DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS INC, 497, 1996-05-01

DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS INC
497, 1996-05-01

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<PAGE> 1
INTERNATIONAL EQUITY FUND PROSPECTUS

GLOBAL BOND FUND MAY 1, 1996

GLOBAL ASSETS FUND
EMERGING MARKETS FUND

A CLASS SHARES
B CLASS SHARES
C CLASS SHARES

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

1818 MARKET STREET, PHILADELPHIA, PA 19103

FOR PROSPECTUS AND PERFORMANCE: NATIONWIDE 800-523-4640

INFORMATION ON EXISTING ACCOUNTS: (SHAREHOLDERS ONLY)
NATIONWIDE 800-523-1918

DEALER SERVICES: (BROKER/DEALERS ONLY)
NATIONWIDE 800-362-7500

REPRESENTATIVES OF FINANCIAL INSTITUTIONS:
NATIONWIDE 800-659-2259

Delaware Group Global & International Funds, Inc. ("Global Funds, Inc.")
is a professionally-managed mutual fund of the series type. This Prospectus
describes shares of the International Equity Series (the "International Equity
Fund"), the Global Bond Series (the "Global Bond Fund"), the Global Assets
Series (the "Global Assets Fund") and the Emerging Markets Series (the
"Emerging Markets Fund") (individually, a "Fund" and collectively, the
"Funds"). The International Equity Fund's objective is to achieve long-term
growth without undue risk to principal. This Fund seeks to achieve its
objective by investing primarily in securities that provide the potential for
capital appreciation and income. The Global Bond Fund's objective is to
achieve current income consistent with the preservation of principal. This
Fund seeks to achieve its objective by investing primarily in fixed income
securities that may also provide the potential for capital appreciation. The
Global Assets Fund's objective is to achieve long-term total return. This Fund
seeks to achieve its objective by investing in securities which, in Delaware
International Advisers Ltd.'s ("Delaware International" or the "Manager")
opinion, will provide higher current income than a portfolio comprised
exclusively of equity securities, along with the potential for capital growth.
This Fund will invest in both equity and fixed income securities. The Emerging
Markets Fund's objective is to achieve long-term capital appreciation. This
Fund seeks to achieve its objective by investing primarily in equity securities
of issuers located or operating in emerging countries. See Investment
Objectives and Strategies.

Each Fund offers three retail classes of shares: "Class A Shares,"
"Class B Shares" and "Class C Shares" (individually, a "Class" and
collectively, the "Classes"). These alternatives permit an investor to choose
the method of purchasing shares that is most suitable for his or her needs.

Class A Shares may be purchased at the public offering price, which is
equal to the next determined net asset value per share, plus a front-end sales
charge. Class A Shares are subject to a maximum front-end sales charge of
4.75% and annual 12b-1 Plan expenses of up to .30%.

Class B Shares may be purchased at a price equal to the next determined
net asset value per share. Class B Shares are subject to a contingent deferred
sales charge ("CDSC") which may be imposed on redemptions made within six years
of purchase and annual 12b-1 Plan expenses of 1% which are assessed against the
Class B Shares for approximately eight years after purchase. See Automatic
Conversion of Class B Shares under Classes of Shares.

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<PAGE> 2

Class C Shares may be purchased at a price equal to the next determined
net asset value per share. Class C Shares are subject to a CDSC which may be
imposed on redemptions made within 12 months of purchase and annual 12b-1 Plan
expenses of 1%, which are assessed against Class C Shares for the life of the
investment.

In choosing the most suitable Class, an investor should consider the
differences among the three Classes, including the effects of sales charges and
12b-1 Plan expenses, given the amount of the purchase and the length of time
the investor expects to hold the shares, among other circumstances. See
Summary of Expenses and Classes of Shares.

This Prospectus relates only to the Classes and sets forth information
that you should read and consider before you invest. Please retain it for
future reference. Part B of Global Funds, Inc.'s registration statement, dated
May 1, 1996, as it may be amended from time to time, contains additional
information about Global Funds, Inc.'s four Funds and has been filed with the
Securities and Exchange Commission. Part B is incorporated by reference into
this Prospectus and is available, without charge, by writing to Delaware
Distributors, L.P. at the above address or by calling the above numbers. With
the exception of the Emerging Markets Fund, each Fund's financial statements
appear in its Annual Report, for the fiscal year ended November 30, 1995, which
will accompany any response to requests for Part B. The Emerging Markets Fund
was not offered to the public prior to the date of this Prospectus.

Each Fund also offers an Institutional Class, which is available for
purchase only by certain investors. A prospectus for the Funds' Institutional
Classes can be obtained by writing to Delaware Distributors, L.P. at the above
address or by calling the above numbers.

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<PAGE> 3
TABLE OF CONTENTS

<TABLE>
<S> <C>
COVER PAGE CLASSES OF SHARES
SYNOPSIS HOW TO BUY SHARES
SUMMARY OF EXPENSES REDEMPTION AND EXCHANGE
FINANCIAL HIGHLIGHTS DIVIDENDS AND DISTRIBUTIONS
INVESTMENT OBJECTIVES AND STRATEGIES TAXES
SUITABILITY CALCULATION OF OFFERING PRICE AND
INVESTMENT STRATEGY NET ASSET VALUE PER SHARE
SPECIAL RISK CONSIDERATIONS MANAGEMENT OF THE FUNDS
THE DELAWARE DIFFERENCE OTHER INVESTMENT POLICIES AND
PLANS AND SERVICES RISK CONSIDERATIONS
RETIREMENT PLANNING APPENDIX A--INVESTMENT ILLUSTRATIONS
APPENDIX B--RATINGS
</TABLE>

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.

BE SURE TO CONSULT YOUR FINANCIAL ADVISER WHEN MAKING INVESTMENTS. MUTUAL
FUNDS CAN BE A VALUABLE PART OF YOUR FINANCIAL PLAN; HOWEVER, SHARES OF THE
FUNDS ARE NOT FDIC OR NCUSIF INSURED, ARE NOT GUARANTEED BY ANY BANK OR ANY
CREDIT UNION, ARE NOT OBLIGATIONS OF ANY BANK OR ANY CREDIT UNION, AND INVOLVE
INVESTMENT RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL. SHARES OF THE FUNDS
ARE NOT BANK OR CREDIT UNION DEPOSITS.

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<PAGE> 4
SYNOPSIS

INVESTMENT MANAGER, DISTRIBUTOR AND SERVICE AGENT
Delaware International Advisers Ltd. ("Delaware International" or the
"Manager") is the investment manager for each Fund and, in that capacity,
provides investment advice to each Fund. Delaware Management Company, Inc.
("Delaware" or the "Sub-Adviser") is the investment sub-adviser for the Global
Assets Fund and, in that capacity, provides investment advice on U.S.
securities. Delaware Distributors, L.P. (the "Distributor") is the national
distributor for each Fund and for all of the other mutual funds in the Delaware
Group. Delaware Service Company, Inc. (the "Transfer Agent") is the
shareholder servicing, dividend disbursing and transfer agent for each Fund and
for all of the other mutual funds in the Delaware Group. See Management of the
Funds.

SALES CHARGES

The price of Class A Shares includes a maximum front-end sales charge of
4.75% of the offering price, which, based on the net asset values of the Class
A Shares as of the end of the Global Funds, Inc.'s most recent fiscal year,
(which for the Emerging Markets Fund is a date prior to commencement of its
operations) is equivalent to 5.01% of the amount invested for International
Equity Fund A Class, 4.96% for Global Assets Fund A Class, 4.99% for Global
Bond Fund A Class and 4.95% for Emerging Markets Fund A Class. The front-end
sales charges are reduced on certain transactions of at least $100,000 but
under $1,000,000. There is no front-end sales charge on purchases of
$1,000,000 or more. Class A Shares are subject to annual 12b-1 Plan expenses.

The price of Class B Shares is equal to the net asset value per share.
Class B Shares are subject to a CDSC of: (i) 4% if shares are redeemed within
two years of purchase; (ii) 3% if shares are redeemed during the third or
fourth year following purchase; (iii) 2% if shares are redeemed during the
fifth year following purchase; and (iv) 1% if shares are redeemed during the
sixth year following purchase. Class B Shares are subject to annual 12b-1 Plan
expenses for approximately eight years after purchase. See Automatic
Conversion of Class B Shares under Classes of Shares.
The price of Class C Shares is equal to the net asset value per share.
Class C Shares are subject to a CDSC of 1% if shares are redeemed within 12
months of purchase. Class C Shares are subject to annual 12b-1 Plan expenses
for the life of the investment.
See Classes of Shares and Distribution (12b-1) and Service under
Management of the Funds.

PURCHASE AMOUNTS

Generally, the minimum initial investment in any Class is $1,000.
Subsequent investments must generally be at least $100.

Each purchase of Class B Shares is subject to a maximum purchase
limitation of $250,000. For Class C Shares, each purchase must be in an amount
that is less than $1,000,000. An investor may exceed these maximum purchase
limitations for Class B Shares and Class C Shares by making cumulative
purchases over a period of time. An investor should keep in mind, however,
that reduced front-end sales charges apply to investments of $100,000 or more
in Class A Shares, which are subject to lower annual 12b-1 Plan expenses than
Class B and Class C Shares and generally are not subject to a CDSC. The
minimum and maximum purchase amounts for retirement plans may vary. See How to
Buy Shares.

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<PAGE> 5
INVESTMENT OBJECTIVES

International Equity Fund--The investment objective of the International
Equity Fund is to achieve long-term growth without undue risk to principal.
This Fund seeks to achieve its objective by investing primarily in equity
securities that provide the potential for capital appreciation and income. The
Fund is an international fund. As such, at least 65% of the Fund's assets will
be invested in equity securities of issuers organized or having a majority of
their assets in or deriving a majority of their operating income in at least
three different countries outside of the United States.

