<PAGE>
THE GLENMEDE FUND, INC.
One South Street, Baltimore, Maryland 21202
- --------------------------------------------------------------------------------
(800) 442-8299
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Prospectus--January 1, 1998 (as revised March 12, 1998)
INVESTMENT OBJECTIVES
The Glenmede Fund, Inc., a Maryland corporation ("Glenmede Fund"), is an
open-end management investment company. The Glenmede Fund consists of ten
series of shares, each of which has different investment objectives and
policies. The securities offered hereby are shares of the Equity Portfolio,
International Portfolio and Large Cap Value Portfolio and Advisor Shares
(collectively with the other securities offered hereby, "shares") of the Small
Capitalization Equity Portfolio (each Portfolio is a diversified portfolio and
is referenced herein as a "Portfolio") of the Glenmede Fund.
Equity Portfolio. The objective of the Equity Portfolio is to provide maximum
long-term total return consistent with reasonable risk to principal. The Equity
Portfolio seeks to achieve its objective by investing, under normal market
conditions, primarily in common stocks. The net asset value of this Portfolio
will fluctuate.
International Portfolio. The objective of the International Portfolio is to
provide maximum long-term total return consistent with reasonable risk to
principal. The International Portfolio seeks to achieve its objective by
investing, under normal market conditions, primarily in common stocks and other
equity securities of companies located outside the United States. The net asset
value of this Portfolio will fluctuate.
Small Capitalization Equity Portfolio. The objective of the Small
Capitalization Equity Portfolio is to provide long-term appreciation consistent
with reasonable risk to principal. The Small Capitalization Equity Portfolio
seeks to achieve its investment objective by investing, under normal market
conditions, at least 65% of the value of its total assets in equity securities
of companies with market capitalizations, at the time of purchase, that are
below the maximum capitalization permitted for a stock in the Russell 2000
Index.
Large Cap Value Portfolio. The objective of the Large Cap Value Portfolio is to
provide maximum long-term total return consistent with reasonable risk to
principal. The Large Cap Value Portfolio seeks to achieve its objective by
investing primarily in common stocks using The Glenmede Trust Company's (the
"Advisor") proprietary equity computer model as an investment guide. The net
asset value of this Portfolio will fluctuate. The Large Cap Value Portfolio
seeks to achieve its objective by investing, under normal market conditions, at
least 65% of the value of its total assets in equity securities of companies
with market capitalizations, at the time of purchase, of greater than $5
billion.
Total return consists of income (dividend and/or interest income from
portfolio securities) and capital gains and losses, both realized and
unrealized, from portfolio securities.
Shares of the Portfolios are subject to investment risks, including the
possible loss of principal, are not bank deposits and are not endorsed by,
insured by, guaranteed by, obligations of or otherwise supported by the U.S.
Government, the Federal Deposit Insurance Corporation, the Federal Reserve
Board, The Glenmede Corporation or any of its affiliates or any other
governmental agency or bank.
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ABOUT THIS PROSPECTUS
This Prospectus, which should be retained for future reference, sets forth
certain information that you should know before you invest. A Statement of
Additional Information ("SAI") containing additional information about Glenmede
Fund has been filed with the Securities and Exchange Commission. Such SAI,
dated March 2, 1998, as amended or supplemented from time to time, is
incorporated by reference into this Prospectus. The 1997 Annual Report to
Shareholders contains additional investment and performance information about
the Portfolios. A copy of the SAI and the 1997 Annual Report may be obtained,
without charge, by writing to Glenmede Fund at the address shown above or by
calling Glenmede Fund at the telephone number shown above.
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.
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EXPENSES OF THE PORTFOLIOS
The following table illustrates the expenses and fees: 1) incurred by the
Equity, International and Large Cap Value Portfolios for the fiscal year ended
October 31, 1997; and 2) incurred by Advisor Shares of the Small Capitalization
Equity Portfolio for the fiscal year ended October 31, 1997 as restated to
reflect current fees.
<TABLE>
<CAPTION>
Small
Capitalization
Equity Large Cap
Equity International Portfolio Value
Portfolio Portfolio (Advisor Shares) Portfolio
----------- --------------- ------------------ ----------
<S> <C> <C> <C> <C>
Shareholder Transaction Expenses* ......... None None None None
Maximum Annual Client Fee** ............... 1.00% 1.00% 1.00%*** 1.00%
Annual Portfolio Operating Expenses
(as a percentage of net assets)
Investment Advisory Fees ................. .00% .00% .55% .00%
Administration Fees ...................... .04% .04% .04% .04%
Other Expenses ........................... .09% .10% .28% .09%
----- ----- ----- -----
Total Operating Expenses ................. .13% .14% .87% .13%
===== ===== ===== =====
</TABLE>
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* A transaction charge may be imposed by broker-dealers or others that make
shares of the Portfolio available. There is no transaction charge for
shares purchased directly from the Portfolio.
** The Equity, International and Large Cap Value Portfolios do not pay any
advisory fees to the Advisor, or its affiliates ("Affiliates"). However,
investors in these Portfolios must be clients of the Advisor or
Affiliates. The "Maximum Annual Client Fee" in the above table is the
current maximum fee that the Advisor or an Affiliate would charge its
clients directly for fiduciary, trust and/or advisory services (e.g.,
personal trust, estate, advisory, tax and custodian services). The actual
annual fees ("Client Fees") charged by the Advisor and its Affiliates
directly to their clients for such services vary depending on a number of
factors, including the particular services provided to the client, but are
generally under 1% of the client's assets under management. Investors also
may have to pay various fees to others to become clients of the Advisor or
an Affiliate. See "Investment Advisor."
*** The Advisor and its Affiliates currently intend to exclude the portion of
its clients' assets invested in the Small Capitalization Equity Portfolio
when calculating Client Fees. The annual fees charged by the Advisor and
its Affiliates directly to their clients varies as described above.
The purpose of the above table is to assist an investor in understanding
the various estimated costs and expenses that an investor in a Portfolio will
bear directly or indirectly. Actual expenses may be greater or lesser than such
estimates. For further information concerning the Portfolios' expenses see
"Investment Advisor" and "Administrative, Transfer Agency and Dividend Paying
Services."
The following example illustrates the estimated expenses that an investor
would pay on a $1,000 investment over various time periods assuming (i) a 5%
annual rate of return and (ii) redemption at the end of each time period. The
example does not include fees for fiduciary, investment and other services
which investors pay the Advisor, Affiliates or institutions as clients. See
"Investment Advisor." As noted in the above table, Glenmede Fund charges no
redemption fees of any kind.
<TABLE>
<CAPTION>
1 Year 3 Years 5 Years 10 Years
-------- --------- --------- ---------
<S> <C> <C> <C> <C>
Equity Portfolio .................... $ 1 $ 4 $ 7 $ 17
International Portfolio ............. $ 1 $ 5 $ 8 $ 18
Small Capitalization Equity Portfolio
Advisor Shares ..................... $ 9 $28 $48 $107
Large Cap Value Portfolio ........... $ 1 $ 4 $ 7 $ 17
</TABLE>
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THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE GREATER OR LESSER THAN THOSE
SHOWN.
2
<PAGE>
FINANCIAL HIGHLIGHTS
The following tables provide financial highlights of each Portfolio for
the respective periods presented and includes data derived from Glenmede Fund's
Financial Statements included in Glenmede Fund's 1997 Annual Report to
Shareholders, which Financial Statements and report thereon of Coopers &
Lybrand L.L.P., Glenmede Fund's independent accountants, are incorporated by
reference in the SAI. The following information should be read in conjunction
with those Financial Statements. Glenmede Fund's Financial Statements for the
periods ended October 31, 1991, 1990 and 1989 were audited by Glenmede Fund's
previous independent accountants, Price Waterhouse L.L.P.
