PARK AVENUE PORTFOLIO
PRES14A, 1997-10-10
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                             SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
                                (Amendment No. )

Filed by the Registrant  [X]

Filed by a party other than the Registrant  [ ]

Check the appropriate box:

[X]   Preliminary Proxy Statement       [ ]   Confidential, for Use of the 
                                              Commission Only (as permitted 
                                              by Rule 14a-6(e)(2))
[ ]   Definitive Proxy Statement

[ ]   Definitive Additional Materials

[ ]   Soliciting Material Pursuant to ss.240.14a-11(c) or ss.240.14a-12

                            The Park Avenue Portfolio
- --------------------------------------------------------------------------------
                (Name of Registrant as Specified In Its Charter)

                 Board of Trustees of The Park Avenue Portfolio
- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X]   No fee required.

[ ]   Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

      1)    Title of each class of securities to which transaction applies:

            ___________________________________________________________

      2)    Aggregate number of securities to which transaction applies:

            ___________________________________________________________

      3)    Per unit price or other underlying value of transaction computed
            pursuant to Exchange Act Rule 0-11. (Set forth the amount on which
            the filing fee is calculated and state how it was determined.)

            ___________________________________________________________

      4)    Proposed maximum aggregate value of transaction:

            ___________________________________________________________

      5)    Total fee paid:   ___________________________________________

[ ]   Fee paid previously with preliminary materials.

[ ]   Check box if any part of the fee is offset as provided by Exchange Act
      Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
      paid previously. Identify the previous filing by registration statement
      number, or the Form or Schedule and the date of its filing.

      1)    Amount Previously Paid:

            ___________________________________________________________

      2)    Form, Schedule or Registration Statement No.:

            ___________________________________________________________

      3)    Filing Party:

            ___________________________________________________________

      4)    Date Filed:

            ___________________________________________________________

<PAGE>


                                 Preliminary Copy

                            THE PARK AVENUE PORTFOLIO

                    THE GUARDIAN INVESTMENT QUALITY BOND FUND

                 201 Park Avenue South, New York, New York 10003

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

                    NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

                                December 15, 1997

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


      A special meeting of the shareholders of THE GUARDIAN INVESTMENT QUALITY
BOND FUND (the "Fund"), a series of THE PARK AVENUE PORTFOLIO, will be held on
Monday, December 15, 1997, at 9:30 a.m., New York time, for the following
purposes:

      1. To consider a proposal to amend the Fund's fundamental investment
      restriction with respect to borrowing, in order to permit the Fund to
      engage in dollar rolls, reverse repurchase agreements, and similar
      transactions;

      2. To consider a proposal to amend the Fund's fundamental investment
      restriction with respect to issuer diversification; and

      3. To transact such other business as may properly come before the meeting
      or any adjournment thereof.

      The meeting will be held at the offices of The Guardian Life Insurance
Company of America, 201 Park Avenue South, Mezzanine Floor, New York, New York
10003.

      You are entitled to notice of and to vote at the meeting, and any
adjournments thereof, if you owned or had a voting interest in shares of the
Fund at the close of business on October 31, 1997.

                                    By order of the Board of Trustees,

                                    Joseph A. Caruso, Secretary

November ___, 1997
<PAGE>

             YOUR VOTE IS IMPORTANT NO MATTER HOW MANY SHARES YOU OWN

      Please indicate your voting instructions on the enclosed proxy card, date
and sign the proxy card, and return it in the accompanying postage-paid
envelope. If you sign and date your proxy card but do not provide voting
instructions, your shares will be voted FOR all of the proposals. If you are
entitled to vote the shares in more than one shareholder account, to vote all
your shares you must complete and return a separate proxy card for each account
in which you have an interest.

      Please help us to avoid unnecessary expense by completing and mailing your
proxy card promptly.
<PAGE>

                                 Preliminary Copy

                            THE PARK AVENUE PORTFOLIO

                    THE GUARDIAN INVESTMENT QUALITY BOND FUND

                 201 Park Avenue South, New York, New York 10003

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

               PROXY STATEMENT FOR SPECIAL MEETING OF SHAREHOLDERS

                                December 15, 1997

TO THE SHAREHOLDERS:

      A special meeting of shareholders of The Guardian Investment Quality Bond
Fund (the "Fund") will be held on December 15, 1997 at 9:30 a.m., New York time,
at 201 Park Avenue South, Mezzanine Floor, New York, New York 10003, to consider
the proposals listed below. This Proxy Statement describes the proposals to be
considered and voted upon at the Special Meeting or any adjournment thereof, and
will be first mailed to shareholders on or about [November 4], 1997.

