted on
by stockholders under the Investment Company Act of 1940, as amended (the
"Act"), or unless called by a majority of the Board of Directors or by
stockholders holding at least one quarter of the stock of the Fund outstanding
and entitled to vote at the meeting. When any such annual meeting is held, the
stockholders will elect directors and vote on the approval of the independent
auditors of the Fund.
As of March 27, 1996, our officers and directors, as a group, owned less than
1.02% of our outstanding shares.
3.
Investment Advisory and Other Services
As described under "Our Management" in the Prospectus, Lord Abbett is the Fund's
investment manager. The eight general partners of Lord Abbett, all of whom are
officers and/or directors of the Fund, are: Stephen I. Allen, Daniel E. Carper,
Kenneth B. Cutler, Robert S. Dow, Thomas S. Henderson, Robert G. Morris, E.
Wayne Nordberg and John J. Walsh. The address of each partner is The General
Motors Building, 767 Fifth Avenue, New York, New York 10153-0203.
The services performed by Lord Abbett are described in the prospectus under "Our
Management" in the Prospectus. Under the Management Agreement, we pay Lord
Abbett a monthly fee, based on average daily net assets for each month, at the
annual rate of .75 of 1% for the Equity Series and .50 of 1% for the Income
Series. Notwithstanding the above, Lord Abbett may, but is not required to,
waive its fee or directly pay all or any portion of the expenses of either
Series not expressly assumed by Lord Abbett under the Management Agreement. Each
Series is contingently obligated through October 31, 1998 (or the earlier
termination of the Management Agreement) to repay its respective fees and
expenses voluntarily waived or paid by Lord Abbett to the extent such repayments
would not in any year, when added to expenses actually incurred in that year,
increase the expense ratio above 1.5%, in the case of the Equity Series, or
1.3%, in the case of the Income Series. The expense ratios for the Income Series
for fiscal 1994 and 1995 were 1.02% and 1.04%, respectively. All contingent
obligations have been repaid to Lord Abbett by the Income Series. The expense
ratios for the Equity Series were 1.56% and 1.63% during fiscal 1994 and 1995,
respectively. Accordingly, that Series did not have to make any repayment to
Lord Abbett and the entire amount of its contingent obligation, $283,550,
remains outstanding.
We pay all expenses not expressly assumed by Lord Abbett, including without
limitation 12b-1 expenses, outside directors' fees and expenses, association
membership dues, legal and auditing fees, taxes, transfer and dividend
disbursing agent fees, shareholder servicing costs, expenses relating to
shareholder meetings, expenses of preparing, printing and mailing stock
certificates and shareholder reports, expenses of registering our shares under
federal and state securities laws, expenses of preparing, printing and mailing
prospectuses to existing shareholders, insurance premiums, brokerage and other
expenses connected with executing portfolio transactions.
8
<PAGE>
The State of California limits operating expenses (including management fees but
excluding taxes, interest, extraordinary expenses and brokerage commissions) to
2 1/2% of average annual net assets up to $30,000,000, 2% of the next
$70,000,000 of such assets and 1 1/2% of such assets in excess of $100,000,000.
This expense limitation is a condition of registration of investment company
shares in that state and has been modified pursuant to an order of the State
Securities Commissioner in its application to the Fund. The expense limitation
as modified applies so long as our shares are registered for sale in that state.
The Fund's Board of Directors and the shareholders of the Equity Series have
approved a new Sub-Investment Management Agreement (the "New Agreement") with
respect to the Equity Series between Lord Abbett and Dunedin Fund Managers
Limited (the "Sub-Adviser"), under which the Sub-Adviser provides Lord Abbett
with advice with respect to that portion of the Equity Series' assets invested
in countries other than the United States, as more particularly described in the
Prospectus.
The Sub-Adviser, with offices located at Donaldson House, 97 Haymarket Terrace,
Edinburgh EH12 5HD Scotland, and its predecessors date back 123 years to 1873.
The Sub-Adviser is a subsidiary of Edinburgh Fund Managers Group plc, which
indirectly owns 100% of the Sub-Adviser's outstanding voting stock. The
Sub-Adviser provides international investment research and advisory services to
private and institutional clients, investment trusts, pension clients and unit
trusts both in the United Kingdom and overseas. The Sub-Adviser currently
manages about $8 billion, and its investment and administrative staffs have
substantial global investment management experience.
Securities held by either Series of the Fund may also be held by other funds or
investment advisory clients for which Lord Abbett or the Sub-Adviser (in the
case of the Equity Series) or their affiliates provide investment advice.
Because of different investment objectives or other factors, a particular
security may be bought for one or more funds or clients when one or more other
funds or clients are selling the same security. If opportunities for purchase or
sale of securities by Lord Abbett or the Sub-Adviser (in the case of the Equity
Series) for the Fund or for other funds or clients for which they render
investment advice arise for consideration at or about the same time,
transactions in such securities will be made insofar as feasible for the
respective funds or clients in a manner deemed equitable to all of them. To the
extent that transactions on behalf of more than one client of Lord Abbett, the
Sub-Adviser (in the case of the Equity Series) or their affiliates may increase
the demand for securities being purchased or the supply of securities being
sold, there may be an adverse effect on price.
Deloitte & Touche LLP, Two World Financial Center, New York, New York 10281 are
the independent public accountants of the Fund and must be approved at least
annually by our Board of Directors to continue in such capacity. They perform
audit services for the Fund including the examination of financial statements
included in our annual report to shareholders.
The Bank of New York ("BNY"), 40 Wall Street, New York, New York 10286, is the
Fund's custodian. Rules adopted by the Securities & Exchange Commission under
the Act permit the Fund to maintain its foreign assets in the custody of certain
eligible foreign banks and securities depositories. The Fund's portfolio
securities and cash, when invested in foreign securities and not held by BNY or
its foreign branches, are held by sub-custodians of BNY approved by the Board of
Directors of the Fund in accordance with such rules.
The Sub-Custodians of BNY are:
Euro-Clear (a transnational securities depository); Australia: ANZ Banking
Group; Austria: Creditanstalt-Bankverein; Canada: Canadian Imperial Bank of
Commerce; Chile: Citibank, N.A.; Czech Republic: Ceskoslovenska Obchodni Banka;
Denmark: Den Danske Bank; Finland: Union Bank of Finland; Germany: J.P. Morgan
GmbH; Greece: National Bank of Greece S.A.; Hong Kong, Indonesia, Philippines,
Taiwan and Thailand: Hong Kong & Shanghai Banking Corp.; Hungary: Citibank
Budapest Rt; India: Hong Kong and Shanghai Banking Corporation; Ireland: Allied
Irish Banks, PLC; Israel: Bank Leumi LE-Israel B.M.; Japan: The Fuji Bank, Ltd.;
Jordan: Citibank, N.A.; Korea: Bank of Seoul; Luxembourg: Banque Internationale
A Luxembourg, S.A.; Mexico: Citibank, N.A.; Morocco: Banque Commerciale du
Maroc; Netherlands: Bank van Haften Labouchere; New Zealand: Anz Banking Group
Ltd.; Norway:
9
<PAGE>
Den Norske Bank; Pakistan: Citibank, N.A.; Peru: Citibank, N.A.; Poland: Bank
Handlowy w Warszawie S.A.; Portugal: Banco Espirito Santo E Comercial de Lisboa;
Malaysia, Singapore: Development Bank of Singapore; South Africa: The First
National Bank of Southern Africa; Sri Lanka: Hong Kong and Shanghai Banking
Corporation; Sweden: Skandinaviska Enskilda Banken; Switzerland: Bank Leu;
Turkey: Citibank, N.A.; Venezuela: Citibank, N.A.
4.
Portfolio Transactions
With respect to the Income Series, purchases and sales of portfolio securities
usually will be principal transactions and normally such securities will be
purchased directly from the issuer or from an underwriter or market maker for
the securities. Therefore, the Income Series usually will pay no brokerage
commissions for such purchases. Purchases from underwriters of portfolio
securities will include a commission or concession paid by the issuer to the
underwriter and purchases from dealers serving as market makers will include a
dealer's markup. Principal transactions, including riskless principal
transactions, are not afforded the protection of the safe harbor in Section 28
(e) of the Securities Exchange Act of 1934.
Our policy is to obtain best execution on all our portfolio transactions, which
means that we seek to have purchases and sales of portfolio securities executed
at the most favorable prices, considering all costs of the transaction including
dealer markups and markdowns and any brokerage commissions and taking into
account the full range and quality of the brokers' services. With respect to the
Equity Series, consistent with obtaining best execution, we may pay, as
described below, a higher commission than some brokers might charge on the same
transactions. Our policy with respect to best execution governs the selection of
brokers or dealers and the market in which the transaction is executed. To the
extent permitted by law, we may, if considered advantageous, make a purchase
from or sale to another Lord Abbett-sponsored fund without the intervention of
any broker-dealer.
Broker-dealers are selected on the basis of their professional capability and
the value and quality of their brokerage and research services. Normally, the
selection is made by traders who are officers of the Fund and also are employees
of Lord Abbett. These traders do the trading as well for other accounts --
investment companies (of which they are also officers) and other investment
clients -- managed by Lord Abbett. For foreign securities purchased or sold by
the Equity Series, the selection is made by the Sub-Adviser. They are
responsible for obtaining best execution.
In transactions on stock exchanges in the United States, commissions are
negotiated, whereas on many foreign stock exchanges commissions are fixed. In
the case of securities traded in the foreign and domestic over-the-counter
markets, there is generally no stated commission, but the price usually includes
an undisclosed commission or markup. Purchases from underwriters of newly-issued
securities for inclusion in the Fund's portfolios usually will include a
concession paid to the underwriter by the issuer and purchases from dealers
serving as market makers will include the spread between the bid and asked
prices. When commissions are negotiated, we pay a commission rate that we
believe is appropriate to give maximum assurance that our brokers will provide
us, on a continuing basis, the highest level of brokerage services available.