<TABLE>
<CAPTION>
Equity Portfolio
----------------------------------------------------------
Year Year Year Year
Ended Ended Ended Ended
October 31, October 31, October 31, October 31,
1997 1996 1995 1994
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Net asset value, beginning
of year ........................ $ 16.79 $ 14.67 $ 12.56 $ 13.23
-------- ------- ------- -------
Income from investment
operations:
Net investment
income ........................ 0.28 0.41 0.32 0.31
Net realized and unreal-
ized gain/(loss) on
investments ................... 5.69 3.73 2.64 ( 0.17)
-------- ------- ------- -------
Total from investment
operations .................. 5.97 4.14 2.96 0.14
-------- ------- ------- -------
Less Distributions:
Distributions from net
investment income ............. ( 0.28) ( 0.40) ( 0.33) ( 0.29)
Distributions from net
realized capital gains......... ( 2.37) ( 1.62) ( 0.52) ( 0.52)
Distributions from
capital ....................... -- -- -- --
--------- --------- ------- -------
Total Distributions ........... ( 2.65) ( 2.02) ( 0.85) ( 0.81)
--------- --------- ------- -------
Net asset value, end of year $ 20.11 $ 16.79 $ 14.67 $ 12.56
========= ========= ======= =======
Total return++ .................. 36.39% 28.65% 23.78% 1.21%
========= ========= ======= =======
Ratios to average net
assets/Supplemental
data:
Net assets, end of year
(in 000's) .................. $ 140,495 $ 94,185 $80,157 $64,046
Ratio of operating
expenses to average
net assets .................. 0.13% 0.15% 0.14% 0.16%
Ratio of net invest-
ment income to
average net assets .......... 1.91% 2.26% 2.32% 2.40%
Portfolio turnover rate ....... 26% 36% 70% 109%
Average Commission
per share** ................. $ 0.0623 $ 0.0700 N/A N/A
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Equity Portfolio
------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
October 31, October 31, October 31, October 31, October 31,
1993 1992 1991 1990 1989+
------------- ------------- ------------- ------------- ------------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning
of year ........................ $ 11.84 $ 11.21 $ 8.57 $ 10.04 $ 10.00
------- ------- ------- --------- -------
Income from investment
operations:
Net investment
income ........................ 0.32 0.31 0.29 0.34 0.14
Net realized and unreal-
ized gain/(loss) on
investments ................... 1.63 0.65 2.66 ( 1.44) ( 0.01)
------- ------- ------- --------- --------
Total from investment
operations .................. 1.95 0.96 2.95 ( 1.10) 0.13
------- ------- ------- --------- --------
Less Distributions:
Distributions from net
investment income ............. ( 0.32) ( 0.33) ( 0.31) ( 0.34) ( 0.09)
Distributions from net
realized capital gains......... ( 0.24) -- -- -- --
Distributions from
capital ....................... -- -- -- -- ( 0.03)
------- ------- -------- --------- --------
Total Distributions ........... ( 0.56) ( 0.33) ( 0.31) ( 0.37) ( 0.09)
------- ------- -------- --------- --------
Net asset value, end of year $ 13.23 $ 11.84 $ 11.21 $ 8.57 $ 10.04
======= ======= ======== ========= ========
Total return++ .................. 16.60% 8.62% 34.81% (11.34)% 1.27%
======= ======= ======== ========= ========
Ratios to average net
assets/Supplemental
data:
Net assets, end of year
(in 000's) .................. $43,611 $18,049 $ 9,135 $ 5,903 $ 6,523
Ratio of operating
expenses to average
net assets .................. 0.20% 0.24% 0.22% 0.24% 0.42%*
Ratio of net invest-
ment income to
average net assets .......... 2.61% 2.91% 2.89% 3.59% 5.39%*
Portfolio turnover rate ....... 61% 30% 86% 91% --
Average Commission
per share** ................. N/A N/A N/A N/A N/A
</TABLE>
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+ The Portfolio commenced operations on July 20, 1989.
++ Total return represents aggregate total return for the period indicated.
* Annualized.
** Represents average commission rate per share charged to the Portfolio on
purchases and sales of investments during the period. Such information is
only required for fiscal years beginning on or after September 1, 1995.
3
<PAGE>
<TABLE>
<CAPTION>
International Portfolio
-----------------------------------------------------------
Year Year Year Year
Ended Ended Ended Ended
October 31, October 31, October 31, October 31,
1997 1996 1995 1994
-------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Net asset value, beginning
of year ...................... $ 13.87 $ 12.70 $ 13.04 $ 12.69
--------- -------- ------- -------
Income from investment
operations:
Net investment income ........ 0.39 0.40 0.32 0.27
Net realized and unreal-
ized gain/(loss) on
investments ................. 1.89 1.29 0.23 1.50
--------- -------- ------- -------
Total from investment
operations ................ 2.28 1.69 0.55 1.77
--------- -------- ------- -------
Less Distributions:
Distributions from net
investment income ........... ( 0.35) ( 0.43) ( 0.32) ( 0.25)
Distributions from net
realized gains .............. ( 0.62) ( 0.04) ( 0.57) ( 1.16)
Distributions in excess of
net realized gains .......... -- ( 0.05) -- ( 0.01)
Distributions in excess of
net investment income ( 0.07) -- -- --
Distributions from
capital ..................... -- -- -- --
---------- --------- -------- --------
Total Distributions ......... ( 1.04) ( 0.52) ( 0.89) ( 1.42)
---------- --------- -------- --------
Net asset value, end
of year ...................... $ 15.11 $ 13.87 $ 12.70 $ 13.04
========== ========= ======== ========
Total return++ ................ 16.35% 13.47% 4.23% 14.26%
========== ========= ======== ========
Ratios to average net
assets/Supplemental
data:
Net assets, end of year
(in 000's) ................ $1,051,102 $ 643,459 $343,209 $292,513
Ratio of operating
expenses to average
net assets ................ 0.14% 0.18% 0.18% 0.16%
Ratio of net invest-
ment income to
average net assets ........ 2.77% 3.05% 2.61% 2.11%
Portfolio turnover rate ..... 15% 6% 24% 39%
Average Commissions
per share** ............... $ 0.0332 $ 0.0200 N/A N/A
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
International Portfolio
------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
October 31, October 31, October 31, October 31, October 31,
1993 1992 1991 1990 1989+
------------- ------------- ------------- ------------- ------------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning
of year ...................... $ 9.84 $ 10.89 $ 10.48 $ 11.20 $ 10.00
------- ------- ------- ------- -------
Income from investment
operations:
Net investment income ........ 0.27 0.26 0.21 0.30 0.40
Net realized and unreal-
ized gain/(loss) on
investments ................. 2.98 ( 0.51) 1.00 0.22 0.81
------- ------- ------- ------- -------
Total from investment
operations ................ 3.25 ( 0.25) 1.21 0.52 1.21
------- ------- ------- ------- -------
Less Distributions:
Distributions from net
investment income ........... ( 0.26) ( 0.26) ( 0.28) ( 0.42) ( 0.01)
Distributions from net
realized gains .............. ( 0.14) ( 0.54) ( 0.52) -- --
Distributions in excess of
net realized gains .......... -- -- -- -- --
Distributions in excess of
net investment income -- -- -- -- --
Distributions from
capital ..................... -- -- -- ( 0.82) --
-------- ------- -------- -------- -------
Total Distributions ......... ( 0.40) ( 0.80) ( 0.80) ( 1.24) ( 0.01)
-------- ------- -------- -------- -------
Net asset value, end
of year ...................... $ 12.69 $ 9.84 $ 10.89 $ 10.48 $ 11.20
======== ======= ======== ======== =======
Total return++ ................ 33.47% ( 2.73)% 12.12% 4.27% 12.07%
======== ======= ======== ======== =======
Ratios to average net
assets/Supplemental
data:
Net assets, end of year
(in 000's) ................ $221,515 $167,191 $176,397 $107,690 $ 91,181
Ratio of operating
expenses to average
net assets ................ 0.17% 0.23% 0.23% 0.22% 0.20%*
Ratio of net invest-
ment income to
average net assets ........ 2.31% 2.47% 2.99% 3.84% 3.84%*
Portfolio turnover rate ..... 34% 40% 46% 44% 47%
Average Commissions
per share** ............... N/A N/A N/A N/A N/A
</TABLE>
- ------------
+ The Portfolio commenced operations on November 17, 1988.
++ Total return represents aggregate total return for the period indicated.
* Annualized.
** Represents average commission rate per share charged to the Portfolio on
purchases and sales of investments during the period. Such information is
only required for fiscal years beginning on or after September 1, 1995.
4
<PAGE>
<TABLE>
<CAPTION>
Small Capitalization Equity Portfolio
(Advisor Shares)
-------------------------------------------
Year ended Year ended Year ended
October 31, October 31, October 31,
1997 1996 1995
------------- ------------- -------------
<S> <C> <C> <C>
Net asset value, beginning
of year ..................... $ 16.12 $ 14.98 $ 13.95
-------- -------- -------
Income from investment
operations:
Net investment income ....... 0.38 0.33 0.28
Net realized and unreal-
ized gain on invest-
ments ...................... 6.32 2.38 2.69
-------- -------- -------
Total from investment
operations ............... 6.70 2.71 2.97
-------- -------- -------
Less Distributions:
Distributions from net
investment income .......... ( 0.37) ( 0.33) ( 0.26)
Distributions from net
realized capital gains...... ( 3.39) ( 1.24) ( 1.68)
--------- --------- --------
Total Distributions ........ ( 3.76) ( 1.57) ( 1.94)
--------- --------- --------
Net asset value, end of year $ 19.06 $ 16.12 $ 14.98
========= ========= ========
Total return++ ............... 41.80% 18.22% 21.15%
========= ========= ========
Ratios to average net
assets/Supplemental
data:
Net assets, end of year
(in 000's) ............... $ 434,656 $ 308,415 $170,969
Ratio of operating
expenses to average
net assets ............... 0.12% 0.17% 0.14%
Ratio of net invest-
ment income to
average net assets ....... 2.00% 2.15% 1.92%
Portfolio turnover rate .... 59% 37% 57%
Average Commission
per share** .............. $ 0.0615 $ 0.0700 N/A
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Small Capitalization Equity Portfolio (Advisor Shares)
----------------------------------------------------------
Year ended Year ended Year ended Period ended
October 31, October 31, October 31, October 31,
1994 1993 1992 1991+
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Net asset value, beginning
of year ..................... $ 13.97 $ 11.12 $ 11.02 $ 10.00
------- ------- ------- -------
Income from investment
operations:
Net investment income ....... 0.16 0.14 0.16 0.16
Net realized and unreal-
ized gain on invest-
ments ...................... 0.23 3.60 0.09 1.02
------- ------- ------- -------
Total from investment
operations ............... 0.39 3.74 0.25 1.18
------- ------- ------- -------
Less Distributions:
Distributions from net
investment income .......... ( 0.15) ( 0.15) ( 0.15) ( 0.16)
Distributions from net
realized capital gains...... ( 0.26) ( 0.74) -- --
-------- ------- ------- -------
Total Distributions ........ ( 0.41) ( 0.89) ( 0.15) ( 0.16)
-------- ------- ------- -------
Net asset value, end of year $ 13.95 $ 13.97 $ 11.12 $ 11.02
======== ======= ======= =======
Total return++ ............... 2.85% 33.86% 2.32% 11.84%
======== ======= ======= =======
Ratios to average net
assets/Supplemental
data:
Net assets, end of year
(in 000's) ............... $109,872 $68,418 $39,728 $39,631
Ratio of operating
expenses to average
net assets ............... 0.14% 0.14% 0.19% 0.20%*
Ratio of net invest-
ment income to
average net assets ....... 1.18% 1.08% 1.44% 2.24%*
Portfolio turnover rate .... 31% 63% 56% 29%
Average Commission
per share** .............. N/A N/A N/A N/A
</TABLE>
- ------------
+ The Portfolio commenced operations on March 1, 1991.