      You are entitled to notice of and to vote at the Special Meeting, and any
adjournments thereof, if you owned or had a voting interest in shares of the
Fund at the close of business on October 31, 1997 (the "Record Date"). All
shares of the Fund will be voted together as one class.

      Please indicate your voting instructions on the enclosed proxy card, date
and sign the proxy card, and return it in the accompanying postage-paid
envelope. If you sign and date your proxy card but do not provide voting
instructions, your shares will be voted FOR each of the proposals. If you are
entitled to vote the shares in more than one shareholder account, to vote all
your shares you must complete and return a separate proxy card for each account
in which you have an interest. You may revoke a proxy card by submitting a
subsequent proxy card before the Meeting, by timely written notice, or by
attending and voting at the Meeting.

      As of the Record Date, there were ___________ Class A shares of the Fund
outstanding. The Fund does not offer any other class of shares. Each full share
of the Fund is entitled to one vote and fractional shares are entitled to
proportionate fractional votes.


                                      -1-
<PAGE>

      As of the Record Date, Guardian Investor Services Corporation ("GISC"),
the Fund's investment adviser, owned _________ Class A shares, and The Guardian
Life Insurance Company of America ("Guardian Life"), GISC's indirect parent,
owned __________ Class A shares of the Fund. The principal address of GISC and
Guardian Life is 201 Park Avenue South, New York, New York 10003. Together, such
parties owned ___% of the Fund's shares and intend to vote such shares FOR the
proposals presented. [NOTE: If Guardian and GISC own a majority of shares on
10/31/97, so state.] In addition, ___________ shares of the Fund were owned on
the Record Date by The Guardian Asset Allocation Fund, a "fund of funds", which
intends to vote its shares in proportion to the votes cast by the other
shareholders of the Fund who are not affiliated with Guardian Life or GISC.
Management does not know of any other person who beneficially owned 5% or more
of the Fund's shares as of the Record Date.

      The presence in person or by proxy of the holders of a majority of the
shares of the Fund entitled to be voted at the Meeting is required to establish
a quorum at the Meeting. If sufficient votes have not been received FOR either
proposal, an adjournment of the Meeting may be proposed to permit further
solicitation of proxies. The persons named as proxies will vote those shares
which they are entitled to vote in their best judgment on the issue of
adjournment.

      In tallying shareholder votes, abstentions and broker non-votes (i.e.,
proxies sent in by brokers and other nominees which cannot be voted because
instructions have not been received from the beneficial owners) will be
considered to be entitled to be voted on both proposals, but will not be counted
as affirmative votes for the purposes of determining the requisite number of
votes for approval; in effect, they will be counted as votes against each
proposal.

      The expenses of this proxy solicitation will be paid by the Fund. The
solicitation of proxies will be made primarily by mail, but also may include
telephone or oral communication by officers of the Fund or GISC, or by regular
employees of Guardian Life, none of whom will receive compensation from the Fund
for their participation in the solicitation. The Fund has retained the services
of Management Information Services Corporation to mail the proxy materials and
tabulate the votes received. The expenses associated with using the services of
this firm cannot be reasonably estimated at this time. However, any such
expenses will be paid by the Fund. Failure of a quorum to be present in person
or by proxy at the Meeting will result in additional expenses to the Fund.

      The annual report of The Park Avenue Portfolio (the "Portfolio") for the
year ended December 31, 1996, and the semi-annual report for the six months
ended June 30, 1997, contain the financial statements of the Fund and can be
obtained without charge by calling GISC at 1-800-221-3253 or by writing to GISC
at 201 Park Avenue South, New York, New York 10003.