While we do not always seek the lowest possible commission on particular trades,
we believe that our commission rates are in line with the rates that many other
institutions pay. Our traders are authorized to pay brokerage commissions in
excess of those that other brokers might accept on the same transactions in
recognition of the value of the services performed by the executing brokers,
viewed in terms of either the particular transaction or the overall
responsibilities of Lord Abbett with respect to us and the other accounts they
manage. Such services include such factors as showing the Fund trading
opportunities including blocks, willingness and ability to take positions in
securities, knowledge of a particular security or market, proven ability to
handle a particular type of trade, confidential treatment, promptness and
reliability. Some of our brokers also provide research services at least some of
which are useful to Lord Abbett in their overall responsibilities with respect
to us and the other accounts they manage. Research includes, the furnishing of
analyses and reports concerning issuers, industries, securities, economic
factors and trends, portfolio strategy and the performance of accounts and
trading equipment and computer software packages, acquired from third-part
suppliers, that enable Lord Abbett to access various information bases. Such
services may be used by Lord Abbett in servicing all their accounts, and not all
of such services will necessarily be used by Lord Abbett in
10
<PAGE>
connection with their management of the Fund; conversely, such services
furnished in connection with brokerage of other accounts managed by Lord Abbett
may be used in connection with their management of the Fund, and not all of such
services will necessarily be used by Lord Abbett in connection with their
advisory services to such other accounts. The Fund has been advised by Lord
Abbett that research services received from brokers cannot be allocated to any
particular account, are not a substitute for Lord Abbett's services but are
supplemental to their own research effort and, when utilized, are subject to
internal analysis before being incorporated by Lord Abbett into their investment
process. As a practical matter, it would not be possible for Lord Abbett to
generate all of the information presently provided by brokers. While receipt of
research services from brokerage firms has not reduced Lord Abbett's normal
research activities, the expenses of Lord Abbett could be materially increased
if it attempted to generate such additional information through its own staff
and purchased such equipment and software packages directly from the suppliers.
No commitments are made regarding the allocation of brokerage business to or
among brokers, and trades are executed only when they are dictated by investment
decisions of the Fund to purchase or sell portfolio securities.
If two or more broker-dealers are considered capable of offering the equivalent
likelihood of best execution, the broker-dealer who has sold our shares and/or
shares of other Lord Abbett-sponsored funds may be preferred.
If other clients of Lord Abbett buy or sell the same security at the same time
as we do, transactions will, to the extent practicable, be allocated among all
participating accounts in proportion to the amount of each order and will be
executed daily until filled so that each account shares the average price and
commission cost of each day. Other clients who direct that their brokerage
business be placed with specific brokers or who invest through wrap accounts
introduced to Lord Abbett by certain brokers may not participate with us in the
buying and selling of the same securities as described above. If these clients
wish to buy or sell the same security as we do, they may have their transactions
executed at times different from our transactions and thus may not receive the
same price or incur the same commission cost as we do.
We will not seek "reciprocal" dealer business (for the purpose of applying
commissions in whole or in part for our benefit or otherwise) from dealers as
consideration for the direction to them of portfolio business.
During the fiscal years ended December 31, 1995, 1994 and 1993, the Fund paid
total commissions to independent broker-dealers of $337,151, $392,126 and
$414,077, respectively.
5.
Purchases, Redemptions
and Shareholder Services
The Fund values its portfolio securities at their market values as of the close
of the NYSE. Market value will be determined as follows: securities listed or
admitted to trading privileges on any national or foreign securities exchange
are valued at the last sales price on the principal securities exchange on which
such securities are traded, or, if there is no sale on that day, at the mean
between the last bid and asked prices, or, in the case of bonds, in the
over-the-counter market if, in the judgment of the Fund's officers, that market
more accurately reflects the market value of the bonds. Over-the-counter
securities that are not traded on the NASDAQ National Market System are valued
at the mean between the last bid and asked price. Securities for which market
quotations are not available are valued at fair market value under procedures
approved by the Board of Directors.
Information concerning how each Series values its shares for the purchase and
redemption or repurchase of its shares is briefly described in the Prospectus
under "Purchases" and "Redemptions", respectively.
As disclosed in the Prospectus, each Series calculates its net asset value and
is otherwise open for business on each day that the NYSE is open for trading.
The NYSE is closed on Saturdays and Sundays and the following holidays: New
Year's Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor
Day, Thanksgiving and Christmas.
11
<PAGE>
All assets and liabilities expressed in foreign currencies will be converted
into United States dollars at the mean between the buying and selling rates of
such currencies against United States dollars last quoted by any major bank. If
such quotations are not available, the rate of exchange will be determined in
accordance with policies established by the Board of Directors of the Fund. The
Board of Directors will monitor, on an ongoing basis, the Fund's method of
valuation.
Trading in securities on European and Far Eastern securities exchanges and
over-the-counter markets is normally completed well before the close of business
on each business day in New York. In addition, European or Far Eastern
securities trading generally or in a particular country or countries may not
take place on all business days in New York. Furthermore, trading takes place in
various foreign markets on days which are not business days in New York and on
which the Series' net asset values are not calculated. Such calculation does not
take place contemporaneously with the determination of the prices of the
majority of the portfolio securities used in such calculation. Events affecting
the values of portfolio securities that occur between the time their prices are
determined and the close of the NYSE will not be reflected in the Series'
calculation of net asset values unless the Fund's Directors determine that the
particular event would materially affect net asset value, in which case an
adjustment will be made.
The maximum offering prices of each Series' Class A shares on December 31, 1995
were computed as follows:
Equity Income
Series Series
Net asset value per share (net assets
divided by shares outstanding).............$11.96 $8.58
Maximum offering price per
share (net asset value divided by
.9425 and .9525, respectively)..............$12.69 $9.01
The Fund has entered into a distribution agreement with Lord Abbett Distributor
under which Lord Abbett is obligated to use its best efforts to find purchasers
for the shares of the Fund and to make reasonable efforts to sell Fund shares,
so long as, in Lord Abbett Distributor's judgment, a substantial distribution
can be obtained by reasonable efforts.
For the last three fiscal years Lord Abbett, as the Fund's principal
underwriter, received net commissions after allowance of a portion of the sales
charge to independent dealers with respect to Class A shares as follows:
<TABLE>
<CAPTION>
Equity Series
Year Ended December 31,
1995 1994 1993
---- ---- ----
<S> <C> <C> <C>
Gross sales charge $266,247 $540,318 $847,572
Amount allowed
to dealers $245,921 $465,423 $731,682
------- -------- --------
Net commissions
received by
Lord Abbett $20,326 $ 74,895 $115,890
======== ======= =======
</TABLE>
12
<PAGE>
<TABLE>
<CAPTION>
Income Series
Year Ended December 31,
1995 1994 1993
---- ---- ----
<S> <C> <C> <C>
Gross sales charge $308,511 $1,577,686 $5,648,094
Amount allowed
to dealers $265,179 $1,357,207 $4,826,957
-------- ---------- ----------
Net commissions
received by
Lord Abbett $43,332 $ 220,479 $ 821,137
====== ========= ==========
</TABLE>
Conversion of Class B Shares. The conversion of Class B shares on the eighth
anniversary of their purchase is subject to the continuing availability of a
private letter ruling from the Internal Revenue Service, or an opinion of
counsel or tax adviser, to the effect that the conversion of Class B shares does
not constitute a taxable event for the holder under Federal income tax law. If
such a revenue ruling or opinion is no longer available, the automatic
conversion feature may be suspended, in which event no further conversions of
Class B shares would occur while such suspension remained in effect. Although
Class B shares could then be exchanged for Class A shares on the basis of
relative net asset value of the two classes, without the imposition of a sales
charge or fee, such exchange could constitute a taxable event for the holder.
Class A, B and C Rule 12b-1 Plans. As described in the Prospectus, each class of
each Series has adopted a Distribution Plan and Agreement pursuant to Rule 12b-1
of the Act for each of the three Series Classes: the "A Plan", the "B Plan" and
the "C Plan", respectively. In adopting each Plan and in approving its
continuance, the Board of Directors has concluded that there is a reasonable
likelihood that each Plan will benefit its respective Class and such Class'
shareholders. The expected benefits include greater sales and lower redemptions
of Class shares, which should allow each Class to maintain a consistent cash
flow, and a higher quality of service to shareholders by authorized institutions
than would otherwise be the case. During the last fiscal year, each Series
accrued or paid through Lord Abbett to authorized institutions $215,186 and
$604,324 under the A Plan for Equity and Income Series, respectively. Both the B
Plan and the C Plan were adopted by the Fund subsequent to its last fiscal year.
Lord Abbett used all amounts received under each A Plan for payments to dealers
for (i) providing continuous services to the Class A shareholders, such as
answering shareholder inquiries, maintaining records, and assisting shareholders
in making redemptions, transfers, additional purchases and exchanges and (ii)
their assistance in distributing Class A shares of each Series.
Each Plan requires the directors to review, on a quarterly basis, written
reports of all amounts expended pursuant to the Plan and the purposes for which
such expenditures were made. Each Plan shall continue in effect only if its
continuance is specifically approved at least annually by vote of the directors,
including a majority of the directors who are not interested persons of the Fund
and who have no direct or indirect financial interest in the operation of the
Plan or in any agreements related to the Plan ("outside directors"), cast in
person at a meeting called for the purpose of voting on the Plan. No Plan may be
amended to increase materially above the limits set forth therein the amount
spent for distribution expenses thereunder without approval by a majority of the
outstanding voting securities of the applicable class and the approval of a
majority of the directors, including a majority of the outside directors. Each
Plan may be terminated at any time by vote of a majority of the outside
directors or by vote of a majority of its Class's outstanding voting securities.
Contingent Deferred Sales Charges. The charges described below apply upon early
redemption of shares, and consist of a Contingent Deferred Sales Charge
("CDSC"), regardless of class, (i) will not apply to shares purchased by the
reinvestment of dividends or capital gains distributions; (ii) will be assessed
on the lesser of the net asset value of the
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<PAGE>
shares at the time of redemption or the original purchase price and (iii) are
not imposed on the amount of your account value represented by the increase in
net asset value over the initial purchase price (including increases due to the
reinvestment of dividends and capital gains distributions).
Class A Shares. As stated in the Prospectus, a CDSC of 1% is imposed with
respect to those Class A shares (or Class A shares of another Lord
Abbett-sponsored fund or series acquired through exchange of such shares) on
which a Series has paid the one-time distribution fee of 1% if such shares are
redeemed out of the Lord Abbett-sponsored family of funds within a period of 24
months from the end of the month in which the original sale occurred.
Class B Shares. As stated in the Prospectus, if Class B shares (or Class B
shares of another Lord Abbett-sponsored fund or series acquired through exchange
of such shares) are redeemed out of the Lord Abbett-sponsored family of funds
for cash before the sixth anniversary of their purchase, a CDSC will be deducted
from the redemption proceeds. The Class B CDSC is paid to Lord Abbett
Distributor to reimburse its expenses, in whole or in part, for providing
distribution-related service to each Series in connection with the sale of Class
B shares.