++ Total return represents aggregate total return for the period indicated.
* Annualized.
** Represents average commission rate per share charged to the Portfolio on
purchases and sales of investments during the period. Such information is
only required for fiscal years beginning on or after September 1, 1995.
5
<PAGE>
<TABLE>
<CAPTION>
Large Cap Value Portfolio+
-----------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Period Ended
October 31, October 31, October 31, October 31, October 31,
1997 1996 1995 1994 1993++
------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning
of period ................... $ 11.68 $ 10.34 $ 10.62 $ 10.92 $ 10.00
------- ------- ------- ------- -------
Income from investment
operations:
Net investment income ....... 0.29 0.26 0.32 0.21 0.21
Net realized and unreal-
ized gain on
investments ................ 3.95 1.49 1.38 (0.31) 2.06
------- ------- ------- ------- -------
Total from investment
operations ............... 4.24 1.75 1.70 (0.10) 2.27
------- ------- ------- ------- -------
Less Distributions:
Distributions from net
investment income .......... (0.29) (0.27) (0.31) (0.20) (0.20)
Distributions from net
realized capital gains...... (2.34) (0.14) (1.67) -- (1.15)
------ ------- ------- ------- -------
Total Distributions ........ (2.63) (0.41) (1.98) (0.20) (1.35)
------ ------- ------- ------- -------
Net asset value, end of
year ..................... $ 13.29 $ 11.68 $ 10.34 $ 10.62 $ 10.92
======= ======= ======= ======= =======
Total return +++ ........... 36.55% 17.13% 16.01% (0.91)% 23.05%
======= ======= ======= ======= =======
Ratios to average net
assets/Supplemental
data:
Net assets, end of year
(in 000's) ................. $71,177 $50,131 $15,981 $20,654 $13,969
Ratio of operating
expenses to average
net assets ................. 0.13% 0.15% 0.20% 0.24% 0.24%*
Ratio of net investment
income to average net
assets ..................... 2.10% 2.62% 2.80% 2.04% 2.47%*
Portfolio turnover rate ..... 109% 104% 227% 287% 230%
Average Commissions
per share** ................ $0.0622 $0.0700 N/A N/A N/A
</TABLE>
- ------------
+ The Portfolio's name was changed from Model Equity Portfolio to Large Cap
Value Portfolio on February 27, 1997.
++ The Portfolio commenced operations on December 31, 1992.
+++ Total return represents aggregate total return for the period indicated.
* Annualized.
** Represents average commission rate per share charged to the Portfolio on
purchases and sales of investments during the period. Such information is
only required for fiscal years beginning on or after September 1, 1995.
6
<PAGE>
PERFORMANCE CALCULATIONS
Each of the Equity, International, Small Capitalization Equity and Large
Cap Value Portfolios may advertise or quote total return data from time to time
for the shares. Total return for the shares will be calculated on an average
annual total return basis, and may also be calculated on an aggregate total
return basis, for various periods. Average annual total return reflects the
average annual percentage change in value of an investment in the particular
Portfolio over the measuring period. Aggregate total return reflects the total
percentage change in value over the measuring period. Both methods of
calculating total return assume that dividends and capital gains distributions
made by the Portfolio with respect to the shares during the period are
reinvested in additional Portfolio shares.
Each of the Equity, International, Small Capitalization Equity and Large
Cap Value Portfolios may compare their total returns for the shares to that of
other investment companies with similar investment objectives and to stock and
other relevant indices such as the Standard & Poor's 500 Composite Stock Price
Index ("S&P 500"), the Dow Jones Industrial Average, the Russell 2000 Index or
the National Association of Securities Dealers, Inc.'s National Market and
Automated Quotations Systems ("NASDAQ") Composite Index or to rankings prepared
by independent services or other financial or industry publications that
monitor the performance of mutual funds. For example, the total return of the
shares of the Equity, International, Small Capitalization Equity or Large Cap
Value Portfolios may also be compared to data prepared by Lipper Analytical
Services, Inc. In addition, the International Portfolio's total return may be
compared to the Morgan Stanley Capital International EAFE Index. Total return
and other performance data as reported in national financial publications such
as Money Magazine, Forbes, Barron's, The Wall Street Journal and The New York
Times, or in publications of a local or regional nature, may also be used in
comparing the performance of the shares of the Equity, International, Small
Capitalization Equity or Large Cap Value Portfolios.
Performance quotations represent a Portfolio's past performance, and
should not be considered as representative of future results. Since performance
will fluctuate, performance data for a Portfolio should not be used to compare
an investment in the Portfolio's shares with bank deposits, savings accounts
and similar investment alternatives which often provide an agreed or guaranteed
fixed yield/return for a stated period of time. Shareholders should remember
that performance is generally a function of the kind and quality of the
instruments held in a Portfolio, portfolio maturity, operating expenses and
market conditions. Any management fees charged by the Advisor or institutions
to their respective clients will not be included in the Portfolio's
calculations of total return. See "Investment Advisor."
INVESTMENT POLICIES AND RISK FACTORS
The investment objective of each Portfolio is not fundamental and may be
changed by the Board members without shareholder approval.
EQUITY PORTFOLIO
The objective of the Equity Portfolio is to provide maximum long-term
total return consistent with reasonable risk to principal. The Portfolio seeks
to achieve its objective by investing primarily in common stocks selected on
the basis of fundamental investment value. Crucial to the valuation process is
a systematic examination of the earning and dividend paying ability of
companies and denominating these characteristics by the market value of the
underlying stock. Stocks purchased by the Portfolio will be primarily those
traded on the various stock exchanges and the NASDAQ.
Under normal circumstances, at least 65% of the Equity Portfolio's total
assets will be invested in equity securities such as common and preferred stock
and securities convertible into such stock. Factors considered in the selection
of securities include, without limitation, price to earnings ratios,
price-to-cash flow ratios, reinvestment rates, dividend yields, payout ratios
and earnings growth rates.
The Portfolio's holdings will tend to be characterized by relatively low
price-to-earnings ratios. There is no mandated income requirement for
securities held by the Portfolio.
The Equity Portfolio intends to remain, for the most part, fully invested
in equity securities, which may include securities of companies located outside
the United States, and will not engage in "market timing" transactions. See
"Investment Policies and Risk Factors--International Portfolio" for a
discussion of special risks and considerations involved in investing in
securities of foreign companies. However, the Portfolio may invest a portion of
its assets (up to 20% under normal circumstances) in preferred stocks,
convertible debentures, and the following fixed income and money market
securities: obligations of the U.S. Government and its guaranteed or sponsored
agencies, including
7
<PAGE>
shares of open-end or closed-end investment companies which invest in such
obligations (such shares will be purchased within the limits prescribed by the
Investment Company Act of 1940, as amended (the "1940 Act") and would subject a
shareholder of the Portfolio to expenses of the other investment company in
addition to the expenses of the Portfolio); short-term money market instruments
issued in the U.S. or abroad, denominated in dollars or any foreign currency,
including short-term certificates of deposit (including variable rate
certificates of deposit), time deposits with a maturity no greater than 180
days, bankers acceptances, commercial paper rated A-1 by Standard & Poor's
Ratings Group, Division of McGraw Hill ("S&P") or Prime-1 by Moody's Investors
Service, Inc. ("Moody's"), or in equivalent money market securities; and high
quality fixed income securities denominated in U.S. dollars, any foreign
currency, or a multi-national currency unit such as the European Currency Unit.
For a description of other securities in which the Equity Portfolio may
invest, see "Common Investment Policies and Risk Factors."
INTERNATIONAL PORTFOLIO
The objective of the International Portfolio is to provide maximum,
long-term total return consistent with reasonable risk to principal. The
International Portfolio seeks to achieve its objective by investing primarily
in common stocks and other equity securities of companies located outside the
United States. The Portfolio is expected to diversify its investments across
companies located in a number of foreign countries, which may include, but are
not limited to, Japan, the United Kingdom, Germany, France, Switzerland, the
Netherlands, Sweden, Australia, Hong Kong and Singapore. The Portfolio will
invest an aggregate of at least 65% of its total assets in the securities of
companies (other than investment companies) in at least three different
countries, other than the United States.