                                   * * * * * *


                                      -2-
<PAGE>

                                 PROPOSAL NO. 1
                      APPROVAL OF AMENDMENT TO THE FUND'S
                       FUNDAMENTAL INVESTMENT RESTRICTION
                             RELATING TO BORROWINGS

      At a meeting held on September 25, 1997, the Fund's Board of Trustees
approved an amendment to the Fund's fundamental investment restriction relating
to borrowing, and recommended the amendment for approval by the affirmative
vote of the required majority of the Fund's outstanding shares. If adopted, the
amended restriction would liberalize the Fund's current restrictions on
borrowings to permit the Fund to engage in dollar roll and reverse repurchase
agreement transactions. The Fund's management believes that the ability to enter
into these transactions will provide more investment flexibility to GISC, the
Fund's investment adviser, and may enhance the Fund's performance.

      In a dollar roll transaction, the Fund would sell mortgage-backed or other
securities for delivery in the current month and simultaneously enter into a
contract to purchase substantially similar securities on a specified future
date. Where a dollar roll transaction involves mortgage-backed securities, the
securities that are to be purchased will be of the same type and have the same
coupon rate as the sold securities, but will be supported by different pools of
mortgages. The Fund would forego principal and interest paid on the sold
securities during the "roll" period, but would be compensated by the difference
between the current sales price and the lower forward price for the future
purchase. In addition, the Fund can earn interest by investing the transaction
proceeds during the roll period.

      In a reverse repurchase agreement transaction, the Fund would sell
securities to a bank or securities dealer and agree to repurchase them at an
agreed time and price that reflects a market rate of interest. Reverse
repurchase agreements involve the risk that the buyer of the sold securities
might be unable to deliver them when the Fund seeks to repurchase the
securities. If the buyer files for bankruptcy or becomes insolvent, the buyer
(or its representative) may ask for and receive an extension of time to decide
whether to enforce the Fund's repurchase obligation. The Fund's use of the
reverse repurchase agreement's transaction proceeds may be restricted pending
such decision.

      The Fund will normally use the proceeds of dollar roll and reverse
repurchase agreement transactions to maintain offsetting positions in securities
or repurchase agreements that mature on or before the settlement date for the
related dollar rolls or reverse repurchase agreements. The market value of
securities sold under reverse repurchase agreements is typically greater than
the transaction proceeds, so the value of the securities acquired with such
proceeds will be lower than the value of the sold securities.

      Both dollar rolls and reverse repurchase agreements may involve leveraging
of the Fund's assets. The Fund is leveraged when more than 100% of its assets
are invested or


                                      -3-
<PAGE>

committed, which would occur when the proceeds of dollar rolls or reverse
repurchase agreements are invested in an attempt to increase the Fund's income.
To minimize the risks typically associated with leverage, the Fund will maintain
either cash equivalents or liquid debt securities that are marked to market
daily in a segregated account with its custodian, in an amount equal to its
forward purchase obligation, whenever it enters into dollar rolls or reverse
repurchase agreements. Segregating assets will put a practical limit on the
extent to which the Fund may engage in these transactions because it will limit
the Fund's ability to pursue other investment opportunities.

      Since dollar roll and reverse repurchase agreement transactions are
considered to be borrowings, they are subject to the Fund's fundamental
investment restriction relating to borrowings. The Fund's present restriction on
borrowings effectively precludes the Fund from engaging in these transactions
because it prohibits borrowings for purposes other than meeting temporary
emergency needs. For this reason, the Board of Trustees recommends that you
adopt the proposal to amend the Fund's current fundamental investment
restriction relating to borrowings.

      The Fund's current fundamental investment restriction relating to
borrowings provides that:

      [The Fund may not ... ] borrow money, except that the Fund may borrow up
      to 10% of the value of its total assets as a temporary measure for
      extraordinary or emergency needs, such as enabling the Fund to meet
      redemption requests which might otherwise require the sale of portfolio
      securities at a time when it is not in the Fund's best interests. The Fund
      may not, however, borrow money for investment purposes.

      As proposed, the amended version of this fundamental investment
restriction would read as follows:

      [The Fund may not ... ] borrow money, except that the Fund may (i) borrow
      up to 10% of the value of its total assets (not including the amount
      borrowed) for temporary or emergency purposes; and (ii) engage in reverse
      repurchase agreements, dollar rolls or other transactions which may
      involve a borrowing from banks or other persons, provided that the
      aggregate amount involved in all such transactions shall not exceed 33
      1/3% of the value of the Fund's total assets (including the amount
      borrowed) less liabilities (other than borrowings) or such other
      percentage permitted by law. (Revised language is in italics.)