To determine whether the CDSC applies to a redemption, the Fund redeems shares
in the following order: (1) shares acquired by reinvestment of dividends and
capital gains distributions, (2) shares held on or after the sixth anniversary
of their purchase, and (3) shares held the longest before such sixth
anniversary.
The amount of the contingent deferred sales charge will depend on the number of
years since you invested and the dollar amount being redeemed, according to the
following schedule:
Anniversary of the Day on Contingent Deferred Sales Charge
Which the Purchase Order Was Accepted on Redemptions (As % of Amount
Subject to Charge)
Before the 1st........................................................5.0%
On the 1st, before the 2nd............................................4.0%
On the 2nd, before the 3rd............................................3.0%
On the 3rd, before the 4th............................................3.0%
On the 4th, before the 5th............................................2.0%
On the 5th, before the 6th ...........................................1.0%
On or after the 6th anniversary........................................None
In the table, an "anniversary" is the 365th day subsequent to the acceptance of
a purchase order or a prior anniversary. All purchases are considered to have
been made on the business day on which the purchase order was received.
Class C Shares. As stated in the Prospectus, if Class C shares are redeemed for
cash before the first anniversary of their purchase, the redeeming shareholder
will be required to pay to each Series on behalf of Class C shares a CDSC of 1%
of the lower of cost or the then net asset value of Class C shares redeemed. If
such shares are exchanged into the same class of another Lord Abbett-sponsored
fund and subsequently redeemed before the first anniversary of their original
purchase, the charge will be collected by the other fund on behalf of this the
Series' Class C shares.
General. Each percentage (1% in the case of Class A and C shares and 5% through
1% in the case of Class B shares) used to calculate CDSCs described above for
the Class A, Class B and Class C shares is sometimes hereinafter referred to as
the "Applicable Percentage".
With respect to Class A and Class B shares, no CDSC is payable on redemptions by
participants or beneficiaries from employer-sponsored retirement plans under the
Internal Revenue Code for benefit payments due to plan loans, hardship
withdrawals, death, retirement or separation from service and for returns of
excess contributions to retirement plan sponsors. In the case of Class A and
Class C shares, the CDSC is received by each Series and is intended to reimburse
all or a portion of the amount paid by the Series if the shares are redeemed
before the Series has had an opportunity to realize the anticipated benefits of
having a long-term shareholder account in the Series. In the case of Class B
shares, the CDSC is received by Lord Abbett Distributor and is intended to
reimburse its expenses of providing distribution- related service to the Series
(including recoupment of the commission payments made) in connection with the
sale of Class B shares before Lord Abbett Distributor has had an opportunity to
realize its anticipated reimbursement by having such a long-term shareholder
account subject to the B Plan distribution fee.
The other funds and series which participate in the Telephone Exchange Privilege
(except (a) Lord Abbett U.S. Government Securities Money Market Fund, Inc.
("GSMMF"), (b) certain series of Lord Abbett Tax-Free Income Fund and Lord
Abbett Tax-Free Income Trust for which a Rule 12b-1 Plan is not yet in effect,
and (c) any authorized institution's affiliated money market fund satisfying
Lord Abbett Distributor as to certain omnibus account and other criteria,
hereinafter referred to as an "authorized money market fund" or "AMMF"
(collectively, the "Non-12b-1 Funds")) have instituted a CDSC for each class on
the same terms and conditions. No CDSC will be charged on an exchange of shares
of the same class between Lord Abbett funds or between such funds and AMMF. Upon
redemption of shares out of the Lord Abbett family of funds or out of AMMF, the
CDSC will be charged on behalf of and paid: (i) to the fund in which the
original purchase (subject to a CDSC) occurred, in the case of the Class A and
Class C shares and (ii) to Lord Abbett Distributor if the original purchase was
subject to a CDSC, in the case of the Class B shares. Thus, if shares of a Lord
Abbett fund are exchanged for shares of the same class of another such fund and
the shares of the same class tendered ("Exchanged Shares") are subject to a
CDSC, the CDSC will carry over to the shares of the same class being acquired,
including GSMMF and AMMF ("Acquired Shares"). Any CDSC that is carried over to
Acquired Shares is calculated as if the holder of the Acquired Shares had held
those shares from the date on which he or she became the holder of the Exchanged
Shares. Although the Non-12b-1 Funds will not pay a distribution fee on their
own shares, and will, therefore, not impose their own CDSC, the Non-12b-1 Funds
will collect the CDSC (a) on behalf of other Lord Abbett funds, in the case of
the Class A and Class C shares and (b) on behalf of Lord Abbett Distributor, in
the case of the Class B shares. Acquired Shares held in GSMMF and AMMF which are
subject to a CDSC will be credited with the time such shares are held in GSMMF
but will not be credited with the time such shares are held in AMMF. Therefore,
if your Acquired Shares held in AMMF qualified for no CDSC or a lower Applicable
Percentage at the time of exchange into AMMF, that Applicable Percentage will
apply to redemptions for cash from AMMF, regardless of the time you have held
Acquired Shares in AMMF.
In no event will the amount of the CDSC exceed the Applicable CDSC Percentage of
the lesser of (i) the net asset value of the shares redeemed or (ii) the
original cost of such shares (or of the Exchanged Shares for which such shares
were acquired). No CDSC will be imposed when the investor redeems (i) amounts
derived from increases in the value of the account above the total cost of
shares being redeemed due to increases in net asset value, (ii) shares with
respect to which no Lord Abbett fund paid a 12b-1 fee and, in the case of Class
B shares, Lord Abbett Distributor paid no sales charge or service fee (including
shares acquired through reinvestment of dividend income and capital gains
distributions) or (iii) shares which, together with Exchanged Shares, have been
held continuously for 24 months from the end of the month in which the original
sale occurred (in the case of Class A shares); for six years or more (in the
case of Class B shares) and for one year or more (in the case of Class C
shares). In determining whether a CDSC is payable, (a) shares not subject to the
CDSC will be redeemed before shares subject to the CDSC and (b) of the shares
subject to a CDSC, those held the longest will be the first to be redeemed.
Exchanges. The Prospectus briefly describes the Telephone Exchange Privilege.
You may exchange some or all of your shares of any class for those in the same
class of: (i) Lord Abbett-sponsored funds currently offered to the public with a
sales charge (front-end, back-end or level ), (ii) GSMMF or (iii) AMMF, to the
extent offers and sales may be made in your state. You should read the
prospectus of the other fund before exchanging. In establishing a new account by
exchange, shares of the Series being exchanged must have a value equal to at
least the minimum initial investment required for the other fund into which the
exchange is made.
Shareholders in other Lord Abbett-sponsored funds and AMMF have the same right
to exchange their shares for the corresponding class of the Series' shares.
Exchanges are based on relative net asset values on the day instructions are
received by the Fund in Kansas City if the instructions are received prior to
the close of the NYSE in proper form. No sales charges are imposed except in the
case of exchanges out of GSMMF or AMMF (unless a sales charge (front-end,
back-end or level) was paid on the initial investment in a Lord Abbett-sponsored
fund). Exercise of the exchange privilege will be treated as a sale for federal
income tax purposes, and, depending on the circumstances, a gain or loss
14
<PAGE>
may be recognized. In the case of an exchange of shares that have been held for
90 days or less where no sales charge is payable on the exchange, the original
sales charge incurred with respect to the exchanged shares will be taken into
account in determining gain or loss on the exchange only to the extent such
charge exceeds the sales charge that would have been payable on the acquired
shares had they been acquired for cash rather than by exchange. The portion of
the original sales charge not so taken into account will increase the basis of
the acquired shares.
Shareholders have the exchange privilege unless they refuse it in writing. You
should not view the exchange privilege as a means for taking advantage of
short-term swings in the market, and we reserve the right to terminate or limit
the privilege of any shareholder who makes frequent exchanges. We can revoke or
modify the privilege for all shareholders upon 60 days' prior notice. "Eligible
Funds" are AMMF and other Lord Abbett-sponsored funds which are eligible for the
exchange privilege, except Lord Abbett Series Fund ("LASF") which offers its
shares only in connection with certain variable annuity contracts, Lord Abbett
Equity Fund ("LAEF") which is not issuing shares, and series of Lord Abbett
Research Fund not offered to the general public ("LARF").
Statement of Intention. Under the terms of the Statement of Intention to invest
$50,000 ($100,000 in the case of the Income Series) or more over a 13-month
period as described in the Prospectus, in shares of a Lord Abbett-sponsored fund
(other than shares of LAEF, LASF, LARF, GSMMF and AMMF, unless holdings in GSMMF
and AMMF are attributable to shares exchanged from a Lord Abbett-sponsored fund
offered with a front-end, back-end or level sales charge) shares currently owned
by you are credited as purchases (at their current offering prices on the date
the Statement is signed) toward achieving the stated investment and reduced
initial sales charge for Class A shares. Class A shares valued at 5% of the
amount of intended purchases are escrowed and may be redeemed to cover the
additional sales charge payable if the Statement is not completed. The Statement
of Intention is neither a binding obligation on you to buy, nor on the Fund to
sell, the full amount indicated.
Rights of Accumulation. As stated in the Prospectus, purchasers (as defined in
the Prospectus) may accumulate their investment in Lord Abbett-sponsored funds
(other than LAEF, LARF, LASF, GSMMF, and AMMF unless holdings in GSMMF or AMMF
are attributable to shares exchanged from a Lord Abbett-sponsored fund offered
with a front-end, back-end or level sales charge) so that a current investment,
plus the purchaser's holdings valued at the current maximum offering price,
reach a level eligible for a discounted sales charge for Class A shares.
Net Asset Value Purchases of Class A Shares. As stated in the Prospectus, our
Class A shares may be purchased at net asset value by our directors, employees
of Lord Abbett, employees of our shareholder servicing agent and employees of
any securities dealer having a sales agreement with Lord Abbett who consents to
such purchases or by the director or custodian under any pension or
profit-sharing plan or Payroll Deduction IRA established for the benefit of such
persons or for the benefit of employees of any national securities trade
organization to which Lord Abbett belongs or any company with an account(s) in
excess of $10 million managed by Lord Abbett on a private-advisory- account
basis. For purposes of this paragraph, the terms "directors" and "employees"
include a director's or employee's spouse (including the surviving spouse of a
deceased director or employee). The terms "our directors" and "employees of Lord
Abbett" also include retired directors and employees and other family members
thereof.