The securities which the Portfolio may purchase include the following:
common stocks of companies located outside the U.S.; shares of closed-end
investment companies which invest chiefly in the shares of companies located
outside the U.S. (such shares will be purchased by the Portfolio within the
limits prescribed by the 1940 Act and would subject a shareholder of the
Portfolio to the expenses of the other investment company in addition to the
expenses of the Portfolio); U.S. or foreign securities convertible into foreign
common stock; and American Depository Receipts, which are U.S. domestic
securities representing ownership rights in foreign companies.
The International Portfolio also may enter into forward foreign currency
exchange contracts in connection with the purchase and sale of investment
securities; such contracts may not be used for speculative purposes. A forward
foreign currency exchange contract involves an obligation to purchase or sell a
specific currency at a future date, which may be any fixed number of days from
the date of the contract agreed upon by the parties, at a price set at the time
of the contract. These contracts may be bought or sold to protect the
Portfolio, to some degree, against a possible loss resulting from an adverse
change in the relationship between foreign currencies and the U.S. dollar. This
method of protecting the value of the Portfolio's investment securities against
a decline in the value of a currency does not eliminate fluctuations in the
underlying prices of the securities. It simply establishes a rate of exchange
at some future point in time. Additionally, although such contracts tend to
minimize the risk of loss due to a decline in the value of the hedged currency,
at the same time they tend to limit any potential gain which might result
should the value of such currency increase.
Investors should recognize that investing in the securities of foreign
companies and the utilization of forward foreign currency contracts involve
special risks and considerations not typically associated with investing in
U.S. companies. These risks and considerations include differences in
accounting, auditing and financial reporting standards, generally higher
commission rates on foreign portfolio transactions, the possibility of
expropriation or confiscatory taxation, adverse changes in investment or
exchange control regulations, political instability which could affect U.S.
investment in foreign countries and potential restrictions on the flow of
international capital. Moreover, the dividends payable on the Portfolio's
foreign portfolio securities may be subject to foreign withholding taxes, thus
reducing the net amount of income available for distribution to the Portfolio's
shareholders. Further, foreign securities often trade with less frequency and
volume than domestic securities and, therefore, may exhibit greater price
volatility. Also, changes in foreign exchange rates will affect, favorably or
unfavorably, the value of those securities in a portfolio which are denominated
or quoted in currencies other than the U.S. dollar. In addition, in many
countries there is less publicly available information about issuers than is
available in reports about companies in the United States. Foreign companies
are not generally subject to uniform accounting, auditing and financial
reporting standards, and auditing practices and requirements may not be
comparable to those applicable to U.S. companies. Further, a Portfolio may
encounter difficulties or be unable to pursue legal remedies and obtain
judgments in foreign courts.
Brokerage commissions, custodial services, and other costs relating to
investment in foreign securities markets are generally more expensive than in
the United States. Foreign securities markets also have different clearance and
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settlement procedures, and in certain markets there have been times when
settlements have been unable to keep pace with the volume of securities
transactions, making it difficult to conduct such transactions. Delays in
settlement could result in temporary periods when assets of the Portfolio are
uninvested and no return is earned thereon. The inability of the Portfolio to
make intended security purchases due to these and other settlement problems
could cause the Portfolio to miss attractive investment opportunities.
Inability to dispose of portfolio securities due to settlement problems could
result either in losses to the Portfolio due to subsequent declines in value of
the portfolio security or, if the Portfolio has entered into a contract to sell
the security, could result in possible liability to the purchaser.
There are further risk factors, including possible losses through the
holding of securities in domestic and foreign custodian banks and depositories.
The International Portfolio intends to remain, for the most part, fully
invested in equity securities of companies located outside of the United
States. However, the Portfolio may invest a portion of its assets (up to 35%
under normal circumstances) in the following fixed income and money market
securities: obligations of the U.S. Government and its guaranteed or sponsored
agencies, including shares of open-end or closed-end investment companies which
invest in such obligations (such shares will be purchased within the limits
prescribed by the 1940 Act and would subject a shareholder of the Portfolio to
expenses of the other investment company in addition to the expenses of the
Portfolio); short-term money market instruments issued in the U.S. or abroad,
denominated in dollars or any foreign currency, including short-term
certificates of deposit (including variable rate certificates of deposit), time
deposits with a maturity no greater than 180 days, bankers acceptances,
commercial paper rated A-1 by S&P or Prime-1 by Moody's, or in equivalent money
market securities; and high quality fixed income securities denominated in U.S.
dollars, any foreign currency, or a multi-national currency unit such as the
European Currency Unit.
For a description of other securities in which the International Portfolio
may invest, see "Common Investment Policies and Risk Factors."
SMALL CAPITALIZATION EQUITY PORTFOLIO
The objective of the Small Capitalization Equity Portfolio is to provide
long-term appreciation consistent with reasonable risk to principal. The Small
Capitalization Equity Portfolio seeks to achieve its objective by investing
primarily in equity securities with market capitalizations, at the time of
purchase, that are below the maximum capitalization permitted for a stock in
the Russell 2000 Index. Crucial to this valuation process is a systematic
examination of the earning and dividend paying ability of companies and
denominating these characteristics by the market value of the underlying equity
securities. Equity securities purchased by the Portfolio will be primarily
those traded on the various stock exchanges and NASDAQ, however, the Portfolio
may purchase unlisted securities and penny stocks. Many different company types
and industries may be represented by the securities purchased by the Portfolio.
Factors considered by the Advisor in the selection of securities include,
but are not limited to, price-to-earnings ratios, price-to-cash flow ratios,
reinvestment rates, dividend yields, expected growth rates, and balance sheet
quality. The Small Capitalization Equity Portfolio may invest in securities
located outside the United States. Investors in the Portfolio should recognize
that securities denominated in foreign currencies or a multi-national currency
unit involve special risks. The Portfolio may be affected favorably or
unfavorably by changes in currency rates and in exchange control regulations,
and may incur costs in connection with conversions between various currencies.
See "Investment Policies and Risk Factors--International Portfolio" for a
discussion of special risks and considerations involved in investing in
securities of foreign companies.
The Portfolio's holdings will tend to be characterized by relatively low
price-to-earnings ratios. There is no mandated income requirement for
securities held by the Portfolio. The Portfolio generally will be more volatile
and have a higher expected growth rate than the overall market. In certain
periods, the Portfolio may fluctuate independently of broad, larger
capitalization indices such as the S&P 500.
Under normal market conditions, at least 65% of the Portfolio's total
assets will be invested in equity securities of companies with market
capitalizations, at the time of purchase, that are below the maximum
capitalization permitted for a stock in the Russell 2000 Index. However, if
warranted in the judgement of the Advisor, the Portfolio may invest a portion
of its assets (up to 20% under normal circumstances) in preferred stocks and
convertible debentures with a minimum rating of BBB by S&P or Baa by Moody's,
and the following fixed income and money market securities: obligations of the
U.S. Government and its guaranteed or sponsored agencies, including shares of
open-end or closed-end investment companies which invest in such obligations
(such shares will be purchased within the limits prescribed by the 1940 Act and
would subject a shareholder of the Portfolio to expenses of the other
investment company in addition to the expenses of the Portfolio, as more fully
described under "Investment Limitations" in the SAI);
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short-term money market instruments issued in the U.S. or abroad, denominated
in dollars or any foreign currency, including short-term certificates of
deposit (including variable rate certificates of deposit), time deposits with a
maturity no greater than 180 days, bankers acceptances, commercial paper rated
A-1 by S&P or Prime-1 by Moody's, or in equivalent money market securities; and
high quality fixed income securities denominated in U.S. dollars, any foreign
currency, or a multi-national currency unit such as the European Currency Unit.
For a description of other securities in which the Small Capitalization
Equity Portfolio may invest, see "Common Investment Policies and Risk Factors."
LARGE CAP VALUE PORTFOLIO
The objective of the Large Cap Value Portfolio is to provide maximum
long-term total return consistent with reasonable risk to principal. The Large
Cap Value Portfolio seeks to achieve its objective by investing, under normal
market conditions, at least 65% of the value of its total assets in equity
securities of companies with market capitalizations, at the time of purchase,
of greater than $5 billion.
As stated above, the Portfolio seeks to achieve its objective by investing
primarily in equity securities. Although the Advisor will actively manage this
Portfolio based upon ongoing analysis of economic, financial and market
developments, the Advisor will use its proprietary equity computer model, which
ranks stocks, as an investment guide. The Advisor currently anticipates that
its proprietary equity computer model will be run at least weekly.
Other factors considered by the Advisor in the selection of securities
include, but are not limited to, price-to-book value ratios, earnings-to-
yields ratios, price-to-cash flow ratios, return on equity ratios,
debt-to-equity ratios, dividend yields, earnings growth rates and historic
price patterns.
From time to time, the Advisor may revise its proprietary equity computer
model programs to maintain or enhance performance. Although the Advisor's
proprietary equity computer model is a disciplined model, the Advisor is
permitted to use its investment judgment in seeking to achieve the Portfolio's
objective.
The Large Cap Value Portfolio intends to remain, for the most part, fully
invested in equity securities which may include American Depository Receipts
which are listed on the New York Stock Exchange, and will not engage in "market
timing" transactions. See "Investment Policies and Risk Factors--International
Portfolio" for a discussion of special risks and considerations involved in
investing in securities of foreign companies. However, for temporary purposes
this Portfolio may invest a portion of its assets (up to 20%) in short-term
money market instruments issued by U.S. or foreign issuers, denominated in
dollars or any foreign currency, including short-term certificates of deposit
(including variable rate certificates of deposit), time deposits with a
maturity no greater than 180 days, bankers acceptances, commercial paper rated
A-1 by S&P or Prime-1 by Moody's, or in similar money market securities.