Global Bond Fund--The investment objective of the Global Bond Fund is to
achieve current income consistent with preservation of principal. This Fund
seeks to achieve its objective by investing primarily in fixed income
securities that may also provide the potential for capital appreciation. The
Fund is a global fund. As such, at least 65% of the Fund's assets will be
invested in fixed income securities of issuers organized or having a majority
of their assets in or deriving a majority of their operating income in at least
three different countries, one of which may be the United States.

Global Assets Fund--The investment objective of the Global Assets Fund
is to achieve long-term total return. This Fund seeks to achieve its objective
by investing in securities which, in the Manager's or Sub-Adviser's opinion,
will provide higher current income than a portfolio comprised exclusively of
equity securities, along with the potential for capital growth. The Fund will
invest in both equity and fixed income securities. The Fund is a global fund.
As such, at least 65% of the Fund's assets will be invested in securities of
issuers organized or having a majority of their assets in or deriving a
majority of their operating income in at least three different countries, one
of which may be the United States. It is anticipated that a portion of the
Fund's assets may be invested in warrants.

Emerging Markets Fund--The investment objective of the Emerging Markets
Fund is to achieve long-term capital appreciation. This Fund seeks to achieve
its objective by investing primarily in equity securities of issuers located or
operating in emerging countries. The Fund is an international fund. As such,
under normal market conditions, at least 65% of the Fund's assets will be
invested in equity securities of issuers organized or having a majority of their
assets or deriving a majority of their operating income in at least three
different countries which are considered to be emerging or developing.

For further details, see Investment Objectives and Strategies.

OPEN-END INVESTMENT COMPANY
Global Funds, Inc., which was organized as a Maryland corporation in
1991, is an open-end, registered management investment company. The
International Equity Fund operates as a diversified fund as defined under the
Investment Company Act of 1940 (the "1940 Act"). The Global Bond Fund, the
Global Assets Fund and the Emerging Markets Fund operate as nondiversified
funds as defined under the 1940 Act. See Shares under Management of the Funds.

INVESTMENT MANAGEMENT FEES

Delaware International furnishes investment management services to each
Fund, subject to the supervision and direction of Global Funds, Inc.'s Board of
Directors. Under the Investment Management Agreement between each of the
International Equity Fund, the Global Bond Fund and the Global Assets Fund and
Delaware International, the annual compensation paid to Delaware International
is equal to .75% of a Fund's average daily net assets, less a proportionate
share of all directors' fees paid to the unaffiliated directors by the Funds.
Under the Investment Management Agreement between the Emerging Markets Fund and
Delaware International, the annual compensation paid to Delaware International
is equal to 1.25% of the Fund's average daily net assets. The fees paid to
Delaware International, while higher than

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<PAGE> 6
the advisory fees paid by other mutual funds in general, are comparable to fees
paid by other mutual funds with similar objectives and policies. Delaware
International has entered into a sub-advisory agreement with Delaware with
respect to the management of the Global Assets Fund's investments in high
yield, high risk U.S. securities. Delaware will receive from Delaware
International 25% of the investment management fees under Delaware
International's Investment Management Agreement with Global Funds, Inc. on
behalf of the Global Assets Fund. See Management of the Funds.

REDEMPTION AND EXCHANGE
Class A Shares of each Fund may be redeemed or exchanged at the net
asset value calculated after receipt of the redemption or exchange request.
Neither the Funds nor the Distributor assesses a charge for redemptions or
exchanges of Class A Shares, except for certain redemptions of shares purchased
at net asset value, which may be subject to a CDSC if a dealer's commission was
paid in connection with such purchases. See Front-End Sales Charge Alternative
- - Class A Shares under Classes of Shares.

Class B Shares and Class C Shares may be redeemed or exchanged at the
net asset value calculated after receipt of the redemption or exchange request
subject, in the case of redemptions, to any applicable CDSC. Neither the Funds
nor the Distributor assesses any charges other than the CDSC for redemptions or
exchanges of Class B Shares or Class C Shares. There are certain limitations
on an investor's ability to exchange shares between the various classes of
shares that are offered. See Redemption and Exchange.

RISK FACTORS
Prospective investors should consider a number of factors:
1. Investing in securities of non-United States companies which are
generally denominated in foreign currencies and the utilization of forward
foreign currency exchange contracts involve certain risk and opportunity
considerations not typically associated with investing in United States
companies. See Special Risk Considerations and Other Investment Policies and
Risk Considerations.

2. Each Fund has the right to engage in options and futures
transactions for hedging purposes, to counterbalance portfolio volatility. In
connection with futures transactions, the Funds will maintain certain
collateral in special accounts established by futures commission merchants in
the care of The Chase Manahattan Bank, N.A. (the "Custodian Bank"). While the
Funds do not engage in options and futures for speculative purposes, there are
risks which result from the use of these instruments, and an investor should
carefully review the descriptions of these risks in this Prospectus. Certain
options and futures may be considered to be derivative securities. See Options
and Futures Contracts and Options on Futures Contracts under Other Investment
Policies and Risk Considerations.

3. The Global Bond Fund may invest in interest rate swaps for
hedging purposes which could subject the Fund to increased risks. Interest
rate swaps may be considered to be derivative securities. See Interest Rate
Swaps under Other Investment Policies and Risk Considerations.
4. The Global Assets Fund may invest up to 15% of its assets in high
yield, high risk U.S. fixed income securities ("junk bonds"), and the Emerging
Markets Fund may invest up to 35% of its assets in high yield, high risk
foreign fixed income securities, including Brady Bonds. Consequently, greater
risks may be involved with an investment in these Funds. See High Yield, High
Risk Securities under Investment Strategy.
5. Each Fund may invest in the markets of certain emerging
countries, and the Emerging Markets Fund will invest primarily in issuers
located or operating in markets of emerging countries. These markets may be
subject to a greater degree of economic, political and social instability than
is the case in the United States, Western European and other developed markets.
See Special Risk Considerations.

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<PAGE> 7

6. While the Global Bond Fund, the Global Assets Fund and the
Emerging Markets Fund each intend to seek to qualify as a "diversified"
investment company under provisions of Subchapter M of the Internal Revenue
Code, as amended (the "Code"), none of these three Funds will be diversified
under the 1940 Act. Thus, 50% of these Funds' total net assets will be divided
among cash, cash items and other securities of at least ten different issuers,
with no more than 5% of a Fund's total net assets invested with one issuer.
However, this will not satisfy the 1940 Act requirement that 75% of a Fund's
assets be limited to not more than 5% per issuer. A nondiversified portfolio
is believed to be subject to greater risk because adverse effects on any
individual portfolio holdings may affect a larger portion of the overall
assets.

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<PAGE> 8
SUMMARY OF EXPENSES

A general comparison of the sales arrangements and other expenses
applicable to Class A, Class B and Class C Shares of each Fund follows. With
respect to the Emerging Markets Fund, the amounts set forth below under the
heading "Other Operating Expenses" are based on estimates for the Fund's
initial fiscal year in which it conducts operations:

<TABLE>
<CAPTION>
INTERNATIONAL EQUITY FUND

CLASS A CLASS B CLASS C
SHAREHOLDER TRANSACTION EXPENSES SHARES SHARES SHARES
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Maximum Sales Charge Imposed on Purchases (as a
percentage of offering price) . . . . . . . . . . . . 4.75% None None

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price) . . . . . . . . . None None None

Maximum Contingent Deferred Sales Charge (as a
percentage of original purchase price or redemption
proceeds, whichever is lower) . . . . . . . . . . . . None* 4.00%* 1.00%*

Redemption Fees . . . . . . . . . . . . . . . . . . . None** None** None**
</TABLE>

<TABLE>
<CAPTION>
INTERNATIONAL EQUITY FUND

ANNUAL OPERATING EXPENSES CLASS A CLASS B CLASS C
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS) SHARES SHARES SHARES
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Management Fees (after voluntary waivers) . . . . . . 0.53%++ 0.53%++ 0.53%++

12b-1 Expenses (including service fees) . . . . . . . 0.30%+ 1.00%+ 1.00%+

Other Operating Expenses . . . . . . . . . . . . . . 1.02%++ 1.02%++ 1.02%***/++
----- ----- -----
Total Operating Expenses (after
voluntary waivers) . . . . . . . . . . . . . . . . . 1.85%++ 2.55%++ 2.55%++
===== ===== =====
</TABLE>

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<PAGE> 9
<TABLE>
<CAPTION>
GLOBAL BOND FUND

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price) . . . . . . . . . None None None

Maximum Contingent Deferred Sales Charge (as a
percentage of original purchase price or redemption
proceeds, whichever is lower) . . . . . . . . . . . . None* 4.00%* 1.00%*

Redemption Fees . . . . . . . . . . . . . . . . . . . None** None** None**
</TABLE>

<TABLE>
<CAPTION>
GLOBAL BOND FUND

12b-1 Expenses (including service fees) . . . . . . . 0.30%+ 1.00%+ 1.00%+

Other Operating Expenses
(after reimbursements) . . . . . . . . . . . . . . . 0.95%++ 0.95%++ 0.95%***/++
----- ----- -----
Total Operating Expenses (after voluntary waivers and
reimbursements) . . . . . . . . . . . . . . . . . . . 1.25%++ 1.95%++ 1.95%++
===== ===== =====
</TABLE>

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<PAGE> 10
<TABLE>
<CAPTION>
GLOBAL ASSETS FUND

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price) . . . . . . . . . None None None

Maximum Contingent Deferred Sales Charge (as a
percentage of original purchase price or redemption
proceeds, whichever is lower) . . . . . . . . . . . . None* 4.00%* 1.00%*

Redemption Fees . . . . . . . . . . . . . . . . . . . None** None** None**
</TABLE>

<TABLE>
<CAPTION>
GLOBAL ASSETS FUND

12b-1 Expenses (including service fees) . . . . . . . 0.30%+ 1.00%+ 1.00%+

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<PAGE> 11
<TABLE>
<CAPTION>
EMERGING MARKETS FUND

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price) . . . . . . . . . None None None

Maximum Contingent Deferred Sales Charge (as a
percentage of original purchase price or redemption
proceeds, whichever is lower) . . . . . . . . . . . . None* 4.00%* 1.00%*

Redemption Fees . . . . . . . . . . . . . . . . . . . None** None** None**
</TABLE>

<TABLE>
<CAPTION>
EMERGING MARKETS FUND

12b-1 Expenses (including service fees) . . . . . . . 0.30%+ 1.00%+ 1.00%+

Other Operating Expenses . . . . . . . . . . . . . . 1.37%++ 1.37%++ 1.37%++
----- ----- -----
Total Operating Expenses
(after voluntary waivers) . . . . . . . . . . . . 2.00%++ 2.70%++ 2.70%++
===== ===== =====
</TABLE>

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<PAGE> 12

The purpose of these tables is to assist the investor in understanding
the various costs and expenses that an investor in each Class of a Fund will
bear directly or indirectly.