Our Class A shares also may be purchased at net asset value (a) at $1 million or
more, (b) with dividends and distributions from Class A shares of other Lord
Abbett-sponsored funds, except for LARF, LAEF and LASF, (c) under the loan
feature of the Lord Abbett-sponsored prototype 403(b) plan for share purchases
representing the repayment of principal and interest, (d) by certain authorized
brokers, dealers, registered investment advisers or other financial institutions
who have entered into an agreement with Lord Abbett Distributor in accordance
with certain standards approved by Lord Abbett Distributor, providing
specifically for the use of our shares in particular investment products made
available for a fee to clients of such brokers, dealers, registered investment
advisers and other financial institutions, and (e) by employees, partners and
owners of unaffiliated consultants and advisors to Lord Abbett, Lord Abbett
Distributor or Lord Abbett-sponsored funds who consent to such purchase if such
persons provide service to Lord Abbett, Lord Abbett Distributor or such funds on
a continuing basis and are familiar with such funds. Shares are offered at net
asset value to these investors for the purpose of promoting goodwill with
employees and others with whom Lord Abbett Distributor and/or the Fund has
business relationships.
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Our Class A shares also may be purchased at net asset value, subject to
appropriate documentation, through a securities dealer where the amount invested
represents redemption proceeds from shares ("Redeemed Shares") of a registered
open-end management investment company not distributed or managed by Lord Abbett
(other than a money market fund), if such redemption has occurred no more than
60 days prior to the purchase of our shares, the Redeemed Shares were held for
at least six months prior to redemption and the proceeds of redemption were
maintained in cash or a money market fund prior to purchase. Purchasers should
consider the impact, if any, of contingent deferred sales charges in determining
whether to redeem shares for subsequent investment in our Class A shares. Lord
Abbett may suspend, change or terminate this purchase option at any time.
Our Class A shares may be issued at net asset value in exchange for the assets,
subject to possible tax adjustment, of a personal holding company or an
investment company. There are economies of selling efforts and sales-related
expenses with respect to offers to these investors and those referred to above.
Redemptions. A redemption order is in proper form when it contains all of the
information and documentation required by the order form or supplementally by
Lord Abbett Distributor or the Fund to carry out the order. The signature(s) and
any legal capacity of the signer(s) must be guaranteed by an eligible guarantor.
See the Prospectus for expedited redemption procedures.
The right to redeem and receive payment, as described in the Prospectus, may be
suspended if the NYSE is closed (except for weekends or customary holidays),
trading on the NYSE is restricted or the Securities and Exchange Commission
deems an emergency to exist.
Our Board of Directors may authorize redemption of all of the shares in any
account in which there are fewer than 25 shares. Before authorizing such
redemption, the Board must determine that it is in our economic best interest or
necessary to reduce disproportionately burdensome expenses in servicing
shareholder accounts. At least 6 month's prior written notice will be given
before any such redemption, during which time shareholders may avoid redemption
by bringing their accounts up to the minimum set by the Board.
Div-Move. Under the Div-Move service described in the Prospectus, you can invest
the dividends paid on your account of any class into an existing account of the
same class in any other Eligible Fund. The account must be either your account,
a joint account for you and your spouse, a single account for your spouse, or a
custodial account for your minor child under the age of 21. You should read the
prospectus of the other fund before investing.
Invest-A-Matic. The Invest-A-Matic method of investing in the Fund and/or any
other Eligible Fund is described in the Prospectus. To avail yourself of this
method you must complete the application form, selecting the time and amount of
your bank checking account withdrawals and the funds for investment, include a
voided, unsigned check and complete the bank authorization.
Systematic Withdrawal Plans. The Systematic Withdrawal Plan ("SWP") also is
described in the Prospectus. You may establish a SWP if you own or purchase
uncertificated shares having a current offering price value of at least $10,000.
Lord Abbett prototype retirement plans have no such minimum. With respect to a
SWP for Class B shares, the CDSC will be waived on redemptions of up to 12% per
year of either the current net asset value of your account or your original
purchase price, whichever is higher. With respect to Class C shares, the CDSC
will be waived on and after the first anniversary of their purchase. The SWP
involves the planned redemption of shares on a periodic basis by receiving
either fixed or variable amounts at periodic intervals. Since the value of
shares redeemed may be more or less than their cost, gain or loss may be
recognized for income tax purposes on each periodic payment. Normally, you may
not make regular investments at the same time you are receiving systematic
withdrawal payments because it is not in your interest to pay a sales charge on
new investments when in effect a portion of that new investment is soon
withdrawn. The minimum investment accepted while a withdrawal plan is in effect
is $1,000. The SWP may be terminated by you or by us at any time by written
notice.
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Retirement Plans. The Prospectus indicates the types of retirement plans for
which Lord Abbett provides forms and explanations. Lord Abbett makes available
the retirement plan forms and custodial agreements for IRAs (Individual
Retirement Accounts, including Simplified Employee Pensions), 403(b) plans and
qualified pension and profit-sharing plans, including 401(k) plans. The forms
name Investors Fiduciary Trust Company as custodian and contain specific
information about the plans. Explanations of the eligibility requirements,
annual custodial fees and allowable tax advantages and penalties are set forth
in the relevant plan documents. Adoption of any of these plans should be on the
advice of your legal counsel or qualified tax adviser.
6.
Past Performance
Each Series computes the average annual compounded rate of total return during
specified periods that would equate the initial amount invested to the ending
redeemable value of such investment by adding one to the computed average annual
total return, raising the sum to a power equal to the number of years covered by
the computation and multiplying the result by one thousand dollars, which
represents a hypothetical initial investment. The calculation assumes deduction
of the maximum sales charge from the initial amount invested and reinvestment of
all income dividends and capital gains distributions on the reinvestment dates
at prices calculated as stated in the Prospectus. The ending redeemable value is
determined by assuming a complete redemption at the end of the period(s) covered
by the average annual total return computation.
In calculating total returns for Class A shares, the current maximum sales
charge of 5.75% (as a percentage of the offering price) is deducted from the
initial investment (unless the return is shown at net asset value). For Class B
shares, the payment of the applicable CDSC (5.0% prior to the first anniversary
of purchase, 4.0% prior to the second anniversary of purchase, 3.0% prior to the
third and fourth anniversaries of purchase, 2.0% prior to the fifth anniversary
of purchase, 1.0% prior to the sixth anniversary of purchase and no CDSC on and
after the sixth anniversary of purchase) is applied to each Series' investment
result for that class for the time period shown (unless the total return is
shown at net asset value). For Class C shares, the 1.0% CDSC is applied to each
Series' investment result for that class for the time period shown prior to the
first anniversary of purchase (unless the total return is shown at net asset
value). Total returns also assume that all dividends and capital gains
distributions during the period are reinvested at net asset value per share, and
that the investment is redeemed at the end of the period. Prior to July 12,
1996, each Series had only one class of shares, which class is now designated
Class A.
Using the computation method described above, each Series' average annual
compounded rates of total return for the last one, five and ten fiscal-years
ending on October 31, 1995 are as follows: 2.90%, 7.89% and 6.49%; 12.30%, 7.75%
and 8.63% for the Equity Series and Income Series Series' Class A shares,
respectively.
Our yield quotation is based on a 30-day period ended on a specified date,
computed by dividing our net investment income per share earned during the
period by our maximum offering price per share on the last day of the period.
This is determined by finding the following quotient: take each Series'
dividends and interest earned during the period minus its expenses accrued for
the period and divide by the product of (i) the average daily number of each
Series shares outstanding during the period that were entitled to receive
dividends and (ii) each Series' maximum offering price per share on the last day
of the period. To this quotient add one. This sum is multiplied by itself five
times. Then one is subtracted from the product of this multiplication and the
remainder is multiplied by two. Yield for the Class A shares reflects the
deduction of the maximum initial sales charge, but may also be shown based on
each Series' net asset value per share. Yields for Class B and C shares do not
reflect the deduction of the CDSC. For the 30-day period ended October 31, 1995,
the yield for the Class A shares of the Income Series 8.75%, respectively.
These figures represent past performance, and an investor should be aware that
the investment return and principal value of a Series investment will fluctuate
so that an investor's shares, when redeemed, may be worth more or less than
their original cost. Therefore, there is no assurance that this performance will
be repeated in the future.
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7.
Taxes
The value of any shares redeemed by a Series or repurchased or otherwise sold
may be more or less than a shareholder's tax basis in the shares at the time the
redemption, repurchase or sale is made. Any gain or loss will generally be
taxable for federal income tax purposes. Any loss realized on the sale,
redemption or repurchase of Series shares which a shareholder has held for six
months or less will be treated for tax purposes as a long-term capital loss to
the extent of any capital gains distributions which were received with respect
to such shares. Losses on the sale of stock or securities are not deductible if,
within a period beginning 30 days before the date of the sale and ending 30 days
after the date of the sale, the taxpayer acquires stock or securities that are
substantially identical.
Each Series of the Fund will be subject to a 4% non-deductible excise tax on
certain amounts not distributed (and not treated as having been distributed) on
a timely basis in accordance with a calendar year distribution requirement. Each
Series intends to distribute to shareholders each year an amount adequate to
avoid the imposition of such excise tax.
Dividends paid by the Series will qualify for the dividends-received deduction
for corporations to the extent that they are derived from dividends paid by
domestic corporations.
As described in the Prospectus, the Series may be subject to withholding taxes
and other taxes imposed by foreign countries. If, at the close of any fiscal
year, more than 50% of the assets of either Series of the Fund consist of stock
or securities of foreign corporations, such Series may elect to treat foreign
income taxes paid by the Series as having been paid directly by its
shareholders. If a Series qualifies for and makes such an election, the
shareholders of such Series will be required to (i) include in ordinary gross
income (in addition to taxable dividends actually received) their pro rata share
of foreign income taxes paid by such Series and (ii) treat such pro rata share
as foreign income taxes paid by them. Such shareholders may then use such pro
rata portion of foreign income taxes as foreign tax credits, subject to
applicable limitations, or, alternatively, deduct them in computing their
taxable income. Shareholders who do not itemize deductions for federal income
tax purposes will not be entitled to deduct their pro rata portion of foreign
taxes paid by a Series, although such shareholders will be required to include
their share of such taxes in gross income. Shareholders who claim a foreign tax
credit for foreign taxes paid by a Series may be required to treat a portion of
dividends received from such Series as separate category income for purposes of
computing the limitations on the foreign tax credit. Tax-exempt shareholders
will ordinarily not benefit from this election. Each year that a Series
qualifies for and makes the election described above, its shareholders will be
notified of the amount of (i) each shareholder's pro rata share of foreign
income taxes paid by such Series and (ii) the portion of dividends which
represents income from each foreign country.