For a description of other securities in which the Large Cap Value
Portfolio may invest, see "Common Investment Policies and Risk Factors."
COMMON INVESTMENT POLICIES AND RISK FACTORS
There can be no assurance that any of the Portfolios will achieve its
stated investment objective. There are a number of investment policies common
to the Portfolios.
REPURCHASE AGREEMENTS
Each Portfolio may enter into repurchase agreements with qualified
brokers, dealers, banks and other financial institutions deemed creditworthy by
the Advisor. Under normal circumstances, however, each of the Equity,
International, Small Capitalization Equity and Large Cap Value Portfolios will
not enter into repurchase agreements if entering into such agreements would
cause, at the time of entering into such agreements, more than 20% of the value
of the total assets of the particular Portfolio to be subject to repurchase
agreements. The International Portfolio would generally enter into repurchase
transactions to invest cash reserves and for temporary defensive purposes.
In a repurchase agreement, a Portfolio purchases a security and
simultaneously commits to resell that security at a future date to the seller
(a qualified bank or securities dealer) at an agreed upon price plus an agreed
upon market rate of interest (itself unrelated to the coupon rate or date of
maturity of the purchased security). The securities held subject to a
repurchase agreement may have stated maturities exceeding 13 months, but the
Advisor currently expects that repurchase agreements with respect to the
Equity, International, Small Capitalization Equity and Large Cap Value
Portfolios will mature in less than 13 months. The seller under a repurchase
agreement will be required to maintain
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the value of the securities subject to the agreement at not less than 101% of
the repurchase price including accrued interest. Glenmede Fund's administrator
and the Advisor will mark-to-market daily the value of the securities
purchased, and the Advisor will, if necessary, require the seller to deposit
additional securities to ensure that the value is in compliance with the 101%
requirement stated above. The Advisor will consider the creditworthiness of a
seller in determining whether a Portfolio should enter into a repurchase
agreement, and the Portfolios will only enter into repurchase agreements with
banks and dealers which are determined to present minimal credit risk by the
Advisor under procedures adopted by the Board of Directors.
In effect, by entering into a repurchase agreement, a Portfolio is lending
its funds to the seller at the agreed upon interest rate, and receiving
securities as collateral for the loan. Such agreements can be entered into for
periods of one day (overnight repo) or for a fixed term (term repo). Repurchase
agreements are a common way to earn interest income on short-term funds.
The use of repurchase agreements involves certain risks. For example, if
the seller of a repurchase agreement defaults on its obligation to repurchase
the underlying securities at a time when the value of these securities has
declined, a Portfolio may incur a loss upon disposition of them. Default by the
seller would also expose a Portfolio to possible loss because of delays in
connection with the disposition of the underlying obligations. If the seller of
an 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 a Portfolio
and therefore subject to sale by the trustee in bankruptcy. Further, it is
possible that a Portfolio may not be able to substantiate its interest in the
underlying securities.
BORROWING
As a temporary measure for extraordinary or emergency purposes, a
Portfolio may borrow money from banks. However, none of the Portfolios will
borrow money for speculative purposes.
LENDING OF SECURITIES
Each Portfolio may lend its portfolio securities with a value up to
one-third of its total assets (including the value of the collateral for the
loans) to qualified brokers, dealers, banks and other financial institutions
for the purpose of realizing additional net investment income through the
receipt of interest on the loan. Such loans would involve risks of delay in
receiving additional collateral in the event the value of the collateral
decreased below the value of the securities loaned or of delay in recovering
the securities loaned or even loss of rights in the collateral should the
borrower of the securities fail financially. Loans will be made only to
borrowers deemed by the Advisor to be of good standing.
"WHEN ISSUED," "DELAYED SETTLEMENT" AND "FORWARD DELIVERY" SECURITIES
The Portfolios may purchase and sell securities on a "When issued,"
"delayed settlement" or "forward delivery" basis. "When issued" or "forward
delivery" refer to securities whose terms and indenture are available and for
which a market exists, but which are not available for immediate delivery. When
issued or forward delivery transactions may be expected to occur one month or
more before delivery is due. Delayed settlement is a term used to describe
settlement of a securities transaction in the secondary market which will occur
sometime in the future. No payment or delivery is made by a Portfolio in a when
issued, delayed settlement or forward delivery transaction until the Portfolio
receives payment or delivery from the other party to the transaction. A
Portfolio will maintain a separate account of cash, U.S. Government securities
or other high grade debt obligations at least equal to the value of purchase
commitments until payment is made. Such segregated securities will either
mature or, if necessary, be sold on or before the settlement date. Although a
Portfolio receives no income from the above described securities prior to
delivery, the market value of such securities is still subject to change.
A Portfolio will engage in when issued transactions to obtain what is
considered to be an advantageous price and yield at the time of the
transaction. When a Portfolio engages in when issued, delayed settlement or
forward delivery transactions, it will do so for the purpose of acquiring
securities consistent with its investment objective and policies and not for
the purpose of speculation. Each Portfolio's when issued, delayed settlement
and forward delivery commitments are not expected to exceed 25% of its total
assets absent unusual market circumstances, and each Portfolio will only sell
securities on such a basis to offset securities purchased on such a basis.
INVESTMENT COMPANY SECURITIES
In connection with the management of their daily cash positions, the
Portfolios may each invest in securities issued by other open-end investment
companies with investment objectives and policies that are consistent with
those
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of the investing portfolio. Except as otherwise permitted under the 1940 Act,
each Portfolio limits its investments so that, as determined immediately after
a securities purchase is made: (a) not more than 5% of the value of its total
assets will be invested in the securities of any one investment company; (b)
not more than 10% of the value of its total assets will be invested in the
aggregate in the securities of investment companies as a group; and (c) not
more than 3% of the outstanding voting stock of any one investment company will
be owned by the Portfolio. As a shareholder of another investment company, the
Portfolio would bear its pro rata portion of the other investment company's
advisory fees and other expenses, in addition to the expenses the Portfolio
bears directly in connection with its own operations.
ILLIQUID SECURITIES
No Portfolio will invest more than 10% of its net assets in securities
that are illiquid.
Unless specified above and except as described under "Investment
Limitations," the foregoing investment policies are not fundamental and the
Board may change such policies without shareholder approval.
PURCHASE OF SHARES
Shares of each Portfolio are sold without a sales commission on a
continuous basis to the Advisor acting on behalf of its clients or the clients
of its Affiliates ("Clients") and to other institutions (the "Institutions"),
at the net asset value per share next determined after receipt of the purchase
order by the transfer agent. See "Valuation of Shares." There are no minimum
initial or minimum subsequent investment requirements for the Equity,
International or Large Cap Value Portfolios or for Advisor Shares of the Small
Capitalization Equity Portfolio. Beneficial ownership of shares will be
reflected on books maintained by the Advisor or the Institutions. The Advisor
has informed Glenmede Fund that neither it nor its Affiliates currently have
any minimum or subsequent investment requirements for their Clients'
investments in the Portfolios. Other Institutions may have such requirements. A
prospective investor wishing to purchase shares in the Glenmede Fund should
contact the Advisor or his or her Institution.
It is the responsibility of the Advisor or Institutions to transmit orders
for share purchases to Investment Company Capital Corp. ("ICC"), Glenmede
Fund's transfer agent, and deliver required funds to The Chase Manhattan Bank,
N.A., Brooklyn, New York, Glenmede Fund's custodian, on a timely basis.
Glenmede Fund reserves the right, in its sole discretion, to suspend the
offering of shares of its Portfolios or reject purchase orders when, in the
judgment of management, such suspension or rejection is in the best interests
of Glenmede Fund.
Purchases of a Portfolio's shares will be made in full and fractional
shares of the Portfolio calculated to three decimal places. In the interest of
economy and convenience, certificates for shares will not be issued except upon
the written request of the shareholder. Certificates for fractional shares,
however, will not be issued.
REDEMPTION OF SHARES
Shares of each Portfolio may be redeemed at any time, without cost, at the
net asset value of the particular shares of the Portfolio next determined after
receipt of the redemption request by the transfer agent. Generally, a properly
signed written request is all that is required. Any redemption may be more or
less than the purchase price of the shares depending on the market value of the
investment securities held by the Portfolio. An investor wishing to redeem
shares should contact the Advisor or his or her Institution. It is the
responsibility of the Advisor or Institutions to transmit promptly redemption
orders to the transfer agent.
Payment of the redemption proceeds will ordinarily be made within one
business day, but in no event more than seven days, after receipt of the order
in proper form by the transfer agent. Redemption orders are effected at net
asset value per share next determined after receipt of the order in proper form
by the transfer agent. Glenmede Fund may suspend the right of redemption or
postpone the date of payment at times when the New York Stock Exchange (the
"Exchange") is closed, or under any emergency circumstances as determined by
the Securities and Exchange Commission (the "Commission"). See "Valuation of
Shares" for the days on which the Exchange is closed.
If the Board determines that it would be detrimental to the best interests
of the remaining shareholders of Glenmede Fund to make payment wholly or partly
in cash, Glenmede Fund may pay the redemption proceeds in whole or in part by a
distribution in-kind of securities held by a Portfolio in lieu of cash in
conformity with applicable rules of the Commission. Investors may incur
brokerage charges on the sale of portfolio securities received as a redemption
in kind.