*Class A purchases of $1 million or more may be made at net asset value.
However, if in connection with any such purchase a dealer commission is paid to
the financial adviser through whom such purchase is effected, a CDSC of 1% will
be imposed on certain redemptions within 12 months of purchase ("Limited
CDSC"). Class B Shares are subject to a CDSC of: (i) 4% if shares are
redeemed within two years of purchase; (ii) 3% if shares are redeemed during
the third or fourth year following purchase; (iii) 2% if shares are redeemed
during the fifth year following purchase; (iv) 1% if shares are redeemed during
the sixth year following purchase; and (v) 0% thereafter. Class C Shares are
subject to a CDSC of 1% if the shares are redeemed within 12 months of
purchase. See Contingent Deferred Sales Charge for Certain Redemptions of
Class A Shares Purchased at Net Asset Value under Redemption and Exchange and
Deferred Sales Charge Alternative - Class B Shares and Level Sales Charge
Alternative - Class C Shares under Classes of Shares.

**CoreStates Bank, N.A. currently charges $7.50 per redemption for
redemptions payable by wire.

***All annual operating expense information (other than 12b-1 expenses),
including information concerning voluntary waivers, for Class C Shares are
estimates derived from the expenses for Class A Shares of the relevant Fund as
of November 30, 1995.

+Class A Shares, Class B Shares and Class C Shares are subject to
separate 12b-1 Plans. Long-term shareholders may pay more than the economic
equivalent of the maximum front-end sales charges permitted by rules of the
National Association of Securities Dealers, Inc. (the "NASD"). See
Distribution (12b-1) and Service under Management of the Funds.

++Delaware International has elected voluntarily to waive that portion,
if any, of the annual management fees payable by the International Equity Fund,
the Global Bond Fund and the Global Assets Fund and to reimburse a respective
Fund's expenses to the extent necessary to ensure that the Total Operating
Expenses (after voluntary waivers and reimbursements) of the Class A Shares of
those Funds do not exceed 1.85%, 1.25% and 1.25%, respectively, and of the
Class B Shares of those Funds do not exceed 2.55%, 1.95% and 1.95%,
respectively (in all three cases, exclusive of taxes, interest, brokerage
commissions and extraordinary expenses, but inclusive of 12b-1 fees) through
November 30, 1996. Total Operating Expenses for the International Equity
Fund's fiscal year ended November 30, 1995 were 2.07% for Class A Shares and
2.77% for Class B Shares, reflecting Management Fees of 0.74%. Total Operating
Expenses for the International Equity Fund will be lowered to the amount noted
in the previous sentence as a result of the voluntary waiver. Absent the
voluntary fee waiver and reimbursements for the Global Bond Fund and the Global
Assets Fund, the Total Operating Expenses, as a percentage of average daily net
assets would have been, annualized, 12.34%, 13.04%, 7.55% and 8.25% for the
period December 27, 1994 (date of initial public offering) through November 30,
1995 for the Global Bond Fund A Class, the Global Bond Fund B Class, the Global
Assets Fund A Class and the Global Assets Fund B Class, respectively,
reflecting Management Fees of 0.40% for the Global Bond Fund and 0.56% for the
Global Assets Fund. The information in the above tables has been adjusted to
reflect the waivers. All expense figures for the Emerging Markets Fund are
estimates. Delaware International has elected voluntarily to waive that
portion, if any, of the annual management fees payable by the Emerging Markets
Fund and to

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<PAGE> 13

reimburse the Fund for its expenses to the extent necessary to ensure that the
Total Operating Expenses (after voluntary waivers and reimbursements) of the
Class A Shares of the Fund do not exceed 2.00%, of the Class B Shares of the
Fund do not exceed 2.70% and of the Class C Shares of the Fund do not exceed
2.70%, each on an annualized basis (exclusive of taxes, interest, brokerage
commissions and extraordinary expenses, but inclusive of 12b-1 fees) during the
period from the commencement of the public offering of the Classes of the
Emerging Markets Fund through November 30, 1996. In the absence of any voluntary
waiver, the Management Fees to which Delaware International would be entitled to
receive for services rendered to the Emerging Markets Fund would be 1.25%.

For expense information about the Funds' Institutional Classes see the
separate prospectus relating to those classes.

The following example illustrates the expenses that an investor would
pay on a $1,000 investment over various time periods, assuming (1) a 5% annual
rate of return, (2) redemption at the end of each time period and (3) for Class
B Shares and Class C Shares, payment of a CDSC at the time of redemption, if
applicable.

<TABLE>
<CAPTION>
INTERNATIONAL EQUITY ASSUMING REDEMPTION ASSUMING NO REDEMPTION
1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- -------- ------ ------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
CLASS A SHARES $65(1) $103 $143 $254 $65 $103 $143 $254

CLASS B SHARES $66 $109 $156 $271(2) $26 $79 $136 $271(2)

CLASS C SHARES $36 $79 $136 $289 $26 $79 $136 $289
</TABLE>

<TABLE>
<CAPTION>
GLOBAL BOND ASSUMING REDEMPTION ASSUMING NO REDEMPTION
1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- -------- ------ ------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
CLASS A SHARES $60(1) $85 $113 $191 $60 $85 $113 $191

CLASS B SHARES $60 $91 $125 $209(2) $20 $61 $105 $209(2)

CLASS C SHARES $30 $61 $105 $227 $20 $61 $105 $227
</TABLE>

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<PAGE> 14

<TABLE>
<CAPTION>
GLOBAL ASSETS ASSUMING REDEMPTION ASSUMING NO REDEMPTION
1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- -------- ------ ------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
CLASS A SHARES $60(1) $85 $113 $191 $60 $85 $113 $191

CLASS B SHARES $60 $91 $125 $209(2) $20 $61 $105 $209(2)

CLASS C SHARES $30 $61 $105 $227 $20 $61 $105 $227
</TABLE>

<TABLE>
<CAPTION>
EMERGING MARKETS ASSUMING REDEMPTION ASSUMING NO REDEMPTION
1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- -------- ------ ------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
CLASS A SHARES $20(1) $63 N/A N/A $20 $63 N/A N/A

CLASS B SHARES $67 $114 N/A N/A $27 $84 N/A N/A

CLASS C SHARES $37 $84 N/A N/A $27 $84 N/A N/A
</TABLE>

(1) Generally, no redemption charge is assessed upon redemption of Class A
Shares. Under certain circumstances, however, a Limited CDSC, which
has not been reflected in this calculation, may be imposed on certain
redemptions within 12 months of purchase. See Contingent Deferred
Sales Charge for Certain Redemptions of Class A Shares Purchased at
Net Asset Value under Redemption and Exchange.
(2) At the end of approximately eight years after purchase, Class B Shares
of a Fund will be automatically converted into Class A Shares of that
Fund. The example above assumes conversion of Class B Shares at the
end of the eighth year. However, the conversion may occur as late as
three months after the eighth anniversary of purchase, during which
time the higher 12b-1 Plan fees payable by Class B Shares will
continue to be assessed. Information for the ninth and tenth years
reflects expenses of the Class A Shares. See Automatic Conversion of
Class B Shares under Classes of Shares for a description of the
automatic conversion feature.

THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE
SHOWN.

-14-
<PAGE> 15
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS

The following financial highlights are derived from the financial statements of
the International Equity Fund, the Global Bond Fund and the Global Assets Fund
of Delaware Group Global & International Funds, Inc. and have been audited by
Ernst & Young LLP, independent auditors. The data should be read in
conjunction with the financial statements, related notes, and the report of
Ernst & Young LLP covering such financial information and highlights, all of
which are incorporated by reference into Part B. Further information about
each Fund's performance is contained in its Annual Report to shareholders. A
copy of the Funds' Annual Report (including the report of Ernst & Young LLP)
may be obtained from Global Funds, Inc. upon request at no charge. The
Emerging Markets Fund was not offered to the public prior to the date of this
Prospectus and, consequently, no financial highlights are being provided for
this Fund.