Forward foreign currency contracts, foreign currency put and call options and
other investment techniques and practices which the Series may utilize, as
described above under "Investment Objectives and Policies," may create
"straddles" for United States federal income tax purposes and may affect the
character and timing of the recognition of gains and losses by a Series. Such
hedging transactions may increase the amount of short-term capital gain realized
by such Series, which is taxed as ordinary income when distributed to
shareholders. Limitations imposed by the Internal Revenue Code on regulated
investment companies may restrict each Series' ability to engage in transactions
in options and forward contracts.
Gains and losses realized by a Series on certain transactions, including sales
of foreign debt securities and certain transactions involving foreign currency,
will be treated as ordinary income or loss for federal income tax purposes to
the extent, if any, that such gains or losses are attributable to changes in
exchange rates for foreign currencies. Accordingly, distributions taxable as
ordinary income will include the net amount, if any, of such foreign exchange
gains and will be reduced by the net amount, if any, of such foreign exchange
losses.
If a Series purchases shares in certain foreign investment entities, called
"passive foreign investment companies," that Series may be subject to United
States federal income tax on a portion of any "excess distribution" or gain from
the disposition of such shares, even if such income is distributed as a taxable
dividend by the Series to its shareholders.
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Additional charges in the nature of interest may be imposed on either the Series
or its shareholders with respect to deferred taxes arising from such
distributions or gains. If the Series were to invest in a passive foreign
investment company with respect to which the Series elected to make a "qualified
electing fund" election, in lieu of the foregoing requirements, the Series might
be required to include in income each year a portion of the ordinary earnings
and net capital gains of the qualified electing fund, even if such amount were
not distributed to the Series.
The foregoing discussion relates solely to U.S. federal income tax law as
applicable to United States persons (United States citizens or residents and
United States domestic corporations, partnerships, trusts and estates). Each
shareholder who is not a United States person should consult his tax adviser
regarding the U.S. and foreign tax consequences of the ownership of shares of a
Series, including a 30% (or lower treaty rate) United States withholding tax on
dividends representing ordinary income and net short-term capital gains, and the
applicability of United States gift and estate taxes to non-United States
persons who own Series shares.
8.
Information About the Fund
The directors, trustees and officers of Lord Abbett-sponsored mutual funds,
together with the partners and employees of Lord Abbett, are permitted to
purchase and sell securities for their personal investment accounts. In engaging
in personal securities transactions, however, such persons are subject to
requirements and restrictions contained in the Fund's Code of Ethics which
complies, in substance, with each of the recommendations of the Investment
Company Institute's Advisory Group on Personal Investing. Among other things,
the Code requires that Lord Abbett partners and employees obtain advance
approval before buying or selling securities, submit confirmations and quarterly
transaction reports, and obtain approval before becoming a director of any
company; and it prohibits such persons from investing in a security 7 days
before or after any Lord Abbett-sponsored fund or Lord Abbett-managed account
considers a trade or trades in such security, from profiting on trades of the
same security within 60 days and from trading on material and non-public
information. The Code imposes certain similar requirements and restrictions on
the independent directors and trustees of each Lord Abbett-sponsored mutual fund
to the extent contemplated by the recommendations of the Advisory Group.
9.
Financial Statements
The financial statements for the fiscal year ended December 31, 1995 and the
report of Deloitte & Touche LLP, independent auditors, on such financial
statements contained in the 1995 Annual Report to Shareholders of Lord Abbett
Global Fund, Inc. are incorporated herein by reference to such financial
statements and report in reliance upon the authority of Deloitte & Touche LLP as
experts in auditing and accounting.
Appendix
Moody's Investors Service, Inc.'s Corporate Bond Ratings
Aaa - Bonds which are rated Aaa are judged to be of the best quality and carry
the smallest degree of investment risk. Interest payments are protected by a
large or by an exceptionally stable margin, and principal is secure. While the
various protective elements are likely to change, such changes as can be
visualized are unlikely to impair the fundamentally strong position of such
issues.
Aa - Bonds which are rated Aa are judged to be of high quality by all standards.
Together with the Aaa group, they comprise what are generally known as
high-grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities, fluctuation of protective
elements may be of greater amplitude or there may be other elements present
which make the long-term risks appear somewhat larger than in Aaa securities.
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A - Bonds which are rated A possess many favorable investment attributes and are
to be considered as upper medium- grade obligations. Factors giving security to
principal and interest are considered adequate but elements may be present which
suggest a susceptibility to impairment sometime in the future.
Baa - Bonds which are rated Baa are considered as medium-grade obligations,
i.e., they are neither highly protected nor poorly secured. Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and, in
fact, have speculative characteristics as well.
Ba - Bonds which are rated Ba are judged to have speculative elements; their
future cannot be considered as well assured. Often the protection of interest
and principal payments may be very moderate and thereby not well safeguarded
during both good and bad times over the future. Uncertainty of position
characterizes bonds in this class.
B - Bonds which are rated B generally lack characteristics of a desirable
investment. Assurance of interest and principal payments or of maintenance and
other terms of the contract over any long period of time may be small.
Caa - Bonds that are rated Caa are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.
Ca - Bonds that are rated Ca represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.
C - Bonds that are rated C are the lowest-rated class of bonds and issues so
rated can be regarded as having extremely poor prospects of ever attaining any
real investment standing.
Standard & Poor's Corporation's Corporate Bond Ratings
AAA - This is the highest rating assigned by Standard & Poor's to a debt
obligation and indicates an extremely strong capacity to pay principal and
interest.
AA - Bonds rated AA also qualify as high-quality debt obligations. Capacity to
pay principal and interest is very strong and in the majority of instances they
differ from AAA issues only in small degree.
A - Bonds rated A have a strong capacity to pay principal and interest, although
they are somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions.
BBB - Bonds rated BBB are regarded as having an adequate capacity to pay
principal and interest. Whereas they normally exhibit adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay principal and interest for bonds in
this category than for bonds in the A category.
BB-B-CCC-CC-C - Debt rated BB, B, CCC, CC and C is regarded as having
predominately speculative characteristics with respect to capacity to pay
interest and repay principal. "BB" indicates the least degree of
speculation and "CCC" the highest. While such debt will likely have some
quality and protective characteristics, these are outweighed by large
uncertainties or major risk exposures to adverse conditions.
D - Debt rated "D" is in payment default. The "D" rating
category is used when interest payments or principal payments are not made on
the date due even if the applicable grace period has not expired, unless S&P
believes such payments will be made during such grace period. The "D"
rating also will be used upon the filing of a bankruptcy petition if debt
service payments are jeopardized.
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PART C OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements
Part B - Statement of Net Assets at December 31, 1995.
Statement of Operations for the year ended December 31,
1995. Statements of Changes in Net Assets for the year
ended December 31, 1994 and 1995. Financial Highlights for
the Period September 30, 1988 (commencement of operations)
- December 31, 1988 and each of six separate fiscal years
ended December 31, 1995.
(b) Exhibits -
99.B1 Articles of Amendment*
99.B6 Form of Distribution Agreement**
99.B11 Consent of Deloitte & Touche*
99.B15a Forms of Rule 12b-1 Plans for Class A and Class C
shares**
99.B15b Form of Rule 12b-1 Plan for Class B shares**
99.B18 Form of Plan entered into by Registrant pursuant to
Rule 18f-3.***
* Filed herewith.
** The form of this document is incorporated by reference to
Post-Effective Amendment No. 41 to the Registration Statement on
Form N-1A of Lord Abbett Bond-Debenture Fund, Inc. (File No.
811-2145). The Lord Abbett Bond-Debenture Fund document is
substantially identical to that form used for the Registrant
except for the name of the Registrant and/or its Series and
perhaps minor differences.
*** Incorporated by Reference to Post-Effective Amendment No. 40 to
the Registration Statement on Form N-1A of Lord Abbett
Bond-Debenture Fund, Inc. (File No. 811- 2145)
Item 25. Persons Controlled by or Under Common Control with Registrant
None.
Item 26. Number of Record Holders of Securities
At June 28, 1996 -
Equity Series 14,818
Income Series 12,188
Item 27. Indemnification
Registrant is incorporated under the laws of the State of Maryland
and is subject to Section 2-418 of the Corporations and
Associations Article of the Annotated Code of the State of
Maryland controlling the indemnification of directors and
officers. Since Registrant has its executive offices in the State
of New York, and is qualified as a foreign corporation doing
business in such State, the persons covered by the foregoing
statute may also be entitled to and subject to the limitations of
the indemnification provisions of Section 721-726 of the New York
Business Corporation Law.
The general effect of these statutes is to protect officers,
directors and employees of Registrant against legal liability and
expenses incurred by reason of their positions with the
Registrant. The statutes provide
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for indemnification for liability for proceedings not brought on
behalf of the corporation and for those brought on behalf of the
corporation, and in each case place conditions under which
indemnification will be permitted, including requirements that the
officer, director or employee acted in good faith. Under certain
conditions, payment of expenses in advance of final disposition
may be permitted. The By-Laws of Registrant, without limiting the
authority of Registrant to indemnify any of its officers,
employees or agents to the extent consistent with applicable law,
makes the indemnification of its directors mandatory subject only
to the conditions and limitations imposed by the above-mentioned
Section 2-418 of Maryland Law and by the provisions of Section
17(h) of the Investment Company Act of 1940 as interpreted and
required to be implemented by SEC Release No. IC-11330 of
September 4, 1980.