      If approved, the primary effect of this amended fundamental investment
restriction would be to allow the Fund to borrow up to 33 1/3% (or a greater
amount if permitted by law) of its total assets (including the amount borrowed)
less liabilities (other than borrowings) through transactions which may involve
borrowings. As currently interpreted by the Securities and Exchange Commission
("SEC"), the Investment


                                      -4-
<PAGE>

Company Act of 1940 (the "1940 Act") limits borrowing by mutual funds to 33 1/3%
of total assets, less liabilities.

      Additionally, the proposed amendment would provide more investment
flexibility to GISC in managing the Fund's portfolio. As a result, as long as it
is consistent with the Fund's investment objective, GISC could pursue investment
strategies that it must forego under the Fund's current fundamental investment
restriction.

Required Vote

      The amendment to the Fund's fundamental investment restriction for
borrowings must be approved by the affirmative vote of a majority of the Fund's
outstanding voting shares entitled to vote at the meeting, within the meaning of
the 1940 Act. The required majority is the lesser of (1) 67% or more of the
shares present at the meeting, if at least 50% of the outstanding shares
entitled to vote are present or represented by proxy; or (2) more than 50% of
the outstanding shares of the Fund entitled to vote at the meeting. If the
proposal fails to attract the required vote for approval, the current
fundamental investment restriction will remain in effect.

                         THE BOARD OF TRUSTEES RECOMMENDS
                       THAT YOU VOTE "FOR" PROPOSAL NO. 1.

                                   * * * * * *

                                  PROPOSAL NO. 2

                       APPROVAL OF AMENDMENT TO THE FUND'S
                        FUNDAMENTAL INVESTMENT RESTRICTION
                         REGARDING ISSUER DIVERSIFICATION

      The Fund is a "diversified" mutual fund under the 1940 Act, which means
that the Fund (1) may invest only a limited percentage of its assets in the
securities of a single issuer, and (2) may acquire a limited percentage of the
securities of any issuer. The 1940 Act provides that a diversified fund may,
with respect to 75% of its total assets, invest no more than 5% of its assets in
the securities of any single issuer or acquire more than 10% of the outstanding
voting securities of any issuer. For the remaining 25% of total assets, the 1940
Act permits a diversified fund to invest without regard to these 5% and 10%
limitations. In effect, the 1940 Act provides that diversified mutual funds may
establish a "basket" of up to 25% of assets which may be invested without regard
to the per issuer limitations.


                                      -5-
<PAGE>

      The Fund's current fundamental investment restriction relating to
diversification is more limiting than the requirements of the 1940 Act. The
Fund's investment restriction imposes the percentage limitations on investment
in a single issuer with respect to 100% of the Fund's assets, rather than 75%,
as permitted by the 1940 Act. As a result, the Fund lacks the full flexibility
provided by the 1940 Act. The Fund is seeking your approval to amend this
restriction to enable the Fund to take advantage of the "25% basket", while
remaining fully diversified with respect to 75% of its assets. If the amendment
is approved, the Fund would gain greater investment flexibility, while
maintaining its status under the 1940 Act as a diversified Fund.

      The Fund does not intend to invest more than 5% of its assets in any
single issuer on a routine basis. Rather, the proposed amendment is intended to
facilitate the Fund's ability to pursue attractive investment opportunities in
certain securities markets, such as the market for asset-backed securities.
Currently, the 5% per issuer limitation can restrict the Fund's ability to
purchase certain securities that are subject to a legal determination under the
1940 Act as to the identity of the "issuer" of the securities. This analysis is
necessary to determine whether the purchase would cause the Fund to have more
than 5% of its assets invested in a single issuer. This analysis can be highly
technical and time-consuming, with the result that the opportunity to purchase
the securities at a favorable price may be lost. Management believes that the
Fund would benefit by the amended investment restriction to the extent that the
Fund is given additional flexibility, within the 25% basket, to invest in these
types of securities as the opportunities arise.