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

-15-

<PAGE> 16

<TABLE>
<CAPTION>
INTERNATIONAL EQUITY FUND
CLASS A SHARES
-----------------------------------------------------------------------
PERIOD
10/31/91(1)
YEAR ENDED THROUGH
11/30/95 11/30/94 11/30/93 11/30/92 11/30/91
<S> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period . . . . $11.920 $11.250 $9.590 $9.650 $10.000

INCOME FROM INVESTMENT OPERATIONS
- ---------------------------------
Net Investment Income . . . . . . . . . . . . 0.297 0.140 0.499 0.162 (0.004)
Net Gains (Losses) on Securities
(both realized and unrealized) . . . . . . 0.628 0.895 1.636 (0.172) (0.346)
----- ----- ----- ------- -------
Total From Investment Operations . . . . 0.925 1.035 2.135 (0.010) (0.350)
----- ----- ----- ------- -------

LESS DISTRIBUTIONS
- ------------------
Dividends from Net Investment Income . . . . (0.185) (0.225) (0.475) (0.050) none
Distributions from Capital Gains . . . . . . (0.470) (0.140) none none none
Returns of Capital . . . . . . . . . . . . . none none none none none
---- ---- ---- ---- ----
Total Distributions . . . . . . . . . . (0.655) (0.365) (0.475) (0.050) none
------- ------- ------- ------- ----

Net Asset Value, End of Period . . . . . . . $12.190 $11.920 $11.250 $9.590 $9.650
======= ======= ======= ====== ======

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

TOTAL RETURN(2) . . . . . . . . . . . . . . 8.17%(2) 9.23%(2)(3) 23.08%(2)(3) (0.15%)(2)(3) (3.50%)(2)(3)
- ------------

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

RATIOS/SUPPLEMENTAL DATA
- ------------------------

Net Assets, End of Period (000's omitted) . . $62,251 $53,736 $31,673 $4,604 $723
Ratio of Expenses to Average Daily Net Assets 2.07% 1.56% 1.25% 1.25% (4)
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation . . . . . . . 2.07% 1.82% 2.16% 5.67% (4)
Ratio of Net Investment Income to Average
Daily Net Assets . . . . . . . . . . . . . 2.57% 1.22% 3.91% 2.44% (4)
Ratio of Net Investment Income to Average Daily
Net Assets Prior to Expense Limitation . . 2.57% 0.96% 3.00% (2.00%) (4)
Portfolio Turnover Rate . . . . . . . . . . . 21% 27% 24% 12% (4)
</TABLE>

- --------------------------------
(1) Date of initial public offering; ratios and total return have been
annualized.
(2) Does not reflect maximum sales charge that is or was in effect, nor
the 1% Limited CDSC that would apply in the event of certain
redemptions within 12 months of purchase. See Contingent Deferred
Sales Charge for Certain Redemptions of Class A Shares Purchased at
Net Asset Value under Redemption and Exchange.
(3) Total return reflects the expense limitations referenced under
Management of the Funds.
(4) The ratios of expenses and net investment income to average daily net
assets and portfolio turnover have been omitted as management
believes such ratios for this relatively short period are not
meaningful.

<PAGE> 17
<TABLE>
<CAPTION>
INTERNATIONAL EQUITY FUND INTERNATIONAL EQUITY FUND
CLASS B SHARES CLASS C SHARES
-------------------------------------------------------------------------
PERIOD PERIOD
YEAR 9/6/94(1) 11/29/95(2)
ENDED THROUGH THROUGH
11/30/95 11/30/94 11/30/95
<S> <C> <C> <C>
Net Asset Value, Beginning of Period . . . . $11.900 $12.860 $12.240

INCOME FROM INVESTMENT OPERATIONS
- ---------------------------------
Net Investment Income . . . . . . . . . . . . 0.278 0.036 none
Net Gains (Losses) on Securities
(both realized and unrealized) . . . . . . 0.567 (0.966) (0.050)
----- ------- -------
Total From Investment Operations . . . . 0.845 (0.930) (0.050)
----- ------- -------

LESS DISTRIBUTIONS
- ------------------
Dividends from Net Investment Income . . . . (0.145) (0.030) none
Distributions from Capital Gains . . . . . . (0.470) none none
Returns of Capital . . . . . . . . . . . . . none none none
---- ---- ----
Total Distributions . . . . . . . . . . (0.615) (0.030) none
------- ------- ----

Net Asset Value, End of Period . . . . . . . $12.130 $11.900 $12.190
======= ======= =======

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

TOTAL RETURN . . . . . . . . . . . . . . . . 7.46%(3) (7.24%)(3)(4) (5)
- ------------

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

RATIOS/SUPPLEMENTAL DATA
- ------------------------

Net Assets, End of Period (000's omitted) . . $3,471 $624 $5
Ratio of Expenses to Average Daily Net Assets 2.77% 2.26% (5)
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation . . . . . . . 2.77% 2.52% (5)
Ratio of Net Investment Income to
Average Daily Net Assets . . . . . . . . . 1.87% 0.52% (5)
Ratio of Net Investment Income to Average Daily
Net Assets Prior to Expense Limitation . . 1.87% 0.26% (5)
Portfolio Turnover Rate . . . . . . . . . . . 21% 27% (5)
</TABLE>

- -------------------------------
(1) Date of initial public offering; ratios have been annualized but total
return has not been annualized.
(2) Date of initial public offering.
(3) Does not reflect any applicable CDSC.
(4) Total return reflects the expense limitations referenced under Management
of the Funds.
(5) The ratios of expenses and net investment income to average daily net
assets, total return and portfolio turnover have been omitted as
management believes that such ratios, total return and portfolio turnover
for this relatively short period are not meaningful.
<PAGE> 18
<TABLE>
<CAPTION>
GLOBAL BOND FUND GLOBAL BOND FUND GLOBAL BOND FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES
-------------------- -------------------- --------------------
PERIOD PERIOD PERIOD
12/27/94(1) 12/27/94(1) 11/29/95(2)
THROUGH THROUGH THROUGH
11/30/95 11/30/95 11/30/95
<S> <C> <C> <C>
Net Asset Value, Beginning of Period . . . . . . . . . . . . $10.000 $10.000 $11.330

INCOME FROM INVESTMENT OPERATIONS
- ---------------------------------
Net Investment Income . . . . . . . . . . . . . . . . . . . . 0.659 0.565 none
Net Gains (Losses) on Securities
(both realized and unrealized) . . . . . . . . . . . . . . 1.171 1.205 (0.036)
----- ----- -------
Total From Investment Operations . . . . . . . . . . . . 1.830 1.770 (0.036)
----- ----- -------

LESS DISTRIBUTIONS
- ------------------
Dividends from Net Investment Income . . . . . . . . . . . . (0.600) (0.540) (0.054)
Distributions from Capital Gains . . . . . . . . . . . . . . none none none
Returns of Capital . . . . . . . . . . . . . . . . . . . . . none none none
----
Total Distributions . . . . . . . . . . . . . . . . . . (0.600) (0.540) (0.054)
------- ------- -------

Net Asset Value, End of Period . . . . . . . . . . . . . . . $11.230 $11.230 $11.240
======= ======= =======

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

TOTAL RETURN . . . . . . . . . . . . . . . . . . . . . . . . 18.79%(3) 18.23%(4) (5)
- ------------

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

RATIOS/SUPPLEMENTAL DATA
- ------------------------

Net Assets, End of Period (000's omitted) . . . . . . . . . . $889 $115 $5
Ratio of Expenses to Average Daily Net Assets . . . . . . . . 1.25% 1.95% (5)
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation . . . . . . . . . . . . . . . 12.34% 13.04% (5)
Ratio of Net Investment Income to
Average Daily Net Assets . . . . . . . . . . . . . . . . . 7.70% 7.00% (5)
Ratio of Net Investment Income to Average Daily Net Assets
Prior to Expense Limitation . . . . . . . . . . . . . . . (3.39%) (4.09%) (5)
Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . 98% 98% (5)
</TABLE>

- ------------------------------
(1) Date of initial sale; ratios have been annualized but total return has
not been annualized.
(2) Date of initial public offering.
(3) Does not reflect maximum sales charge that is in effect, nor the 1%
Limited CDSC that would apply in the event of certain redemptions
within 12 months of purchase. See Contingent Deferred Sales Charge for
Certain Redemptions of Class A Shares Purchased at Net Asset Value
under Redemption and Exchange. Total return reflects the expense
limitations referenced under Management of the Funds.
(4) Does not reflect any applicable CDSC. Total return reflects the
expense limitations referenced under Management of the Funds.
(5) The ratios of expenses and net investment income to average daily net
assets, total return and portfolio turnover have been omitted as
management believes that such ratios, total return and portfolio
turnover for this relatively short period are not meaningful.
<PAGE> 19

<TABLE>
<CAPTION>
GLOBAL ASSETS FUND GLOBAL ASSETS FUND GLOBAL ASSETS FUND
CLASS A SHARES CLASS B SHARES CLASS C SHARES
-------------------- -------------------- --------------------
PERIOD PERIOD PERIOD
12/27/94(1) 12/27/94(1) 11/29/95(2)
THROUGH THROUGH THROUGH
11/30/95 11/30/95 11/30/95
<S> <C> <C> <C>
Net Asset Value, Beginning of Period . . . . $10.000 $10.000 $11.940

INCOME FROM INVESTMENT OPERATIONS
- ---------------------------------
Net Investment Income . . . . . . . . . . . . 0.301 0.212 none
Net Gains (Losses) on Securities
(both realized and unrealized) . . . . . . 1.839 1.848 (0.050)
----- ----- -------
Total From Investment Operations . . . . 2.140 2.060 (0.050)
----- ----- -------

LESS DISTRIBUTIONS
- ------------------
Dividends from Net Investment Income . . . . (0.240) (0.180) none
Distributions from Capital Gains . . . . . . none none none
Returns of Capital . . . . . . . . . . . . . none none none
----
Total Distributions . . . . . . . . . . (0.240) (0.180) none
------- ------- ----

Net Asset Value, End of Period . . . . . . . $11.900 $11.880 $11.890
======= ======= =======

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

TOTAL RETURN . . . . . . . . . . . . . . . . 21.48%(3) 20.73%(4) (5)
- ------------

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

RATIOS/SUPPLEMENTAL DATA
- ------------------------

Net Assets, End of Period (000's omitted) . . $3,122 $613 $5
Ratio of Expenses to Average Daily Net Assets 1.25% 1.95% (5)
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation . . . . . . . 7.55% 8.25% (5)
Ratio of Net Investment Income to
Average Daily Net Assets . . . . . . . . . 4.75% 4.05% (5)
Ratio of Net Investment Income to Average Daily Net
Assets Prior to Expense Limitation . . . . (1.55%) (2.25%) (5)
Portfolio Turnover Rate . . . . . . . . . . . 57% 57% (5)
</TABLE>

- -------------------------------
(1) Date of initial sale; ratios have been annualized but total return has
not been annualized.
(2) Date of initial public offering.
(3) Does not reflect maximum sales charge that is or was in effect, nor
the 1% Limited CDSC that would apply in the event of certain
redemptions within 12 months of purchase. See Contingent Deferred
Sales Charge for Certain Redemptions of Class A Shares Purchased at
Net Asset Value under Redemption and Exchange. Total return reflects
the expense limitations referenced under Management of the Funds.
(4) Does not reflect any applicable CDSC. Total return reflects the
expense limitations referenced under Management of the Funds.
(5) The ratios of expenses and net investment income to average daily net
assets, total return and portfolio turnover have been omitted as
management believes that such ratios, total return and portfolio
turnover for this relatively short period are not meaningful.