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ADDITIONAL INFORMATION ON THE PURCHASE AND REDEMPTION
OF SHARES OF THE PORTFOLIOS
Glenmede Fund may, from time to time, in its sole discretion appoint one
or more entities as its agent to receive purchase and redemption orders of
shares of the Portfolios and cause these orders to be transmitted, on a net
basis, to Glenmede Fund's transfer agent. In these instances, orders are
effected at the net asset value per share next determined after receipt of that
order by the entity, if the order is actually received by Glenmede Fund's
transfer agent not later than the next business morning.
VALUATION OF SHARES
The net asset value per share of the Portfolios is determined by dividing
the total market value of each Portfolio's investments and other assets
attributable to the shares, less any liabilities of that Portfolio attributable
to the shares, by the total number of those shares outstanding. For the Equity,
International, Small Capitalization Equity and Large Cap Value Portfolios, net
asset value per share is determined as of the close of regular trading hours of
the Exchange on each day that the Exchange is open for business. Currently the
Exchange is closed on weekends and the customary national business holidays of
New Year's Day, Dr. Martin Luther King Jr. Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day
(or the days on which they are observed). One or more pricing services may be
used to provide securities valuations in connection with the determination of
the net asset value of each Portfolio.
EQUITY, SMALL CAPITALIZATION EQUITY AND LARGE CAP VALUE PORTFOLIOS
Equity securities listed on a U.S. securities exchange for which market
quotations are readily available are valued at the last quoted sale price as of
the close of the Exchange's regular trading hours on the day the valuation is
made. Price information on listed securities is taken from the exchange where
the security is primarily traded. Unlisted equity securities and listed
securities not traded on the valuation date for which market quotations are
readily available are valued not exceeding the asked prices nor less than the
bid prices. The value of securities for which no quotations are readily
available (including restricted securities) is determined in good faith at fair
value using methods determined by the Board. For the Equity, Small
Capitalization Equity and Large Cap Value Portfolios, securities listed on a
foreign exchange and unlisted foreign securities are valued as described below
under "International Portfolio."
INTERNATIONAL PORTFOLIO
Equity securities listed on a U.S. securities exchange for which market
quotations are available are valued at the last quoted sale price as of the
close of that exchange's regular trading hours on the day the valuation is
made. Securities listed on a foreign exchange and unlisted foreign securities
are valued at the latest quoted sales price available before the time when
assets are valued. Price information on listed securities is taken from the
exchange where the security is primarily traded. Unlisted U.S. equity
securities and listed securities not traded on the valuation date for which
market quotations are readily available are valued not in excess of the asked
prices or less than the bid prices. The value of securities for which no
quotations are readily available (including restricted securities) is
determined in good faith at fair value using methods determined by the Board.
Foreign currency amounts are translated into U.S. dollars at the bid prices of
such currencies against U.S. dollars last quoted by a major bank.
DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES
DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS
The International, Equity, Small Capitalization Equity and Large Cap Value
Portfolios normally distribute substantially all of their net investment income
to shareholders in the form of a quarterly dividend.
If any net capital gains are realized, the Portfolios normally distribute
such gains at least once a year. However, see "Dividends, Capital Gains
Distributions" and "Taxes--Federal Taxes--Miscellaneous," for a discussion of
the Federal excise tax applicable to certain regulated investment companies.
Undistributed net investment income is included in a Portfolio's net
assets for the purpose of calculating net asset value per share. Therefore, on
the Equity, International, Small Capitalization Equity and Large Cap Value
Portfolios' "ex-dividend" date, the net asset value per share excludes the
dividend (i.e., is reduced by the per share amount of the dividend). Dividends
paid shortly after the purchase of shares of the Equity, International, Small
Capitalization Equity and Large Cap Value Portfolios by an investor, although
in effect a return of capital, are taxable to the investor.
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FEDERAL TAXES
Each Portfolio intends to qualify as a "regulated investment company"
under the Internal Revenue Code of 1986, as amended (the "Code"). Such
qualification generally relieves a Portfolio of liability for Federal income
taxes to the extent its earnings are distributed in accordance with the Code.
Qualification as a regulated investment company under the Code for a
taxable year requires, among other things, that a taxable Portfolio distribute
to its shareholders an amount at least equal to 90% of its investment company
taxable income and 90% of its net exempt interest income, if any, for such
taxable year. In general, a Portfolio's investment company taxable income will
be the sum of its net investment income, including interest and dividends,
subject to certain adjustments, and net short-term capital gain over net
long-term capital loss, if any, for such year. Each Portfolio intends to
distribute as dividends substantially all of its investment company taxable
income each year. Such dividends will be taxable as ordinary income to each
Portfolio's shareholders who are not currently exempt from Federal income
taxes, whether such income or gain is received in cash or reinvested in
additional shares. The dividends received deduction for corporations will apply
to such ordinary income distributions to the extent the total qualifying
dividends received by a Portfolio are from domestic corporations for the
taxable year. It is anticipated that only a small part, if any, of the
dividends paid by the International Portfolio will be eligible for the
dividends received deduction.
Substantially all of each Portfolio's net realized long-term capital
gains, if any, will be distributed at least annually to its shareholders. A
Portfolio generally will have no tax liability with respect to such gains and
the distributions will be taxable as mid-term or other long-term capital gains
to the shareholders who are not currently exempt from Federal income taxes,
regardless of how long the shareholders have held the shares and whether such
gains are received in cash or reinvested in additional shares.
A shareholder considering buying shares of a Portfolio on or just before
the record date of a dividend should be aware that the amount of the
forthcoming dividend payment, although in effect a return of capital, will be
taxable.
A taxable gain or loss may be realized by a shareholder upon redemption or
transfer of shares of each Portfolio, depending upon the tax basis of such
shares and their price at the time of redemption or transfer.
International Portfolio. It is expected that dividends and certain
interest income earned by the International Portfolio from foreign securities
will be subject to foreign withholding taxes or other taxes. So long as more
than 50% of the value of the Portfolio's total assets at the close of any
taxable year consists of stocks or securities of foreign corporations, the
Portfolio may elect, for U.S. Federal income tax purposes, to treat certain
foreign taxes paid by it, including generally any withholding taxes and other
foreign income taxes, as paid by its shareholders. If the Portfolio makes this
election, the amount of such foreign taxes paid by the Portfolio will be
included in its shareholders' income pro rata (in addition to taxable
distributions actually received by them), and each shareholder will be entitled
(a) to credit his proportionate amount of such taxes against his U.S. Federal
income tax liabilities, or (b) if he itemizes his deductions, to deduct such
proportionate amount from his U.S. income, should he so choose.
To the extent that dividends paid to shareholders are derived from taxable
interest or from long-term or short-term capital gains, such dividends will be
subject to Federal income tax (whether such dividends are paid in cash or
additional shares) and also may be subject to state and local taxes.
Miscellaneous. Dividends declared in October, November or December of any
year payable to shareholders of record on a specified date in such months will
be deemed to have been received by the shareholders and paid by a Portfolio on
December 31, in the event such dividends are paid during January of the
following year.
A 4% nondeductible excise tax is imposed on regulated investment companies
that fail to currently distribute specified percentages of their ordinary
taxable income and net capital gain (excess of capital gains over capital
losses). Each Portfolio intends to make sufficient distributions or deemed
distributions of its ordinary taxable income and any net capital gain prior to
the end of each calendar year to avoid liability for this excise tax.
The foregoing summarizes some of the important tax considerations
generally affecting the Portfolios and their shareholders and is not intended
as a substitute for careful tax planning. Accordingly, potential investors in
the Portfolios should consult their tax advisers with specific reference to
their own tax situation.
The foregoing discussion of tax consequences is based on tax laws and
regulations in effect on the date of this Prospectus, which are subject to
change by legislative or administrative action.
Shareholders will be advised at least annually as to the federal income
tax consequences of distributions made each year.
14
<PAGE>
Each Portfolio will be required in certain cases to withhold and remit to
the United States Treasury 31% of taxable dividends or gross proceeds realized
upon sale paid to shareholders who have failed to provide a correct tax
identification number in the manner required, or who are subject to withholding
by the IRS for failure properly to include on their return payments of taxable
interest or dividends, or who have failed to certify to the Portfolio that they
are not subject to backup withholding when required to do so or that they are
"exempt recipients."
STATE AND LOCAL TAXES
Shareholders may also be subject to state and local taxes on distributions
from Glenmede Fund. A shareholder should consult with his or her tax adviser
with respect to the tax status of distributions from Glenmede Fund in a
particular state and locality.
Glenmede Fund has obtained a Certificate of Authority to do business as a
foreign corporation in Pennsylvania, and currently does business in that state.
Accordingly, the shares of Glenmede Fund will be exempt from Pennsylvania
Personal Property Taxes.
INVESTMENT ADVISOR
The Advisor, a limited purpose trust company chartered in 1956, provides
fiduciary and investment services to endowment funds, foundations, employee
benefit plans and other institutions and individuals. The Advisor is a
wholly-owned subsidiary of The Glenmede Corporation and is located at One
Liberty Place, 1650 Market Street, Suite 1200, Philadelphia, Pennsylvania
19103. At December 31, 1997, the Advisor had over $13 billion in assets in the
accounts for which it serves in various capacities including as executor,
trustee or investment advisor.