      If the amendment is approved and the Fund then invests more than 5% of its
assets in any one security, the Fund will encounter additional risk associated
with the greater impact of a single security on its performance. Although this
risk cannot be eliminated, GISC will endeavor to minimize this risk in selecting
portfolio investments for the Fund.

      Currently, the Fund's fundamental investment restriction relating to
issuer diversification provides that:

      [The Fund may not ... ] invest more than 5% of the value of its total
      assets in the securities of any one issuer or purchase more than 10% of
      the outstanding voting securities, or any other class of securities, of
      any one issuer. For purposes of this restriction, all outstanding debt 
      securities of an issuer are considered as one class, and all preferred
      stock of an issuer is considered as one class. This restriction does not
      apply to obligations issued or guaranteed by the U.S. government, its
      agencies or instrumentalities.


                                      -6-
<PAGE>

      As proposed, the amended fundamental investment restriction would read as
follows:

      [The Fund may not ... ], with respect to 75% of its total assets, invest
      more than 5% of the value of its total assets in the securities of any one
      issuer or purchase more than 10% of the outstanding voting securities, or
      any other class of securities, of any one issuer. For purposes of this
      restriction, all outstanding debt securities of an issuer are considered
      as one class, and all preferred stock of an issuer is considered as one
      class. This restriction does not apply to obligations issued or guaranteed
      by the U.S. government,  its agencies or instrumentalities. (New language
      is in italics.)

      The Trustees have approved the amendment to this investment restriction,
and recommend that shareholders approve the amendment at the Special Meeting.
The Trustees believe that adoption of this amended fundamental investment
restriction would be in the best interests of shareholders.

Required Vote

      The amendment to the Fund's fundamental investment restriction regarding
issuer diversification must be approved by the affirmative vote of a majority of
the Fund's outstanding voting shares entitled to vote at the meeting, within the
meaning of the 1940 Act. The required majority is the lesser of (1) 67% or more
of the shares present at the meeting, if at least 50% of the outstanding shares
entitled to vote are present or represented by proxy; or (2) more than 50% of
the outstanding shares of the Fund entitled to vote at the meeting. If the
proposal fails to attract the required vote for approval, the current
fundamental investment restriction will remain in effect.

                         THE BOARD OF TRUSTEES RECOMMENDS
                       THAT YOU VOTE "FOR" PROPOSAL NO. 2.

                                   * * * * * *

                        Investment Adviser and Distributor

      Guardian Investor Services Corporation ("GISC"), 201 Park Avenue South,
New York, New York 10003, serves as investment adviser and distributor for the
Fund. GISC is a wholly-owned subsidiary of The Guardian Insurance & Annuity
Company, Inc., which is a wholly-owned subsidiary of Guardian Life.

                         Future Meetings of Shareholders

      As a Massachusetts business trust, the Portfolio is not required to hold
Annual Meetings of Shareholders and does not plan to do so. The Board of
Trustees may call Special Meetings of Shareholders from time to time for action
by shareholder vote as may be required by the 1940 Act or the Portfolio's
Declaration of Trust.


                                      -7-
<PAGE>

                                  Other Matters

      The Trustees know of no other matters to be presented at the Meeting.
However, if any other business should properly come before the Meeting, it is
intended that the persons named in the enclosed proxy will vote the shares of
the Fund with respect to such matters in their discretion.


                                          By order of the Board of Trustees,


                                          Joseph A. Caruso
                                          Secretary

Dated: November __, 1997


                                      -8-
<PAGE>

                                 Preliminary Copy

                            THE PARK AVENUE PORTFOLIO
                              201 Park Avenue South
                             New York, New York 10003

November __, 1997

Dear Shareholder:

      I am writing to inform you that a special meeting of shareholders of The
Guardian Investment Quality Bond Fund will be held on Monday, December 15, 1997
to vote on two important proposals. This package contains information about the
proposals and materials for you to use when voting by mail.

      The primary purpose of the Special Meeting is to seek your approval to
change two of the Fund's fundamental investment restrictions. Management
believes these changes will provide the Fund with greater flexibility in its
investments, and may enhance the Fund's returns. The first proposed change would
enable the Fund to engage in investment techniques called "dollar rolls" and
"reverse repurchase agreements". The second change would allow the Fund to
invest a greater percentage of its assets in a single issuer, so that the Fund
will have the full flexibility provided by law. Each of these proposals is
described in the enclosed Proxy Statement.