<PAGE> 20
INVESTMENT OBJECTIVES AND STRATEGIES

SUITABILITY

Investors considering any of the Funds of Delaware Group Global &
International Funds, Inc. should have a long-term investment time frame.

The Funds cannot assure a specific rate of return or that principal
will be protected. The value of each Fund's shares can be expected to move up
and down depending on market conditions. Consequently, appreciation may be
obtained in periods of generally rising markets, while in declining markets the
value of each Fund's shares may decline.
Investments in foreign securities, whether equity or fixed income,
involve special risks including those related to currency fluctuations, as well
as to political, economic and social situations different from and potentially
more volatile than those in the United States. In addition, the accounting,
tax and financial reporting standards of foreign countries are different from
and may be less reliable or comprehensive than those relating to U.S.
securities issuers. See Special Risk Considerations for a complete discussion
of the risk factors affecting any international investment. For these reasons,
the Funds are not suitable for short-term investors. However, through the
cautious selection and supervision of its portfolio, the Manager will strive to
achieve each Fund's objective.
Investors for whom each Fund is suitable are as set forth below:
INTERNATIONAL EQUITY FUND -- The Fund may be suitable for investors
with a long-term time horizon who are looking for long-term growth potential
from a portfolio of international securities.
GLOBAL BOND FUND-- The Fund may be suitable for investors with a
long-term time horizon who are looking for current income from a portfolio that
includes both U.S. and foreign fixed income securities.
GLOBAL ASSETS FUND -- The Fund may be suitable for investors with a
long-term time horizon who are looking for long-term total return and would
like to pursue such a goal through a portfolio that includes both fixed income
and equity securities from both the U.S. and foreign countries. This Fund may
be appropriate for investors who would prefer to have a professional portfolio
manager decide how best to allocate holdings among foreign and U.S. securities.
EMERGING MARKETS FUND -- The Fund may be suitable for investors who
are seeking long-term growth for that portion of an investor's assets that have
been designated for aggressive investments. The Fund will invest primarily in
the securities of emerging markets which may offer high return potential but
are potentially more risky than investments in either the U.S. or established
foreign countries due, among other things, to less well-developed political and
economic systems.

* * *

Ownership of shares of each Fund reduces the bookkeeping and
administrative inconveniences that would be involved with direct purchases of
the securities held in each Fund's portfolio.
Investors should not consider a purchase of shares of any of the Funds
as equivalent to a complete investment program. The Delaware Group includes a
family of funds, generally available through registered investment dealers,
which may be used together to create a more complete investment program.

-16-
<PAGE> 21
INVESTMENT STRATEGY

INTERNATIONAL EQUITY FUND -- The objective of the International Equity
Fund is to achieve long-term growth without undue risk to principal. The Fund
seeks to achieve this objective by investing primarily in securities that
provide the potential for capital appreciation and income. The Fund is an
international fund. Under normal circumstances, at least 65% of the Fund's
assets will be invested in the securities of issuers organized or having a
majority of their assets in or deriving a majority of their operating income in
at least three different countries outside of the United States. The Fund will
attempt to achieve its objective by investing in a broad range of equity
securities including common stocks, preferred stocks, convertible securities
and warrants. The Manager will employ a dividend discount analysis across
country boundaries and will also use a purchasing power parity approach to
identifying currencies and markets that are overvalued or undervalued relative
to the U.S. dollar.
With a dividend discount analysis, the Manager looks at future
anticipated dividends and discounts the value of those dividends back to what
they would be worth if they were being paid today. The Manager uses this
technique to attempt to compare the value of different investments. With a
purchasing power parity approach, the Manager attempts to identify the amount
of goods and services that a dollar will buy in the United States and compare
that to the amount of a foreign currency required to buy the same amount of
goods and services in another country. Eventually, currencies should trade at
levels that should make it possible for the dollar to buy the same amount of
goods and services overseas as in the United States. When the dollar buys
less, the foreign currency may be considered to be overvalued. When the dollar
buys more, the currency may be considered to be undervalued. The Fund may also
invest in sponsored or unsponsored American Depository Receipts, European
Depository Receipts or Global Depository Receipts ("Depository Receipts").
While the Fund may purchase securities in any foreign country,
developed and underdeveloped, or emerging market countries, it is currently
anticipated that the countries in which the Fund may invest will include, but
not be limited to, Canada, Germany, the United Kingdom, France, the
Netherlands, Belgium, Spain, Switzerland, Japan, Australia, Hong Kong and
Singapore/Malaysia. With respect to certain countries, investments by an
investment company may only be made through investments in closed-end
investment companies that in turn are authorized to invest in the securities of
such countries. See Investment Company Securities under Other Investment
Policies and Risk Considerations.
For temporary defensive purposes, the Fund may invest all or a
substantial portion of its assets in high quality debt instruments issued by
foreign governments, their agencies, instrumentalities or political
subdivisions, the U.S. Government, its agencies or instrumentalities and which
are backed by the full faith and credit of the U.S. Government, or issued by
foreign or U.S. companies. For example, the Fund may invest in U.S. fixed
income markets when the Manager believes that the global equity markets are
excessively volatile or overvalued so that the Fund's objective cannot be
achieved in such markets. Any corporate debt obligations will be rated AA or
better by Standard & Poor's Ratings Group ("S&P"), or Aa or better by Moody's
Investors Service, Inc. ("Moody's"), or if unrated, will be determined to be of
comparable quality by the Manager. The Fund may also invest in the securities
listed above pending investment of proceeds from new sales of Fund shares and
to maintain sufficient cash to meet redemption requests.

-17-
<PAGE> 22
GLOBAL BOND FUND -- The objective of the Global Bond Fund is to
achieve current income consistent with the preservation of investors'
principal. The Fund seeks to achieve this objective by investing primarily in
fixed income securities that may also provide the potential for capital
appreciation. The Fund is a global fund. Under normal circumstances, at least
65% of the Fund's assets will be invested in the fixed income securities of
issuers organized or having a majority of their assets in or deriving a
majority of their operating income in at least three different countries, one
of which may be the United States.
The fixed income securities in which the Fund may invest include
foreign and U.S. Government securities and debt obligations of foreign and U.S.
companies which are generally rated A or better by S&P or Moody's, or if
unrated, are deemed to be of comparable quality by the Manager. Generally, the
value of fixed income securities moves inversely to the movement of market
interest rates. The value of the Fund's portfolio securities and, thus, an
investor's shares will be affected by changes in such rates. It is anticipated
that the average weighted maturity of the portfolio will be in the five-to-ten
year range. If, however, the Manager anticipates a declining interest rate
environment, the average weighted maturity may be extended past ten years.
Conversely, if the Manager anticipates a rising rate environment, the average
weighted maturity may be shortened to less than five years.
The Fund may also invest in zero coupon bonds and in the debt
securities of supranational entities denominated in any currency. Zero coupon
bonds are debt obligations which do not entitle the holder to any periodic
payments of interest prior to maturity or a specified date when the securities
begin paying current interest, and therefore are issued and traded at a
discount from their face amounts or par value. (See Special Risk
Considerations.) A supranational entity is an entity established or
financially supported by the national governments of one or more countries to
promote reconstruction or development. Examples of supranational entities
include, among others, the International Bank for Reconstruction and
Development (more commonly known as the World Bank), the European Economic
Community, the European Coal and Steel Community, the European Investment Bank,
the Inter-Development Bank, the Export-Import Bank and the Asian Development
Bank. For increased safety, the Fund currently anticipates that a large
percentage of its assets will be invested in securities of supranational
entities, and in U.S. and foreign government securities.
With respect to U.S. Government securities, the Fund may invest only
in securities issued or guaranteed as to the payment of principal and interest
by the U.S. Government, and those of its agencies or instrumentalities which
are backed by the full faith and credit of the United States. Direct
obligations of the U.S. Government which are available for purchase by the Fund
include bills, notes, bonds and other debt securities issued by the U.S.
Treasury. These obligations differ mainly in interest rates, maturities and
dates of issuance. Agencies whose obligations are backed by the full faith and
credit of the United States include the Farmers Home Administration, Federal
Financing Bank and others. With respect to securities issued by foreign
governments, their agencies, instrumentalities or political subdivisions, the
Fund will generally invest in such securities if they have been rated AAA or AA
by S&P or Aaa or Aa by Moody's or, if unrated, have been determined by the
Manager to be of comparable quality.
The Fund may also invest in Depository Receipts. While the Fund may
purchase securities of issuers in any foreign country, developed and
underdeveloped, or emerging