In referring in its By-Laws to, and making indemnification of
directors subject to the conditions and limitations of, both
Section 2-418 of the Maryland Law and Section 17(h) of the
Investment Company Act of 1940, Registrant intends that conditions
and limitations on the extent of the indemnification of directors
imposed by the provisions of either Section 2-418 or Section 17(h)
shall apply and that any inconsistency between the two will be
resolved by applying the provisions of said Section 17(h) if the
condition or limitation imposed by Section 17(h) is the more
stringent. In referring in its By-Laws to SEC Release No. IC-11330
as the source for interpretation and implementation of said
Section 17(h), Registrant understands that it would be required
under its By-Laws to use reasonable and fair means in determining
whether indemnification of a director should be made and
undertakes to use either (1) a final decision on the merits by a
court or other body before whom the proceeding was brought that
the person to be indemnified ("indemnitee") was not liable to
Registrant or to its security holders by reason of willful
malfeasance, bad faith, gross negligence, or reckless disregard of
the duties involved in the conduct of his office ("disabling
conduct") or (2) in the absence of such a decision, a reasonable
determination, based upon a review of the facts, that the
indemnitee was not liable by reason of such disabling conduct, by
(a) the vote of a majority of a quorum of directors who are
neither "interested persons" (as defined in the 1940 Act) of
Registrant nor parties to the proceeding, or (b) an independent
legal counsel in a written opinion. Also, Registrant will make
advances of attorneys' fees or other expenses incurred by a
director in his defense only if (in addition to his undertaking to
repay the advance if he is not ultimately entitled to
indemnification) (1) the indemnitee provides a security for his
undertaking, (2) Registrant shall be insured against losses
arising by reason of any lawful advances, or (3) a majority of a
quorum of the non- interested, non-party directors of Registrant,
or an independent legal counsel in a written opinion, shall
determine, based on a review of readily available facts, that
there is reason to believe that the indemnitee ultimately will be
found entitled to indemnification.
Insofar as indemnification for liability arising under the
Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the registrant pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that in
the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment
by the registrant of expense incurred or paid by a director,
officer or controlling person of the registrant in the successful
defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the
securities being registered, the registrant will, unless in the
opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final
adjudication of such issue.
In addition, Registrant maintains a directors' and officers'
errors and omissions liability insurance policy protecting
directors and officers against liability for breach of duty,
negligent act, error or omission committed in their capacity as
directors or officers. The policy contains certain exclusions,
among which is exclusion from coverage for active or deliberate
dishonest or fraudulent acts and exclusion for fines or penalties
imposed by law or other matters deemed uninsurable.
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Item 28. Business and Other Connections of Investment Adviser
Lord, Abbett & Co. acts as investment advisor for twelve, other
open-end investment companies (of which it is principal
underwriter for thirteen) and as investment adviser to
approximately 5,100 private accounts. Other than acting as
directors and/or officers of open-end investment companies managed
by Lord, Abbett & Co., none of Lord, Abbett & Co.'s partners has,
in the past two fiscal years, engaged in any other business,
profession, vocation or employment of a substantial nature for his
own account or in the capacity of director, officer, employee,
partner or trustee of any entity except as follows:
John J. Walsh
Trustee
The Brooklyn Hospital Center
100 Parkside Avenue
Brooklyn, N.Y.
Item 29. Principal Underwriter
(a) Lord Abbett Affiliated Fund, Inc.
Lord Abbett U. S. Government Securities Fund, Inc.
Lord Abbett Bond-Debenture Fund, Inc.
Lord Abbett Mid-Cap Value Fund, Inc.
Lord Abbett Developing Growth Fund, Inc.
Lord Abbett Tax-Free Income Fund, Inc.
Lord Abbett U.S. Government Securities
Money Market Fund, Inc.
Lord Abbett Series Fund, Inc.
Lord Abbett Equity Fund
Lord Abbett Tax-Free Income Trust
Lord Abbett Securities Trust
Lord Abbett Investment Trust
Lord Abbett Research Fund, Inc.
Investment Adviser
American Skandia Trust (Lord Abbett Growth and Income Portfolio)
(b) The partners of Lord, Abbett & Co. are:
Name and Principal Positions and Offices
Business Address(1) with Registrant
Robert S. Dow Chairman and President
E. Wayne Nordberg Executive Vice President
Kenneth B. Cutler Vice President & Secretary
Stephen I. Allen Vice President
Daniel E. Carper Vice President
Robert G. Morris Vice President
Thomas S. Henderson Vice President
John J. Walsh Vice President
(1) Each of the above has a principal business address
767 Fifth Avenue, New York, NY 10153
(c) Not applicable
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Item 30. Location of Accounts and Records
Registrant maintains the records required by Rules 31a -
1(a) and (b) and 31a - 2(a) at its main office.
Lord, Abbett & Co. maintains the records required by Rules
31a - 1(f) and 31a - 2(e) at its main office.
Certain records such as canceled stock certificates and
correspondence may be physically maintained at the main
office of the Registrant's Transfer Agent, Custodian, or
Shareholder Servicing Agent within the requirements of
Rule 31a-3.
Item 31. Management Services
None
Item 32. Undertakings
The Registrant undertakes to furnish each person to whom a
prospectus is delivered with a copy of the Registrant's
latest annual report to shareholders, upon request and
without charge.
The registrant undertakes, if requested to do so by the
holders of at least 10% of the registrant's outstanding
shares, to call a meeting of shareholders for the purpose
of voting upon the question of removal of a director or
directors and to assist in communications with other
shareholders as required by Section 16(c).
4
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940 the Registrant certifies that it meets all the requirements
for effectiveness of this Registration Statement pursuant to Rule 485(b) under
the Securities Act of 1933 and has duly caused this Registration Statement
and/or any amendment thereto to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of New York and State of New York on the
11th day of July 1996.
LORD ABBETT GLOBAL FUND, INC.
By /S/ ROBERT S. DOW
Robert S. Dow, Chairman
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated.
NAME TITLE DATE
- ----- ----- ----
Chairman, President
/s/ Robert S. Dow & Director July 11, 1996
/s/ John J. Gargana, Jr. Vice President & July 11, 1996
Chief Financial Officer
/s/ E. Thayer Bigelow Director July 11, 1996
/s/ Stewart S. Dixon Director July 11, 1996
/s/ John C. Jansing Director July 11, 1996
/s/ C. Alan MacDonald Director July 11, 1996
/s/ Hansel B. Millican, Jr. Director July 11, 1996
/s/ Thomas J. Neff Director July 11, 1996
Thomas S. Henderson Director
LORD ABBETT GLOBAL FUND, INC.
ARTICLES OF AMENDMENT
LORD ABBETT GLOBAL FUND, INC., a Maryland corporation (hereinafter
called the "Corporation"), hereby certifies to the State Department of
Assessments and Taxation of Maryland, that:
FIRST: The Articles of Incorporation of the Corporation (hereinafter
called the "Articles") are hereby amended by:
(a) Striking out Section 1 of ARTICLE V and inserting in lieu thereof:
"SECTION 1. The total number of shares which the Corporation has authority
to issue is 1,000,000,000 shares of capital stock of the par value of $.001 each
(the "Shares"), having an aggregate par value of $1,000,000. The Board of
Directors of the Corporation shall have full power and authority, from time to
time, to classify or reclassify any unissued Shares, including, without
limitation, the power to classify or reclassify unissued shares into series, and
to classify or reclassify a series into one or more classes of stock that may be
invested together in the common investment portfolio in which the series is
invested, by setting or changing the preferences, conversion or other rights,
voting powers, restrictions, limitations as to dividends, qualifications, or
terms or conditions of redemption of such shares of stock. All Shares of a
series shall represent the same interest in the Corporation and have the same
preferences, conversion or other rights, voting powers, restrictions,
limitations as to dividends, qualifications, and terms and conditions of
redemption as the other Shares of that series, except to the extent that the
Board of Directors provides for differing preferences, conversion or other
rights, voting powers, restrictions, limitations as to dividends,
qualifications, or terms or conditions of redemption of Shares of classes of
such series as determined pursuant to Articles Supplementary filed for record
with the State Department of Assessments and Taxation of Maryland, or as
otherwise determined pursuant to these Articles or by the Board of Directors in
accordance with law. The Shares shall initially be classified into two series
designated initially as the "Equity Series", consisting of 100,000,000 Shares
and the "Income Series", consisting of 100,000,000 Shares. Prior to the first
classification of a series into
<PAGE>
additional classes, all outstanding Shares of such series shall be of a single
class. Notwithstanding any other provision of these Articles, upon the
classification of unissued Shares into additional series, the Board of Directors
shall specify a legal name for the new series in appropriate charter documents
filed for record with the State Department of Assessments and Taxation of
Maryland providing for such name change and classification, and upon the first
classification of a series into additional classes, the Board of Directors shall
specify a legal name for the outstanding class, as well as for the new class or
classes, in appropriate charter documents filed for record with the State
Department of Assessments and Taxation of Maryland providing for such name
change and classification."
(b) Striking out Section 2 of ARTICLE V and inserting in lieu thereof:
"SECTION 2. A description of the relative preferences, conversion and
other rights, voting powers, restrictions, limitations as to dividends,
qualifications and terms and conditions of redemption of all series and classes
of series of Shares is as follows, unless otherwise set forth in Articles
Supplementary filed for record with the State Department of Assessments and
Taxation of Maryland or otherwise determined pursuant to these Articles:
(a) Assets Belonging to Series. All consideration received or
--------------------------
receivable by the Corporation for the issue or sale of Shares of a particular
series, together with all assets in which such consideration is invested or
reinvested, all income, earnings, profits and proceeds thereof, including any
proceeds derived from the sale, exchange or liquidation of such assets, and any
funds or payments derived from any reinvestment of such proceeds in whatever
form the same may be, shall irrevocably belong to that series for all purposes,
subject only to the rights of creditors, and shall be so recorded upon the books
of account of the Corporation. Such consideration, assets, income, earnings,
profits and proceeds, including any proceeds derived from the sale, exchange or
liquidation of such assets, and any funds or payments derived from any
reinvestment of such proceeds in whatever form the same may be, together with
any unallocated items (as hereinafter defined) relating to that series as
provided in
2
<PAGE>
the following sentence, are herein referred to as "assets belonging to" that
series. In the event that there are any assets, income, earnings, profits or
proceeds thereof, funds or payments which are not readily identifiable as
belonging to any particular series (collectively "Unallocated Items"), the Board
of Directors shall allocate such Unallocated Items to and among any one or more
of the series created from time to time in such manner and on such basis as it,
in its sole discretion, deems fair and equitable; and any Unallocated Items so
allocated to a particular series shall belong to that series. Each such
allocation by the Board of Directors shall be conclusive and binding upon the
stockholders of all series for all purposes.
(b) Liabilities Belonging to Series. The assets belonging to each
-------------------------------
particular series shall be charged with the liabilities of the Corporation in
respect of that series, including any class thereof, and with all expenses,
costs, charges and reserves attributable to that series, including any such
class, and shall be so recorded upon the books of account of the Corporation.