Under Investment Advisory Agreements (the "Investment Advisory
Agreements") with Glenmede Fund, the Advisor, subject to the control and
supervision of Glenmede Fund's Board and in conformance with the stated
investment objective and policies of each Portfolio, manages the investment and
reinvestment of the assets of each Portfolio. It is the responsibility of the
Advisor to make investment decisions for each Portfolio and to place each
Portfolio's purchase and sell orders.
The Advisor does not receive any fee from Glenmede Fund for its investment
services provided to the Equity, International and Large Cap Value Portfolios.
Prior to January 1, 1998, the Advisor did not receive any fee from Glenmede
Fund for its investment services. Effective January 1, 1998, the Advisor is
entitled to receive a fee from the Small Capitalization Equity Portfolio for
its investment services computed daily and payable monthly, at an annual rate
of .55% of that Portfolio's average daily net assets. Additionally,
Shareholders in Glenmede Fund who are clients of the Advisor, or an affiliate
of the Advisor, pay fees which vary, depending on the capacity in which the
Advisor or its affiliate provides fiduciary and investment services to the
particular client (e.g., personal trust, estate settlement, advisory and
custodian services). Shareholders in the Portfolios who are customers of other
Institutions may pay fees to those Institutions.
Bruce D. Simon, Chief Investment Officer of the High Net Worth Division of
the Advisor, is the portfolio manager primarily responsible for the management
of the Equity Portfolio. Mr. Simon has been responsible for the management of
the Equity Portfolio since January 1, 1998 and has been employed by the Advisor
since May 2, 1994.
Andrew B. Williams, Senior Vice President of the Advisor, is the portfolio
manager primarily responsible for the management of the International
Portfolio. Mr. Williams has been responsible for the management of the
International Portfolio since November 17, 1988. Mr. Williams has been employed
by the Advisor since May 1985.
Robert J. Mancuso is the portfolio manager primarily responsible for the
management of the Small Capitalization Equity Portfolio. Mr. Mancuso has been
primarily responsible for the management of that Portfolio since February 27,
1996. Mr. Mancuso has been employed by the Advisor since November 1992. Prior
to joining the Advisor, he was responsible for leading the equity research
function at Penn Mutual Life Insurance Company.
Stephen A. Mozur, CFA, CPA is the portfolio manager primarily responsible
for the management of the Large Cap Equity Portfolio. Mr. Mozur has been
responsible for the management of the Large Cap Equity Portfolio since February
9, 1998. Mr. Mozur has been employed by the Advisor since February 1998. Prior
to joining the Advisor, he was responsible for portfolio management and
research at both Newbold's Asset Management and Pilgrim Baxter & Associates.
ADMINISTRATIVE, TRANSFER AGENCY AND DIVIDEND PAYING SERVICES
ICC serves as Glenmede Fund's administrator, transfer agent and dividend
paying agent pursuant to a Master Services Agreement, and in those capacities
supervises all aspects of the Funds' day-to-day operations, other than
15
<PAGE>
management of Glenmede Funds' investments. ICC is an indirect subsidiary of
Bankers Trust New York Corporation. For its services as administrator, transfer
agent and dividend paying agent, ICC is entitled to receive fees from Glenmede
Fund equal to .12% of the first $100 million of the combined net assets of
Glenmede Fund and The Glenmede Portfolios, an investment company with the same
officers, Board and service providers as Glenmede Fund (the "Funds"); .08% of
the next $150 million of the combined net assets of the Funds; .04% of the next
$500 million of the combined net assets of the Funds; and .03% of the combined
net assets of the Funds over $750 million. For the fiscal year ended October
31, 1997, ICC received fees at the rate of .04% of the Equity Portfolio's
average net assets; .04% of the International Portfolio's average net assets;
.04% of the Small Capitalization Equity Portfolio's average net assets; and
.04% of the Large Cap Value Portfolio's average net assets.
SHAREHOLDER SERVICING PLAN
Glenmede Fund has adopted an Amended and Restated Shareholder Servicing
Plan (the "Plan") effective January 1, 1998 under which each Portfolio may pay
a fee to broker/dealers, banks and other financial institutions (including the
Advisor and its affiliates) that are dealers of record or holders of record or
which have a servicing relationship ("Servicing Agents") with the beneficial
owners of shares in any of the Portfolios. Under the Plan, Servicing Agents
enter into Shareholder Servicing Agreements (the "Agreements") with the
Glenmede Fund. Pursuant to such Agreements, Servicing Agents provide
shareholder support services to investors ("Customers") who beneficially own
shares of the Portfolios. The fee, which is at an annual rate of .05% for the
Equity, International and Large Cap Value Portfolios, and .25% (.05% prior to
January 1, 1998) for Advisor Shares of the Small Capitalization Equity
Portfolio, is computed monthly and is based on the average daily net assets of
the shares beneficially owned by Customers of such Servicing Agents. All
expenses incurred by the Portfolios in connection with the Agreements and the
implementation of the Plan is borne entirely by the holders of the shares of
the particular Portfolio involved and will result in an equivalent increase to
such shares' Total Portfolio Operating Expenses. The Advisor has entered into
an Agreement with Glenmede Fund.
The services provided by the Servicing Agents under the Agreements may
include: aggregating and processing purchase and redemption requests from
Customers and transmitting purchase and redemption orders to the transfer
agent; providing Customers with a service that invests the assets of their
accounts in shares pursuant to specific or pre-authorized instructions;
processing dividend and distribution payments from the Glenmede Fund on behalf
of Customers; providing information periodically to Customers showing their
positions; arranging for bank wires; responding to Customers' inquiries
concerning their investments; providing sub-accounting with respect to shares
beneficially owned by Customers or the information necessary for sub-
accounting; if required by law, forwarding shareholder communications (such as
proxies, shareholder reports, annual and semi-annual financial statements and
dividend, distribution and tax notices) to Customers; and providing such other
similar services as may be reasonably requested.
INVESTMENT LIMITATIONS
Each Portfolio will not:
(a) With respect to 75% of its total assets, invest more than 5% of its
total assets at the time of purchase in the securities of any single
issuer (other than obligations issued or guaranteed by the U.S.
Government, its agencies, enterprises or instrumentalities);
(b) Purchase more than 10% of any class of the outstanding voting
securities of any issuer;
(c) Acquire any securities of companies within one industry if, as a result
of such acquisition, more than 25% of the value of the Portfolio's total
assets would be invested in securities of companies within such
industry; provided, however, that there shall be no limitation on the
purchase of obligations issued or guaranteed by the U.S. Government, its
agencies, enterprises or instrumentalities;
(d) Pledge, mortgage, or hypothecate any of its assets to an extent greater
than 10% of its total assets at fair market value, except as described
in this Prospectus and the Statement of Additional Information and in
connection with entering into futures contracts, but the deposit of
assets in a segregated account in connection with the writing of covered
put and call options and the purchase of securities on a when issued,
delayed settlement or forward delivery basis and collateral arrangements
with respect to initial or variation margin for futures contracts will
not be deemed to be pledges of a Portfolio's assets or the purchase of
any securities on margin for purposes of this investment limitation;
(e) Issue senior securities, except that a Portfolio may borrow money in
accordance with investment limitation (f), purchase securities on a when
issued, delayed settlement or forward delivery basis and enter into
reverse repurchase agreements; and
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<PAGE>
(f) Borrow money except as a temporary measure for extraordinary or
emergency purposes, and then not in excess of 10% of its total assets at
the time of borrowing (entering into reverse repurchase agreements and
purchasing securities on a when issued, delayed settlement or forward
delivery basis are not subject to this investment limitation).
With respect to investment limitation (c), (a) there is no limitation with
respect to (i) instruments issued or guaranteed by the United States, any
state, territory or possession of the United States, the District of Columbia
or any of their authorities, agencies, instrumentalities or political
subdivisions, and (ii) repurchase agreements secured by the instruments
described in clause (i); (b) wholly-owned finance companies will be considered
to be in the industries of their parents if their activities are primarily
related to financing the activities of the parents; and (c) utilities will be
divided according to their services; for example, gas, gas transmission,
electric and gas, electric and telephone will each be considered a separate
industry.
If a percentage restriction for a Portfolio is adhered to at the time an
investment is made, a later increase in percentage resulting from a change in
value or assets will not constitute a violation of such restriction. If a
Portfolio's borrowings are in excess of 5% (excluding overdrafts) of its total
net assets, additional portfolio purchases will not be made until the amount of
such borrowing is reduced to 5% or less. A Portfolio's borrowings including
reverse repurchase agreements and securities purchased on a when-issued,
delayed settlement or forward delivery basis may not exceed 33 1/3% of its
total net assets.
The investment limitations (other than the third sentence of the preceding
paragraph) described here and in the SAI are fundamental policies of the
Portfolios and may be changed only with the approval of the holders of a
majority of the outstanding shares (as defined in the 1940 Act) of the affected
Portfolio.
GENERAL INFORMATION
DESCRIPTION OF SHARES AND VOTING RIGHTS
Glenmede Fund was organized as a Maryland corporation on June 30, 1988.
Glenmede Fund's Articles of Incorporation authorize the Board members to issue
2,500,000,000 shares of common stock, with a $.001 par value. The Board has the
power to designate one or more classes ("Portfolios") of shares of common stock
and to classify or reclassify any unissued shares with respect to such
Portfolios. The Board also has the power to designate separate classes of
shares within the same Portfolio. Currently, Glenmede Fund is offering shares
of ten Portfolios. Glenmede Fund has classified Institutional Shares, described
in a separate prospectus, and Advisor Shares of the Small Capitalization Equity
Portfolio.