-18-
<PAGE> 23
market countries, it is currently anticipated that the countries in which the
Fund may invest will include, but not be limited to, the nations identified in
Investment Strategy--International Equity Fund. The Fund may also invest in
closed-end investment companies. See Investment Company Securities under Other
Investment Policies and Risk Considerations.
From time to time, the Fund may find opportunities to pursue its
objective outside of the fixed income markets, but in no event will such
investments exceed 5% of the Fund's net assets.
GLOBAL ASSETS FUND -- The objective of the Global Assets Fund is to
achieve long-term total return for investors. The Fund seeks to achieve this
objective by investing in securities which, in the Manager's or Sub-Adviser's
opinion, will provide higher current income than a portfolio comprised
exclusively of equity securities, along with the potential for capital growth.
The Fund is a global fund. Under normal circumstances, at least 65% of the
Fund's assets will be invested in the securities of issuers organized or having
a majority of their assets in or deriving a majority of their operating income
in at least three different countries, one of which may be the United States.
The Fund will attempt to achieve its objective by investing in a broad
range of equity and fixed income securities. In selecting securities
investments for the Fund, the Manager will consider an issuer's competitive
position, cost structure and liquidity. Equity securities in which the Fund
may invest include convertible securities, common stocks, preferred stocks and
warrants issued in foreign countries or in the United States. In selecting
equity securities in which the Fund may invest, the Manager will use a dividend
discount analysis and a purchasing power parity approach.
Generally, the Fund may invest in fixed income securities, including
both foreign and U.S. Government securities and debt obligations of foreign and
U.S. companies. With respect to U.S. Government securities, the Fund may
invest only in securities identified in Investment Strategy--Global Bond Fund.
With respect to corporate debt obligations, the Fund may invest in securities
which are investment grade as determined by any nationally-recognized
statistical rating organization, such as those rated BBB or better by S&P, or
Baa or better by Moody's, or if unrated, are determined to be of comparable
quality by the Manager. Debt obligations rated BBB and Baa have speculative
characteristics. The Fund may also invest up to 15% of its net assets in high
yield, high risk U.S. fixed income securities. These securities are rated
lower than BBB by S&P and Baa by Moody's or, if unrated, are considered by the
Manager or Sub-Adviser to be of equivalent quality, and present special
investment risks. See High Yield, High Risk Securities and Special Risk
Considerations.
It is anticipated that a portion of the Fund's assets may be invested
in warrants. Warrants permit the Manager to establish an equity position in
selected securities by committing a lower proportion of the portfolio to
equities. The Manager's intention is to invest the difference between the cost
of the warrant and the equivalent equity security in high quality debt
instruments. The Fund may, at any given time, be fully invested in either the
equity or fixed income markets, depending upon investment opportunities
available in each.
The Fund may invest in zero coupon bonds and in the debt securities of
supranational entities denominated in any currency. See Investment
Strategy--Global Bond Fund.
The Fund may also invest in Depository Receipts. While the Fund may
purchase securities of issuers in any foreign country, developed and
underdeveloped, or emerging market countries, it is currently anticipated that
the countries in which the Fund may invest, in

-19-
<PAGE> 24
addition to the United States, will include, but not be limited to, the
nations identified in Investment Strategy--International Equity Fund, as well
as Hong Kong, Singapore/Malaysia, Indonesia, Korea, Malaysia, the Philippines,
Taiwan and Thailand. With respect to certain countries in which the Fund may
invest, namely Korea and Taiwan, investments by an investment company may only
be made through investments in closed-end investment companies. See Investment
Company Securities under Other Investment Policies and Risk Considerations.

EMERGING MARKETS FUND -- The objective of the Emerging Markets Fund is
to achieve long-term capital appreciation. The Fund seeks to achieve this
objective by investing primarily in equity securities of issuers located or
operating in emerging countries. The Fund is an international fund. Under
normal circumstances, at least 65% of the Fund's assets will be invested in
equity securities of issuers organized or having a majority of their assets or
deriving a majority of their operating income in at least three different
countries outside of the United States. The Fund will attempt to achieve its
objective by investing in a broad range of equity securities, including common
stocks, preferred stocks, convertible securities and warrants issued by
companies located or operating in emerging countries.
The Fund considers an "emerging country" to be any country which is
generally recognized to be an emerging or developing country by the
international financial community, including the World Bank and the
International Finance Corporation, as well as countries that are classified by
the United Nations or otherwise regarded by their authorities as developing.
In addition, any country that is included in the IFC Free Index or MSCI EMF
Index will be considered to be an "emerging country." As of the date of this
Prospectus, there are more than 130 countries which, in the Manager's judgment,
are generally considered to be emerging or developing countries by the
international financial community, approximately 40 of which currently have
stock markets. Within this group of developing or emerging countries are
included almost every nation in the world, except the United States, Canada,
Japan, Australia, New Zealand and most nations located in Western and Northern
Europe.
Currently, investing in many emerging countries is not feasible, or
may, in the Manager's opinion, involve unacceptable political risks. The Fund
will focus its investments in those emerging countries where the Manager
considers the economies to be developing strongly and where the markets are
becoming more sophisticated. The Manager believes that investment
opportunities may result from an evolving long-term international trend
favoring more market-oriented economies, a trend that may particularly benefit
certain countries having developing markets. This trend may be facilitated by
local or international political, economic or financial developments that could
benefit the capital markets in such countries.
In considering possible emerging countries in which the Fund may
invest, the Manager will place particular emphasis on certain factors, such as
economic conditions (including growth trends, inflation rates and trade
balances), regulatory and currency controls, accounting standards and political
and social conditions. It is currently anticipated that the countries in which
the Fund may invest will include, but not be limited to, Argentina, Botswana,
Brazil, Chile, China, Columbia, Greece, Hong Kong, Hungary, India, Indonesia,
Jamaica, Jordan, Kenya, Korea, Malaysia, Mexico, Nigeria, Pakistan, Peru, the
Philippines, Poland, Portugal, Russia, South Africa, Sri Lanka, Taiwan,
Thailand, Turkey, Venezuela and Zimbabwe. As markets in other emerging

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<PAGE> 25
countries develop, the Manager expects to expand and further diversify the
countries in which the Fund invests.
Although not an exclusive list of criteria to be considered by the
Manager, an emerging country equity security is one issued by a company that,
in the opinion of the Manager, exhibits one or more of the following
characteristics: (i) its principal securities trading market is an emerging
country, as defined above; (ii) while traded in any market, alone or on a
consolidated basis, the company derives 50% or more of its annual revenues from
either goods produced, sales made or services performed in emerging countries;
or (iii) it is organized under the laws of, and has a principal office in, an
emerging country. Determinations as to eligibility will be made by the Manager
based on publicly available information and inquiries made of the companies.
The Fund may invest in Depository Receipts, and in both open-end and,
listed or unlisted, closed-end investment companies, as well as unregistered
investment companies. See Investment Company Securities under Other Investment
Policies and Risk Considerations. The Fund may also invest in convertible
preferred stocks that offer enhanced yield features, such as Preferred Equity
Redemption Cumulative Stock, and certain other non-traditional equity
securities.
The Fund may invest up to 35% of its net assets in fixed income
securities issued by emerging country companies, and foreign governments, their
agencies, instrumentalities or political subdivisions, all of which may be high
yield, high risk fixed income securities rated lower than BBB by S&P and Baa by
Moody's or, if unrated, are considered by the Manager to be of equivalent
quality and which present special investment risks. The Fund may also invest
in Brady Bonds and zero coupon securities. See High Yield, High Risk
Securities and Special Risk Considerations.
For temporary defensive purposes, the Fund may invest all or a
substantial portion of its assets in the high quality debt instruments in which
the International Equity Fund may invest. See Investment Strategy --
International Equity Fund.

RESTRICTED AND ILLIQUID SECURITIES
Each Fund may invest in restricted securities, including securities
eligible for resale without registration pursuant to Rule 144A ("Rule 144A
Securities") under the Securities Act of 1933 (the "1933 Act"). Rule 144A
permits many privately placed and legally restricted securities to be freely
traded among certain institutional buyers, such as the Funds. See Rule 144A
Securities under Other Investment Policies and Risk Considerations. Each Fund,
with the exception of the Emerging Markets Fund, may invest no more than 10% of
the value of its net assets in illiquid securities. The Emerging Markets Fund
may invest up to 15% of the value of its net assets in illiquid securities.

HIGH YIELD, HIGH RISK SECURITIES
The Global Assets Fund may invest up to 15% of its net assets in high
yield, high risk U.S. fixed income securities (commonly known as junk bonds),
and the Emerging Markets Fund may invest up to 35% of its net assets in high
yield, high risk foreign fixed income securities. In the past, in the opinions
of Delaware International and Delaware, in the case of the Global Assets Fund,
the high yields from these bonds have more than compensated for their higher
default rates. There can be no assurance, however, that yields will continue
to offset default rates on these bonds in the future. Delaware International
and Delaware, in the case of the Global Assets Fund, intend to maintain an
adequately diversified portfolio of these bonds.

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<PAGE> 26
While diversification can help to reduce the effect of an individual default on
a Fund, there can be no assurance that diversification will protect the Fund
from widespread bond defaults brought about by a sustained economic downturn.
Medium- and low-grade bonds held by the Global Assets Fund and the
Emerging Markets Fund may be issued as a consequence of corporate
restructurings, such as leveraged buy-outs, mergers, acquisitions, debt
recapitalizations or similar events. Also these bonds are often issued by
smaller, less creditworthy companies or by highly leveraged (indebted) firms,
which are generally less able than more financially stable firms to make
scheduled payments of interest and principal. The risks posed by bonds issued
under such circumstances are substantial.
The economy and interest rates may affect these high yield, high risk
securities differently from other securities. Prices have been found to be
less sensitive to interest rate changes than higher rated investments, but more
sensitive to adverse economic changes or individual corporate developments.
Also, during an economic downturn or a substantial period of rising interest
rates, highly leveraged issuers may experience financial stress which would
adversely affect their ability to service principal and interest payment
obligations, to meet projected business goals and to obtain additional
financing. Changes by recognized rating agencies in their rating of any
security and in the ability of an issuer to make payments of interest and
principal will also ordinarily have a more dramatic effect on the values of
these investments than on the values of higher-rated securities. Such changes
in value will not affect cash income derived from these securities, unless the
issuers fail to pay interest or dividends when due. Such changes will,
however, affect the Funds' net asset values per share.
Among the high yield, high risk debt securities in which the Emerging
Markets Fund may invest are Brady Bonds. Brady Bonds are debt securities
issued under the framework of the Brady Plan, an initiative announced by former
U.S. Treasury Secretary Nicholas F. Brady in 1989 as a mechanism for debtor
nations to restructure their outstanding external indebtedness (generally
commercial bank debt). In so restructuring its external debt, a debtor nation
negotiates with its existing bank lenders, as well as multilateral institutions
such as the World Bank and the International Monetary Fund, to exchange its
commercial bank debt for newly issued bonds (Brady Bonds). The Manager
believes that economic reforms undertaken by countries in connection with the
issuance of Brady Bonds make the debt of countries which have issued or have
announced plans to issue Brady Bonds an attractive opportunity for investment.
Investors, however, should recognize that the Brady Plan only sets forth
general guiding principles for economic reform and debt reduction, emphasizing
that solutions must be negotiated on a case-by-case basis between debtor
nations and their creditors. In addition, Brady Bonds have been issued only
recently and, accordingly, do not have a long payment history. See Special
Risk Considerations.