Such liabilities, expenses, costs, charges and reserves, together with any
unallocated items (as hereinafter defined) relating to that series, including
any class thereof, as provided in the following sentence, so charged to that
series, are herein referred to as "liabilities belonging to" that series. In
the event there are any unallocated liabilities, expenses, costs, charges or
reserves of the Corporation which are not readily identifiable as belonging to
any particular series (collectively "Unallocated Items"), the Board of Directors
shall allocate and charge such Unallocated Items to and among any one or more of
the series created from time to time in such manner and on such basis as the
Board of Directors in its sole discretion deems fair and equitable; and any
Unallocated Items so allocated and charged to a particular series shall belong
to that series. Each such allocation by the Board of Directors shall be
conclusive and binding upon the stock holders of all series for all purposes.
To the extent determined by the Board of Directors, liabilities and
3
<PAGE>
expenses relating solely to a particular class (including, without limitation,
distribution expenses under a Rule 12b-1 plan and administrative expenses under
an administration or service agreement, plan or other arrangement, however
designated, which may be adopted for such class) shall be allocated to and borne
by such class and shall be appropriately reflected (in the manner determined by
the Board of Directors) in the net asset value, dividends and distributions and
liquidation rights of the shares of such class.
(c) Dividends. Dividends and distributions on Shares of a particular
---------
series may be paid to the holders of Shares of that series at such times, in
such manner and from such of the income and capital gains, accrued or realized,
from the assets belonging to that series, after providing for actual and accrued
liabilities belonging to that series, as the Board of Directors may determine.
Such dividends and distributions may vary between or among classes of a series
to reflect differing allocations of liabilities and expenses of such series
between or among such classes to such extent as may be provided in or determined
pursuant to Articles Supplementary filed for record with the State Department of
Assessments and Taxation of Maryland or as may otherwise be determined by the
Board of Directors.
(d) Liquidation. In the event of the liquidation or dissolution of
-----------
the Corporation, the stockholders of each series shall be entitled to receive,
as a series, when and as declared by the Board of Directors, the excess of the
assets belonging to that series over the liabilities belonging to that series.
The assets so distributable to the stockholders of one or more classes of a
series shall be distributed among such stockholders in proportion to the
respective aggregate net asset values of the shares of such series held by them
and recorded on the books of the Corporation.
(e) Voting. On each matter submitted to vote of the stockholders,
------
each holder of a Share shall be entitled to one
4
<PAGE>
vote for each such Share standing in his name on the books of the Corporation
irrespective of the series or class thereof and all shares of all series and
classes shall vote as a single class ("Single Class Voting"); provided, however,
that (i) as to any matter with respect to which a separate vote of any series or
-
class is required by the Investment Company Act of 1940, as amended from time to
time, applicable rules and regulations thereunder, or the Maryland General
Corporation Law, such requirement as to a separate vote of that series or class
shall apply in lieu of Single Class Voting as described above; (ii) in the event
--
that the separate vote requirements referred to in (i) above apply with respect
to one or more (but less than all) series or classes, then, subject to (iii)
below, the shares of all other series and classes shall vote as a single class;
and (iii) as to any matter which does not affect the interest of a particular
---
series or class, only the holders of shares of the one or more affected series
or classes shall be entitled to vote.
(f) Conversion. At such times (which times may vary among shares of a
----------
class) as may be determined by the Board of Directors, Shares of a particular
class of a series may be automatically converted into Shares of another class of
such series based on the relative net asset values of such classes at the time
of conversion, subject, however, to any conditions of conversion that may be
imposed by the Board of Directors.
(g) Equality. All Shares of each particular series shall represent an
--------
equal proportionate interest in the assets belonging to that series (subject to
the liabilities belonging to that series), but the provisions of this sentence
or any other provision of these Articles shall not restrict any distinctions
that may exist with respect to stockholder elections to receive dividends or
distributions in cash or Shares or that may otherwise exist with respect to
dividends and distributions on Shares of the same series."
5
<PAGE>
(c) Striking out the phrase "of any Class" or "and of any Class", as
the case may be (including any punctuation with respect thereto), from the
preamble and subsections (a), (b) and (c) of Section 3 of Article V and Sections
1(c) and 2 of Article VII.
(d) Striking out the last sentence of Section 3(a) of Article V and
inserting in lieu thereof:
"Each holder of the Shares, upon request to the Corporation accompanied by
surrender (to the Corporation, or an agent designated by it) of the appropriate
stock certificate or certificates, if any, in proper form for transfer, and such
other instruments as the Board of Directors may require, shall be entitled to
require the Corporation to redeem all or any part of the Shares outstanding in
the name of such holder on the books of the Corporation, at a redemption price
equal to the net asset value of such Shares determined as hereinafter set forth.
Notwithstanding the foregoing, the Corporation may deduct from the proceeds
otherwise due to any stockholder requiring the Corporation to redeem Shares a
redemption charge not to exceed one percent (1%) of such net asset value or a
reimbursement charge, a deferred sales charge or other charge that is integral
to the Corporation's distribution program (which charges may vary within and
among series and classes) as may be established from time to time by the Board
of Directors."
(e) Striking out the word "Class" from subsections (b) and (d) of Section
1 of Article VII and inserting the word "series" in lieu thereof.
(f) Striking out Section 1(g) of Article VII and inserting in lieu
thereof:
"(g) To authorize any agreement of the character described in subsection
(e) or (f) of this Section 1 with any person, corporation, association,
partnership or other organization, although one or more of the members of the
Board of Directors or officers of the Corporation may be the other party to any
such agreement or an officer, director, shareholder, or member of such other
party, and no such agreement shall be invalidated or rendered voidable by reason
of the existence of any such relationship. Any director of the Corporation who
is also a director or officer of such other corporation or
6
<PAGE>
who is so interested may be counted in determining the existence of a quorum at
any meeting of the Board of Directors which shall authorize any such agreement,
with like force and effect as if he were not such director or officer of such
other corporation or not so interested. Any agreement entered into pursuant to
said subsections (e) or (f) shall be consistent with and subject to the
requirements of the Investment Company Act of 1940, as amended from time to
time, applicable rules and regulations thereunder, or any other applicable Act
of Congress hereafter enacted, and no amendment to any agreement entered into
pursuant to said subsection (e) (other than an amendment reducing the
compensation of the other party thereto) shall be effective unless assented to
by the affirmative vote of a majority of the outstanding voting securities of
the Corporation (as such phrase is defined in the Investment Company Act of
1940, as amended from time to time) entitled to vote on the matter."
(g) Striking out the preamble to Section 3 of Article VII and the portion
of Section 3(a) of Article VII prior to subsection (1) and inserting in lieu
thereof:
"SECTION 3. For the purposes referred to in these Articles of
Incorporation, the net asset value of shares of the capital stock of the
Corporation of each series and class as of any particular time (a "determination
time") shall be determined by or pursuant to the direction of the Board of
Directors as follows:
(a) At times when a series is not classified into multiple classes,
the net asset value of each share of stock of a series, as of a determination
time, shall be the quotient, carried out to not less than the second decimal
place, obtained by dividing the net value of the assets of the Corporation
belonging to that series (determined as hereinafter provided) as of such
determination time by the total number of shares of that series then
outstanding, including all shares of that series which the Corporation has
agreed to sell for which the price has been determined, and excluding shares of
that series which the
7
<PAGE>
Corporation has agreed to purchase or which are subject to redemption for which
the price has been determined.
The net value of the assets of the Corporation of a series as of a determination
time shall be determined in accordance with sound accounting practice by
deducting from the gross value of the assets of the Corporation belonging to
that series (determined as hereinafter provided), the amount of all liabilities
belonging to that series (as such terms are defined in subsection (b) of Section
2 of Article V), in each case as of such determination time.
The gross value of the assets of the Corporation belonging to a series as of
such determination time shall be an amount equal to all cash, receivables, the
market value of all securities for which market quotations are readily available
and the fair value of other assets of the Corporation belonging to that series
(as such terms are defined in subsection (a) of Section 2 of Article V) at such
determination time, all determined in accordance with sound accounting practice
and giving effect to the following:"
(h) Adding a new subsection (b) to Section 3 of Article VII (and
renumbering subsection (b) as subsection (c)), as follows:
"(b) At times when a series is classified into multiple classes, the net
asset value of each share of stock of a class of such series shall be determined
in accordance with subsections (a) and (c) of this Section 3 with appropriate
adjustments to reflect differing allocations of liabilities and expenses of such
series between or among such classes to such extent as may be provided in or
determined pursuant to Articles Supplementary filed for record with the State
Department of Assessments and Taxation of Maryland or as may otherwise be
determined by the Board of Directors."
(i) Striking out Section 4 of Article VII and inserting in lieu
thereof:
8
<PAGE>
"SECTION 4. The presence in person or by proxy of the holders of a
majority of the Shares issued and outstanding and entitled to vote thereat shall
constitute a quorum for the transaction of any business at all meetings of the
shareholders, except as otherwise provided by law or in these Articles of
Incorporation and except that where the holders of Shares of any series or class
are entitled to a separate vote as such series or class (each such series or
class, a "Separate Class") or where the holders of Shares of two or more (but
not all) series or classes are required to vote as a single series or class
(each such single series or class, a "Combined Class"), the presence in person
or by proxy of the holders of a majority of the Shares of that Separate Class or
Combined Class, as the case may be, issued and outstanding and entitled to vote
thereat shall constitute a quorum for such vote. If, however, a quorum with
respect to all series, including all classes thereof, a Separate Class or a
Combined Class, as the case may be, shall not be present or represented at any
meeting of the shareholders, the holders of a majority of the Shares of all
series, such Separate Class or such Combined Class, as the case may be, present
in person or by proxy and entitled to vote shall have power to adjourn the
meeting from time to time as to all series, such Separate Class or such Combined
Class, as the case may be, without notice other than announcement at the
meeting, until the requisite number of Shares entitled to vote at such meeting
shall be present. At such adjourned meeting at which the requisite number of
Shares entitled to vote thereat shall be represented any business may be
transacted which might have been transacted at the meeting as originally
notified. The absence from any meeting of stockholders of the number of Shares
in excess of a majority of the Shares of all series or classes, or of the
affected series or classes, as the case may be, which may be required by the
laws of the State of Maryland, the Investment Company Act of 1940 or any other
applicable law, or by these Articles of Incorporation, for action upon any given
matter shall not prevent action at such meeting upon any other matter or matters
which may properly come before the meeting, if there shall be present thereat,
in person or by proxy, holders of the number of Shares required for action in
respect of such other matter or matters."