The shares of each Portfolio have no preference as to conversion,
exchange, dividends, retirement or other rights, and, when issued and paid for
as provided in this Prospectus, will be fully paid and non-assessable. The
shares of each Portfolio have no pre-emptive rights and do not have cumulative
voting rights, which means that the holders of more than 50% of the shares of
Glenmede Fund voting for the election of its Board members can elect 100% of
the Board of Glenmede Fund if they choose to do so. A shareholder is entitled
to one vote for each full share held (and a fractional vote for each fractional
share held), then standing in his or her name on the books of Glenmede Fund.
Glenmede Fund will not hold annual meetings of shareholders except as required
by the 1940 Act, the next sentence and other applicable law. Glenmede Fund has
undertaken that its Board will call a meeting of shareholders for the purpose
of voting upon the question of removal of a Board member or members if such a
meeting is requested in writing by the holders of not less than 10% of the
outstanding shares of Glenmede Fund. To the extent required by the undertaking,
Glenmede Fund will assist shareholder communication in such matters.
Rule 18f-2 under the 1940 Act provides that any matter required to be
submitted to the holders of the outstanding voting securities of an investment
company such as Glenmede Fund shall not be deemed to have been effectively
acted upon unless approved by a majority of the outstanding shares of each
Portfolio or class affected by the matter. A Portfolio or class is affected by
a matter unless it is clear that the interests of each Portfolio or class in
the matter are substantially identical or that the matter does not affect any
interest of the Portfolio or class. Under Rule 18f-2, the approval of an
investment advisory agreement or any change in a fundamental investment policy
would be effectively acted upon with respect to a Portfolio only if approved by
a majority of the outstanding shares of such Portfolio. However, the Rule also
provides that the ratification of independent public accountants and the
election of directors may be effectively acted upon by shareholders of Glenmede
Fund voting without regard to particular Portfolios.
Notwithstanding any provision of Maryland law requiring a greater vote of
the Fund's common stock (or of the shares of a Portfolio or class voting
separately as a class) in connection with any corporate action, unless
otherwise
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<PAGE>
provided by law (for example by Rule 18f-2 discussed above) or by Glenmede
Fund's Articles of Amendment and Restatement, Glenmede Fund may take or
authorize such action upon the favorable vote of the holders of more than 50%
of the outstanding common stock of Glenmede Fund entitled to vote thereon.
At November 30, 1997, the Advisor was the record owner of substantially
all of the outstanding shares of each Portfolio.
DISTRIBUTOR
ICC Distributors, Inc., P.O. Box 7558, Portland, Maine, 04101, serves as
Glenmede Fund's distributor.
CUSTODIAN
The Chase Manhattan Bank, N.A., Brooklyn, New York, serves as the
custodian of Glenmede Fund's assets.
TRANSFER AGENT
ICC, located at One South Street, Baltimore, Maryland 21202, acts as
Glenmede Fund's transfer agent.
INDEPENDENT ACCOUNTANTS
Coopers & Lybrand L.L.P., serves as independent accountants for Glenmede
Fund and will audit its financial statements annually.
REPORTS
Shareholders receive unaudited semi-annual financial statements and
audited annual financial statements.
COUNSEL
Drinker Biddle & Reath LLP, Philadelphia, Pennsylvania, serves as counsel
to Glenmede Fund.
--------------------
Shareholder inquiries regarding the Portfolios should be addressed to
Glenmede Fund at the address or telephone number stated on the cover page.
Shareholder inquiries regarding Institutional Shares of the Small
Capitalization Equity Portfolio should be addressed to Glenmede Fund at the
address or telephone number stated on the cover page.
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<PAGE>
BOARD MEMBERS AND OFFICERS
The business and affairs of Glenmede Fund are managed under the direction
of its Board. The following is a list of the Board members and officers of
Glenmede Fund and a brief statement of their principal occupations during the
past five years:
<TABLE>
<CAPTION>
Name and Address Age Principal Occupation During Past Five Years
- -------------------------------- ----- --------------------------------------------------------------------
<S> <C> <C>
H. Franklin Allen, Ph.D. 41 Director of Glenmede Fund; Trustee of The Glenmede Portfolios;
Finance Department Nippon Life Professor of Finance and Economics; Professor of
The Wharton School Finance and Economics from 1990-1996; Vice Dean and Director of
University of Pennsylvania Wharton Doctoral Programs from 1990-1993. He has been employed
Philadelphia, PA 19104-6367 by The University of Pennsylvania since 1980.
Willard S. Boothby, Jr. 76 Director of Glenmede Fund; Trustee of The Glenmede Portfolios;
600 East Gravers Lane Director, Penn Engineering & Manufacturing Corp.; Former Director
Wyndmoor, PA 19118 of Georgia-Pacific Corp.; Former Managing Director of Paine
Webber, Inc.
John W. Church, Jr.* 65 Chairman and Director of Glenmede Fund; Chairman and Trustee of
44 Wistar Road The Glenmede Portfolios; Retired, formerly the Executive Vice
Villanova, PA 19085 President and Chief Investment Officer of The Glenmede Trust
Company. Mr. Church was employed by The Glenmede Trust
Company from 1979-1997.
Francis J. Palamara 72 Director of Glenmede Fund; Trustee of The Glenmede Portfolios;
P.O. Box 44024 Trustee of Gintel Fund; Director of XTRA Corporation; Former
Phoenix, AZ 85064-4024 Executive Vice President--Finance of ARAMARK, Inc.
G. Thompson Pew, Jr.* 55 Director of Glenmede Fund; Trustee of The Glenmede Portfolios;
310 Caversham Road Director of The Glenmede Trust Company; Former Director of
Bryn Mawr, PA 19010 Brown & Glenmede Holdings, Inc.; Former Co-Director, Principal
and Officer of Philadelphia Investment Banking Co.; Former Director
and Officer of Valley Forge Administrative Services Company.
Mary Ann B. Wirts 46 President of Glenmede Fund; First Vice President and Manager of
One Liberty Place The Fixed Income Division of The Glenmede Trust Company. She
1650 Market Street, Suite 1200 has been employed by The Glenmede Trust Company since 1982.
Philadelphia, PA 19103
Kimberly C. Osborne 32 Executive Vice President of Glenmede Fund; Vice President of The
One Liberty Place Glenmede Trust Company. She has been employed by The Glenmede
1650 Market Street, Suite 1200 Trust Company since 1993. From 1992-1993, she was a Client
Philadelphia, PA 19103 Service Manager with Mutual Funds Service Company and from
1987-1992, a Client Administrator with The Vanguard Group, Inc.
Michael P. Malloy 38 Secretary of Glenmede Fund; Partner in the law firm of Drinker
Philadelphia National Bank Biddle & Reath LLP.
Building
1345 Chestnut Street
Philadelphia, PA 19107-3496
Edward J. Veilleux 54 Assistant Secretary of Glenmede Fund; Principal, BT Alex. Brown
One South Street Inc.; Executive Vice President of ICC.
Baltimore, MD 21202
Joseph A. Finelli 41 Treasurer of Glenmede Fund. He has been a Vice President of B.T.
One South Street Alex. Brown Inc. since 1995. Prior thereto, he was Vice President
Baltimore, MD 21202 and Treasurer of The Delaware Group.
</TABLE>
- ------------
*Board members Church and Pew are "interested persons" of Glenmede Fund as that
term is defined in the 1940 Act.
For additional information concerning remuneration of Board members see
"Management of the Funds" in the SAI.
19
<PAGE>
THE GLENMEDE FUND, INC.
One South Street, Baltimore, Maryland 21202
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Prospectus
Dated January 1, 1998
(as revised March 12, 1998)
Investment Advisor Administrator and Transfer Agent
The Glenmede Trust Company Investment Company Capital
Corp.
One Liberty Place One South Street
1650 Market Street, Suite 1200 Baltimore, Maryland 21202
Philadelphia, PA 19103
Distributor
ICC Distributors, Inc.
P.O. Box 7558
Portland, Maine 04101
- --------------------------------------------------------------------------------
Table of Contents
Page
-----
Expenses of the Portfolios ....................... 2
Financial Highlights ............................. 3
Performance Calculations ......................... 7
Investment Policies and Risk Factors ............. 7
Common Investment Policies and Risk
Factors ........................................ 10
Purchase of Shares ............................... 12
Redemption of Shares ............................. 12
Additional Information on the Purchase and
Redemption of Shares of the Portfolios ......... 13
Valuation of Shares .............................. 13
Dividends, Capital Gains Distributions and
Taxes .......................................... 13
Investment Advisor ............................... 15
Administrative, Transfer Agency and Divi-
dend Paying Services ........................... 15
Shareholder Servicing Plan ....................... 16
Investment Limitations ........................... 16
General Information .............................. 17
Board Members and Officers ....................... 19
No person has been authorized to give any information or to make any
representations not contained in this Prospectus, or in Glenmede Fund's
Statement of Additional Information, in connection with the offering made by
this Prospectus and, if given or made, such information or representations must
not be relied upon as having been authorized by Glenmede Fund or its
Distributor. This Prospectus does not constitute an offering by Glenmede Fund
or the Distributor in any jurisdiction in which such offering may not lawfully
be made.