      Please vote and return your proxy promptly. Your vote is essential, no
matter how many shares you own. Your prompt vote will eliminate the need to send
additional mailings at a later time to increase voter participation.

      Your participation is important. Everything you need in order to vote by
mail is enclosed. You are entitled to one vote for each share you own.
Fractional votes will be counted. To cast your vote, simply record your
instructions on the enclosed card. If you are entitled to vote the shares in
more than one shareholder account, you must complete and return a separate card
for each account in which you have an interest. Be sure to date and sign each
card before mailing it in the enclosed postage-paid envelope. If you date, sign
and return your card, but do not record your votes, your shares will be voted
FOR both proposals.

      We appreciate your careful consideration of the proposals described in the
enclosed proxy statement and thank you for your participation in this important
initiative for your Guardian fund.

                                                Sincerely,

                                                Joseph D. Sargent, CLU
                                                Chairman
<PAGE>

                            THE PARK AVENUE PORTFOLIO

                    The Guardian Investment Quality Bond Fund

           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES.

The undersigned, revoking any previously executed proxies, hereby appoints Frank
J. Jones, Thomas R. Hickey, Jr. and Frank L. Pepe as proxies, each with the
power of substitution, and hereby authorizes each of them to represent and to
vote all shares of The Guardian Investment Quality Bond Fund held of record by
the undersigned on October 31, 1997 on each of the proposals specified on the
reverse side, and upon any other business that may properly come before the
Special Meeting of Shareholders to be held at 201 Park Avenue South, Mezzanine
Floor, New York, NY 10003 on December 15, 1997 at 9:30 a.m. New York time and at
any adjournments thereof.

Receipt of the Notice of Special Meeting and the accompanying Proxy Statement
which describes the matters to be considered and voted on is hereby
acknowledged.

                                       Date_______________________________, 1997

                                       PLEASE sign exactly as your name(s)
                                       appear(s) on your account and this
                                       proxy card. When signing as attorney,
                                       executor, trustee, administrator,
                                       guardian, etc., please give full
                                       title. Corporate, partnership and
                                       trust owners should have this proxy
                                       signed by an authorized person, and
                                       that person's title should be given.


                                       ----------------------------------------
                                       Signature(s) and, if applicable, Title(s)

                                       PLEASE SIGN, DATE, AND RETURN PROMPTLY IN
                                         THE ENCLOSED POSTAGE-PAID ENVELOPE.
<PAGE>

THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED BY THE
ACCOUNT HOLDER. IF YOU SIGN AND DATE THIS PROXY CARD, BUT DO NOT SPECIFY YOUR
VOTE BELOW, THE PERSONS NAMED AS PROXIES WILL VOTE YOUR SHARES FOR EACH
PROPOSAL. IF SHARES OF THE FUND ARE HELD IN MORE THAN ONE ACCOUNT IN YOUR NAME,
A SEPARATE PROXY CARD IS PROVIDED FOR EACH ACCOUNT IN WHICH YOU OWNED SHARES AS
OF OCTOBER 31, 1997. PLEASE SIGN, DATE AND RETURN ALL PROXY CARDS RECEIVED IN
THE ENCLOSED POSTAGE-PAID ENVELOPE. PLEASE REFER TO THE PROXY STATEMENT FOR A
DISCUSSION OF EACH PROPOSAL.

The proxies named herein will vote the shares of The Guardian Investment Quality
Bond Fund held of record by the person whose signature appears on the reverse
side of this card in accordance with the voting procedures described in the
accompanying proxy statement.

Please vote by filling in the appropriate boxes below, as shown, using blue or
black ink or dark pencil. Do not use red ink. |_|

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

                                                       FOR    AGAINST    ABSTAIN

1.    To amend The Guardian Investment Quality         |_|      |_|        |_|
      Bond Fund's fundamental investment 
      restriction with respect to borrowing.

2.    To amend The Guardian Investment Quality         |_|      |_|        |_|
      Bond Fund's fundamental investment  
      restriction with respect to issuer 
      diviersification.

Please complete this proxy card today. Your prompt response will save the
expense of additional mailings.


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