(j) Striking out Section 5 of Article VII and inserting in lieu thereof:
"SECTION 5. Any determination as to any of the following matters made
by or pursuant to the direction of the Board of Directors
9
<PAGE>
consistent with these Articles of Incorporation and in the absence of willful
misfeasance, bad faith, gross negligence or reckless disregard of duties, shall
be final and conclusive and shall be binding upon the Corporation and every
holder of the Shares, of any series or class, namely, the amount of the assets,
obligations, liabilities and expenses of the Corporation or belonging to any
series or with respect to any class; the amount of the net income of the
Corporation from dividends and interest for any period and the amount of assets
at any time legally available for the payment of dividends with respect to any
series or class; the amount of paid-in surplus, other surplus, annual or other
net profits, or net assets in excess of capital, undivided profits, or excess of
profits over losses on sales of securities belonging to the Corporation or any
series or class; the amount, purpose, time of creation, increase or decrease,
alteration or cancellation of any reserves or charges and the propriety thereof
(whether or not any obligation or liability for which such reserves or charges
shall have been created shall have been paid or discharged) with respect to the
Corporation or any series or class; the market value, or any sale, bid or asked
price to be applied in determining the market value, of any security owned or
held by the Corporation; the fair value of any asset owned by the Corporation;
the number of Shares of the Corporation of any series or class issued or
issuable; the existence of conditions permitting the postponement of payment of
the repurchase price of Shares of any series or class or the suspension of the
right of redemption as provided by law; any matter relating to the acquisition,
holding and disposition of securities and other assets by the Corporation; any
question as to whether any transaction constitutes a purchase of securities on
margin, a short sale of securities, or an underwriting of the sale of, or
participation in any underwriting or selling group in connection with the public
distribution of any securities; and any matter relating to the issue, sale,
repurchase and/or other acquisition or disposition of Shares of any series or
class."
(k) Striking out the words "of all Classes or of the affected Classes, as
the case may be," from Article VIII.
SECOND: The Board of Directors of the Corporation on March 14, 1996,
duly adopted resolutions in which was set forth the foregoing amendments to the
Articles, declaring that the said amendments of the Articles as proposed were
advisable and directing that they be submitted for action thereon by the
stockholders of the Corporation at a meeting to be held on June 19, 1996.
10
<PAGE>
THIRD: Notice setting forth said amendments of the Articles and
stating that a purpose of the meeting of the stockholders would be to take
action thereon, was given, as required by law, to all stockholders entitled to
vote thereon. The amendments of the Articles as hereinabove set forth were
approved by the stockholders of the Corporation at said meeting by the
affirmative vote of a majority of all the votes entitled to be cast thereon, as
required by the Articles.
FOURTH: The amendments of the Articles hereinabove set forth have
been duly advised by the Board of Directors and approved by the stockholders of
the Corporation.
FIFTH: This amendment does not increase the number of shares which
the Corporation has authority to issue or decrease the par value of the shares
of capital stock of the Corporation.
11
<PAGE>
IN WITNESS WHEREOF, Lord Abbett Global Fund, Inc. has caused these
presents to be signed in its name and on its behalf by its President and
witnessed by its Secretary on ____________, 1996.
LORD ABBETT GLOBAL FUND, INC.
By: /s/ Robert S. Dow, President
_______________________________
Robert S. Dow, President
WITNESS:
/s/ Kenneth B. Cutler, Secretary
_________________________________
Kenneth B. Cutler, Secretary
12
<PAGE>
THE UNDERSIGNED, President of Lord Abbett Global Fund, Inc., who executed
on behalf of the Corporation the foregoing Articles of Amendment, of which this
Certificate is made a part, hereby acknowledges, in the name and on behalf of
said Corporation, the foregoing Articles of Amendment to be the corporate act of
said Corporation and further certifies that, to the best of his knowledge,
information and belief, the matters and facts set forth therein with respect to
the authorization and approval thereof are true in all material respects under
the penalties of perjury.
/s/ Robert S. Dow, President
______________________________
Robert S. Dow, President
13
<PAGE>
LORD ABBETT GLOBAL FUND, INC.
ARTICLES OF AMENDMENT
LORD ABBETT GLOBAL FUND, INC., a Maryland corporation (hereinafter
called the "Corporation"), hereby certifies to the State Department of
Assessments and Taxation of Maryland, that:
FIRST: The Articles of Incorporation of the Corporation (hereinafter
called the "Articles"), as heretofore amended, are hereby further amended by:
(i) specifying the legal name for the existing class of capital stock of the
-
Income Series of the Corporation, both outstanding shares and unissued shares,
as Class A shares of the Income Series and (ii) specifying the legal name for
--
the existing class of capital stock of the Equity Series of the Corporation,
both outstanding shares and unissued shares, as Class A shares of the Equity
Series.
SECOND: A majority of the entire Board of Directors of the
Corporation on March 14, 1996, duly adopted resolutions approving the foregoing
amendment to the Articles.
THIRD: The amendment of the Articles hereinabove set forth has been
duly approved by the Board of Directors of the Corporation and is limited to a
change expressly permitted by (S) 2-605 of the General Corporation Law of the
State of Maryland to be made without action of the stockholders.
FOURTH: The Corporation is registered as an open-end company under the
Investment Company Act of 1940, as amended from time to time.
<PAGE>
IN WITNESS WHEREOF, Lord Abbett Global Fund, Inc. has caused these
presents to be signed in its name and on its behalf by its President and
witnessed by its Secretary on ________, 1996.
LORD ABBETT GLOBAL FUND, INC.
By: /s/ Robert S. Dow, President
______________________________
Robert S. Dow, President
WITNESS:
/s/ Kenneth B. Cutler, Secretary
__________________________________
Kenneth B. Cutler, Secretary
2
<PAGE>
THE UNDERSIGNED, President of Lord Abbett Global Fund, Inc., who
executed on behalf of the Corporation the foregoing Articles of Amendment, of
which this Certificate is made a part, hereby acknowledges, in the name and on
behalf of said Corporation, the foregoing Articles of Amendment to be the
corporate act of said Corporation and further certifies that, to the best of his
knowledge, information and belief, the matters and facts set forth therein with
respect to the authorization and approval thereof are true in all material
respects under the penalties of perjury.
/s/ Robert S. Dow, President
_______________________________
Robert S. Dow, President
3
<PAGE>
LORD ABBETT GLOBAL FUND, INC.
ARTICLES SUPPLEMENTARY
Lord Abbett Global Fund, Inc., a Maryland corporation (hereinafter
called the "Corporation"), hereby certifies to the State Department of
Assessments and Taxation of Maryland that:
FIRST: The Corporation presently has authority to issue 100,000,000
shares of capital stock of the Income Series, of the par value $.001 each,
previously classified and designated by the Board of Directors as Class A shares
of the Income Series and 100,000,000 shares of capital stock of the Equity
Series, of the par value $.001 each, previously classified and designated by the
Board of Directors as Class A shares of the Equity Series.
SECOND: Pursuant to the authority of the Board of Directors to clas
sify and reclassify unissued shares of stock of the Corporation and to classify
a series into one or more classes of such series, the Board of Directors hereby
(i) classifies and reclassifies 20,000,000 authorized but unissued Class A
shares of the Income Series as Class C shares of the Income Series and
20,000,000 authorized but unissued Class A shares of the Equity Series as Class
C shares of the Equity Series and (ii) classifies and reclassifies 30,000,000
--
authorized but unissued Class A shares of the Income Series as Class B shares of
the Income Series and 15,000,000 authorized but unissued Class A shares of the
Equity Series as Class B shares of the Equity Series.
THIRD: Subject to the power of the Board of Directors to classify and
reclassify unissued shares, all shares of the Corporation's Class B and Class C
stock of each series shall be invested in the same investment portfolio of the
Corporation as the Class A stock of such series and shall have the preferences,
conversion or other rights, voting powers, restrictions, limitations as to
dividends, qualifications, and terms and conditions of redemption set forth in
Article V of the Articles of Incor poration of the Corporation (hereafter called
the "Articles") and shall be subject to all other provisions of the Articles
relating to stock of the Corporation generally.
FOURTH: The Class B and Class C shares aforesaid have been duly
classified by the Board of Directors under the authority contained in the
Articles.
<PAGE>
IN WITNESS WHEREOF, Lord Abbett Global Fund, Inc. has caused these
presents to be signed in its name and on its behalf by its President and wit
nessed by its Secretary on July 9, 1996.
LORD ABBETT GLOBAL
FUND, INC.
By: /s/ Robert S. Dow, President
_______________________________
Robert S. Dow, President
WITNESS:
/s/ Kenneth B. Cutler, Secretary
___________________________________
Kenneth B. Cutler, Secretary
2
<PAGE>
THE UNDERSIGNED, President of Lord Abbett Global Fund, Inc., who executed
on behalf of the Corporation the foregoing Articles Supplementary, of which this
Certificate is made a part, hereby acknowledges, in the name and on behalf of
said Corporation, the foregoing Articles Supplementary to be the corporate act
of said Corporation and further certifies that, to the best of his knowledge,
information and belief, the matters and facts set forth therein with respect to
the authorization and approval thereof are true in all material respects under
the penalties of perjury.
/s/ Robert S. Dow, President
_______________________________
Robert S. Dow, President
3
CONSENT OF INDEPENDENT AUDITORS
Lord Abbett Global Fund, Inc.:
We consent to the use in Post-Effective Amendment No. 8 to Registration
Statement No. 33-20309 of our report dated February 9, 1996 appearing in the
annual report to shareholders and to the reference to us under the captions
"Financial Highlights" in the Prospectus and "Investment Advisory and Other
Services" and "Financial Statements" in the Statement of Additional Information,
both of which are part of such Registration Statement.
/s/ DELOITTE & TOUCHE LLP
New York, New York
July 11, 1996
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000829901
<NAME> LORD ABBETT GLOBAL FUND, INC.
<SERIES>
<NUMBER> 1
<NAME> EQUITY SERIES
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 76484445
<INVESTMENTS-AT-VALUE> 80328245
<RECEIVABLES> 12266871
<ASSETS-OTHER> 105320
<OTHER-ITEMS-ASSETS> 4050000
<TOTAL-ASSETS> 96750436
<PAYABLE-FOR-SECURITIES> 11250191
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 768865
<TOTAL-LIABILITIES> 12019056
<SENIOR-EQUITY> 7083
<PAID-IN-CAPITAL-COMMON> 79699992
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WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
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