* * *

Each Fund may invest in securities issued in any currency and may hold
foreign currency. Securities of issuers within a given country may be
denominated in the currency of another country or in multinational currency
units such as the European Currency Unit ("ECU"). For purposes of the 1940
Act, the International Equity Fund will operate as a diversified fund, and the
Global Bond Fund, the Global Assets Fund and the Emerging Markets Fund will
each operate as a nondiversified fund. No Fund will concentrate its
investments in any particular

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<PAGE> 27
industry, which means that each Fund will not invest 25% or more of its total
assets in any one industry.
Each Fund's investment objective, Global Funds, Inc.'s designation as
an open-end investment company, the International Equity Fund's designation as
a diversified fund, the Global Bond, the Global Assets and the Emerging Market
Funds' designations as nondiversified funds, and each of the Funds' policies
concerning portfolio lending, borrowing and concentration may not be changed
unless authorized by the vote of a majority of that Fund's outstanding voting
securities. A "majority vote of the outstanding voting securities" is the vote
by the holders of the lesser of a) 67% or more of a Fund's voting securities
present in person or represented by proxy if the holders of more than 50% of
the outstanding voting securities of such Fund are present or represented by
proxy; or b) more than 50% of the outstanding voting securities. Part B lists
other more specific investment restrictions of the Funds which may not be
changed without a majority shareholder vote. A brief discussion of those
factors that materially affected the International Equity, the Global Bond and
the Global Assets Funds' performances during their most recently completed
fiscal year appears in the Funds' Annual Report.
The remaining investment policies of the Funds not identified above
are not fundamental and may be changed by the Board of Directors of Global
Funds, Inc. without a shareholder vote. See Special Risk Considerations and
Other Investment Policies and Risk Considerations.

SPECIAL RISK CONSIDERATIONS

Shareholders should understand that all investments involve risk and
there can be no guarantee against loss resulting from an investment in a Fund,
nor can there be any assurance that the Fund's investment objective will be
attained.
Each Fund has the right to purchase securities in any developed,
underdeveloped or emerging country. Investors should consider carefully the
substantial risks involved in investing in securities issued by companies and
governments of foreign nations. These risks are in addition to the usual risks
inherent in domestic investments. There is the possibility of expropriation,
nationalization or confiscatory taxation, taxation of income earned in foreign
nations or other taxes imposed with respect to investments in foreign nations,
foreign exchange control (which may include suspension of the ability to
transfer currency from a given country), default in foreign government
securities, political or social instability or diplomatic developments which
could affect investments in securities of issuers in those nations.
In addition, in many countries, there is substantially less publicly
available information about issuers than is available in reports about
companies in the United States. Foreign companies are not subject to uniform
accounting, auditing and financial reporting standards, and auditing practices
and requirements may not be comparable to those applicable to United States
companies. In particular, the assets and profits appearing on the financial
statements of a developing or emerging country issuer may not reflect its
financial position or results of operations in the way they would be reflected
had the financial statements been prepared in accordance with United States
generally accepted accounting principles. Also, for an issuer that keeps
accounting records in local currency, inflation accounting rules may require
for both tax and accounting purposes, that certain assets and liabilities be
restated on the issuer's balance sheet in order to express items in terms of
currency or constant purchasing power. Inflation accounting may indirectly
generate losses or

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<PAGE> 28
profits. Consequently, financial data may be materially affected by
restatements for inflation and may not accurately reflect the real condition of
those issuers and securities markets.

Further, a Fund may encounter difficulty or be unable to pursue legal
remedies and obtain judgments in foreign courts. Commission rates on
securities transactions in foreign countries, which are sometimes fixed rather
than subject to negotiation as in the United States, are likely to be higher.
Further, the settlement period of securities transactions in foreign markets
may be longer than in domestic markets, and may be subject to administrative
uncertainties. In many foreign countries, there is less government supervision
and regulation of business and industry practices, stock exchanges, brokers and
listed companies than in the United States, and capital requirements for
brokerage firms are generally lower. The foreign securities markets of many of
the countries in which a Fund may invest may also be smaller, less liquid and
subject to greater price volatility than those in the United States.

Compared to the United States and other developed countries, emerging
countries may have volatile social conditions, relatively unstable governments
and political systems, economies based on only a few industries and economic
structures that are less diverse and mature, and securities markets that trade
a small number of securities, which can result in a low or nonexistent volume
of trading. Prices in these securities markets tend to be volatile and, in the
past, securities in these countries have offered greater potential for gain (as
well as loss) than securities of companies located in developed countries.
Until recently, there has been an absence of a capital market structure or
market-oriented economy in certain emerging countries. Further, investments
and opportunities for investments by foreign investors are subject to a variety
of national policies and restrictions in many emerging countries. These
restrictions may take the form of prior governmental approval, limits on the
amount or type of securities held by foreigners, limits on the types of
companies in which foreigners may invest and prohibitions on foreign
investments in issuers or industries deemed sensitive to national interests.
Additional restrictions may be imposed at any time by these or other countries
in which a Fund invests. Also, the repatriation of both investment income and
capital from several foreign countries is restricted and controlled under
certain regulations, including, in some cases, the need for certain
governmental consents. Although these restrictions may in the future make it
undesirable to invest in emerging countries, the Manager does not believe that
any current repatriation restrictions would affect its decision to invest in
such countries. Countries such as those in which a Fund may invest, and in
which the Emerging Markets Fund will primarily invest, have historically
experienced and may continue to experience, substantial, and in some periods
extremely high rates of inflation for many years, high interest rates, exchange
rate fluctuations or currency depreciation, large amounts of external debt,
balance of payments and trade difficulties and extreme poverty and
unemployment. Other factors which may influence the ability or willingness to
service debt include, but are not limited to, a country's cash flow situation,
the availability of sufficient foreign exchange on the date a payment is due,
the relative size of its debt service burden to the economy as a whole, its
government's policy towards the International Monetary Fund, the World Bank and
other international agencies and the political constraints to which a
government debtor may be subject.

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<PAGE> 29

balance of payments, including export performance, its access to international
credits and investments, fluctuations in interest rates and the extent of its
foreign reserves. A country whose exports are concentrated in a few
commodities or whose economy depends on certain strategic imports could be
vulnerable to fluctuations in international prices of these commodities or
imports. To the extent that a country receives payment for its exports in
currencies other than dollars, its ability to make debt payments denominated in
dollars could be adversely affected. If a foreign government or
government-related issuer cannot generate sufficient earnings from foreign
trade to service its external debt, it may need to depend on continuing loans
and aid from foreign governments, commercial banks and multilateral
organizations, and inflows of foreign investment. The commitment on the part
of these foreign governments, multilateral organizations and others to make
such disbursements may be conditioned on the government's implementation of
economic reforms and/or economic performance and the timely service of its
obligations. Failure to implement such reforms, achieve such levels of
economic performance or repay principal or interest when due may curtail the
willingness of such third parties to lend funds, which may further impair the
issuer's ability or willingness to service its debts in a timely manner. The
cost of servicing external debt will also generally be adversely affected by
rising international interest rates because many external debt obligations bear
interest at rates which are adjusted based upon international interest rates.
The ability to service external debt will also depend on the level of the
relevant government's international currency reserves and its access to foreign
exchange. Currency devaluations may affect the ability of a government issuer
to obtain sufficient foreign exchange to service its external debt.

As a result of the foregoing, a foreign governmental issuer may
default on its obligations. If such a default occurs, a Fund may have limited
effective legal recourse against the issuer and/or guarantor. Remedies must,
in some cases, be pursued in the courts of the defaulting party itself, and the
ability of the holder of foreign government and government-related debt
securities to obtain recourse may be subject to the political climate in the
relevant country. In addition, no assurance can be given that the holders of
commercial bank debt will not contest payments to the holders of other foreign
government and government-related debt obligations in the event of default
under their commercial bank loan agreements.
The issuers of the foreign government and government-related high
yield securities in which the Emerging Markets Fund expects to invest have in
the past experienced substantial difficulties in servicing their external debt
obligations, which have led to defaults on certain obligations and the
restructuring of certain indebtedness. Restructuring arrangements have
included, among other things, reducing and rescheduling interest and principal
payments by negotiating new or amended credit agreements or converting
outstanding principal and unpaid interest to Brady Bonds, and obtaining new
credit to finance interest payments. Holders of certain foreign government and
government-related high yield securities may be requested to participate in the
restructuring of such obligations and to extend further loans to their issuers.
There can be no assurance that the Brady Bonds and other foreign government and
government-related high yield securities in which the Emerging Markets Fund may
invest will not be subject to similar defaults or restructuring arrangements
which may adversely affect the value of such investments. Furthermore, certain
participants in the secondary market for such debt may be directly involved in
negotiating the terms of these arrangements and may therefore

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<PAGE> 30
have access to information not available to other market participants.
With respect to forward foreign currency contracts, the precise
matching of forward contract amounts and the value of the securities involved
is generally not possible since the future value of such securities in foreign
currencies will change as a consequence of market movements in the value of
those securities between the date the forward contract is entered into and the
date it matures. The projection of short-term currency strategy is highly
uncertain.
See Other Investment Policies and Risk Considerations for a discussion
of the risks of purchasing put and call options, futures contracts and options
thereon, and options on foreign currencies.
It is impossible to forecast the market value of portfolio securities
at the expiration of the contract. Accordingly, it may be necessary for a Fund
to purchase additional foreign currency on the spot market (and bear the
expense of such purchase) if the market value of the security is less than the
amount of foreign currency the Fund is obligated to deliver (and if a decision
is made to sell the security and make delivery of the foreign currency).
Conversely, it may be necessary to sell on the spot market some of the foreign
currency received upon the sale of the portfolio security if its market value
exceeds the amount of foreign currency the Fund is obligated to deliver.
The Global Assets Fund may invest up to 15% of its net assets in high
yield, high risk U.S. fixed income securities, and the Emerging Markets Fund
may invest up to 35% of its net assets in high yield, high risk foreign fixed
income securities. These securities are rated lower than BBB by S&P and Baa by
Moody's or, if unrated, are considered by Delaware International or Delaware,
in the case of the Global Assets Fund, to be of equivalent quality. See
Investment Strategy--Global Assets Fund, Emerging Markets Fund and High Yield,
High Risk Securities. The Global Assets and Emerging Markets Funds will not
purchase securities rated lower than C by S&P or Ca by Moody's, or, if unrated,
considered to be of an equivalent quality to such ratings by Delaware
International or Delaware. See Appendix B - Ratings to this Prospectus for
more rating information. Fixed income securities of this type are considered
to be of poor standing and predominantly speculative. Such securities are
subject to a substantial degree of credit risk.

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<PAGE> 31
THE DELAWARE DIFFERENCE

PLANS AND SERVICES
The Delaware Difference is our commitment to provide you with superior
information and quality service on your investments in the Delaware Group of
funds.

SHAREHOLDER PHONE DIRECTORY

INVESTOR INFORMATION CENTER
800-523-4640
FUND INFORMATION
LITERATURE
PRICE, YIELD AND
PERFORMANCE FIGURES

SHAREHOLDER SERVICE CENTER
800-523-1918
INFORMATION ON EXISTING
REGULAR INVESTMENT
ACCOUNTS AND RETIREMENT
PLAN ACCOUNTS
WIRE INVESTMENTS
WIRE LIQUIDATIONS
TELEPHONE LIQUIDATIONS
TELEPHONE EXCHANGES

DELAPHONE
800-362-FUND
(800-362-3863)

SHAREHOLDER SERVICES
During business hours, you can call the Delaware Group's Shareholder
Service Center. Our representatives can answer any questions about your
account, the Funds, various service features and other funds in the Delaware
Group.

PERFORMANCE INFORMATION
During business hours, you can call the Investor Information Center
for current performance information.

DELAPHONE SERVICE
Delaphone is an account inquiry service for investors with
Touch-Tone(R) phone service. It enables you to get information on your account
faster than the mailed statements and confirmations. Delaphone also provides
current performance information on the Funds, as well as other funds in the
Delaware Group. Delaphone is available seven days a week, 24 hours a day.

STATEMENTS AND CONFIRMATIONS

You will receive quarterly statements of your account summarizing all
transactions during the period. A confirmation statement will be sent
following all transactions other than those involving a reinvestment of
dividends. You should examine statements and confirmations immediately and
promptly report any discrepancy by calling the Shareholder Service Center.

DUPLICATE CONFIRMATIONS
If your financial adviser or investment dealer is noted on your
investment application, we will send a duplicate confirmation to him or her.
This makes it easier for your adviser to help you manage your investments.

TAX INFORMATION
Each year, Global Funds, Inc. will mail to you information on the tax
status of your dividends and distributions.

DIVIDEND PAYMENTS

Dividends, capital gains and other distributions are automatically
reinvested in your account, unless you elect to receive them in cash. You may
also elect to have the dividends earned in one fund automatically invested in
another Delaware Group fund with a different investment objective subject to
certain exceptions and limitations.

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<PAGE> 32

For more information, see Dividend Reinvestment Plan under How to Buy
Shares - Additional Methods of Adding to Your Investment or call the
Shareholder Service Center.

EXCHANGE PRIVILEGE
The Exchange Privilege permits shareholders to exchange all or part of
their shares into shares of the other funds in the Delaware Group, subject to
certain exceptions and limitations. For additional information on exchanges,
see Investing by Exchange under How to Buy Shares and Redemption and Exchange.

WEALTH BUILDER OPTION
You may elect to have amounts in your account automatically invested
in shares of other funds in the Delaware Group. Investments under this feature
are exchanges and are therefore subject to the same conditions and limitations
as other exchanges of Class A, Class B and Class C Shares. See Redemption and
Exchange.

RIGHT OF ACCUMULATION

With respect to Class A Shares, the Right of Accumulation feature
allows you to combine the value of your current holdings of Class A Shares,
Class B Shares and Class C Shares of a Fund with the dollar amount of new
purchases of Class A Shares of that Fund to qualify for a reduced front-end
sales charge on such purchases of Class A Shares. Under the Combined Purchases
Privilege, you may also include certain shares that you own in other funds in
the Delaware Group. See Classes of Shares.

LETTER OF INTENTION
The Letter of Intention feature permits you to obtain a reduced
front-end sales charge on purchases of Class A Shares by aggregating certain of
your purchases of Delaware Group fund shares over a 13-month period. See
Classes of Shares and Part B.

12-MONTH REINVESTMENT PRIVILEGE
The 12-Month Reinvestment Privilege permits you to reinvest proceeds
from a redemption of Class A Shares, within one year of the date of the
redemption, without paying a front-end sales charge. See Part B.

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<PAGE> 33
DELAWARE GROUP ASSET PLANNER
Delaware Group Asset Planner is an asset allocation service that gives
investors, working with a professional financial adviser, the ability to more
easily design and maintain investments in a diversified selection of Delaware
Group mutual funds. The Asset Planner service offers a choice of four
predesigned allocation strategies (each with a different risk/reward profile)
made up of separate investments in predetermined percentages of Delaware Group
funds. With the guidance of a financial adviser, investors may also tailor an
allocation strategy that meets their personal needs and goals. See How to Buy
Shares under Classes of Shares.

MONEYLINE DIRECT DEPOSIT SERVICE

If you elect to have your dividends and distributions paid in cash and
such dividends and distributions are in an amount of $25 or more, you may
choose the MoneyLine Direct Deposit Service and have such payments transferred
from your Fund account to your predesignated bank account. See Dividends and
Distributions. In addition, you may elect to have your Systematic Withdrawal
Plan payments transferred from your Fund account to your predesignated bank
account through this service. See Systematic Withdrawal Plans under Redemption
and Exchange. Your funds will normally be credited to your bank account two
business days after the payment date. There are no fees for this service. You
can initiate the MoneyLine Direct Deposit Service by completing an
Authorization Agreement. If your name and address are not identical to the
name and address on your Fund account, you must have your signature guaranteed.
This service is not available for retirement plans.

FINANCIAL INFORMATION ABOUT THE FUNDS
Each fiscal year, you will receive an audited annual report and an
unaudited semi-annual report. These reports provide detailed information about
each Fund's investments and performance. Global Funds, Inc.'s fiscal year ends
on November 30.

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<PAGE> 34
RETIREMENT PLANNING

An investment in a Fund may be suitable for tax-deferred retirement
plans. Among the retirement plans noted below, Class B Shares are available
for investment only by Individual Retirement Accounts, Simplified Employee
Pension Plans, 457 Deferred Compensation Plans and 403(b)(7) Deferred
Compensation Plans.

Retirement plans may be subject to plan establishment fees, annual
maintenance fees and/or other administrative or trustee fees. Fees are based
upon the number of participants in the plan as well as the services selected.
Additional information about fees is included in retirement plan materials.
Fees are quoted upon request. Certain shareholder investment services
available to non-retirement plan shareholders may not be available to
retirement plan shareholders. Certain retirement plans may qualify to purchase
the Institutional Class of each Fund. For additional information on any of the
plans and Delaware's retirement services, call the Shareholder Service Center
or see Part B.

INDIVIDUAL RETIREMENT ACCOUNT ("IRA")
Individuals, even if they participate in an employer-sponsored
retirement plan, may establish their own retirement program for investments in
each of the Classes. Contributions to an IRA may be tax-deductible and
earnings are tax-deferred. Under the Tax Reform Act of 1986, the tax
deductibility of IRA contributions is restricted, and in some cases eliminated,
for individuals who participate in certain employer-sponsored retirement plans
and whose annual income exceeds certain limits. Existing IRAs and future
contributions up to the IRA maximums, whether deductible or not, still earn on
a tax-deferred basis.

SIMPLIFIED EMPLOYEE PENSION PLAN ("SEP/IRA")
A SEP/IRA may be established by an employer who wishes to sponsor a
tax-sheltered retirement program by making contributions on behalf of all
eligible employees. Each of the Classes is available for investment by a
SEP/IRA.

SALARY REDUCTION SIMPLIFIED EMPLOYEE PENSION PLAN ("SAR/SEP")
Offers employers with 25 or fewer eligible employees the ability to
establish a SEP/IRA that permits salary deferral contributions. An employer
may also elect to make additional contributions to this plan. Class B Shares
are not available for purchase by such plans.

403(b)(7) DEFERRED COMPENSATION PLAN
Permits employees of public school systems or of certain types of
non-profit organizations to enter into a deferred compensation arrangement for
the purchase of shares of each of the Classes.

457 DEFERRED COMPENSATION PLAN
Permits employees of state and local governments and certain other
entities to enter into a deferred compensation arrangement for the purchase of
shares of each of the Classes.

PROTOTYPE PROFIT SHARING OR MONEY PURCHASE PENSION PLAN
Offers self-employed individuals, partnerships and corporations a
tax-qualified plan which provides for the investment of contributions in Class
A Shares or Class C Shares. Class B Shares are not available for purchase by
such plans.

PROTOTYPE 401(k) DEFINED CONTRIBUTION PLAN
Permits employers to establish a tax-qualified plan based on salary deferral

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<PAGE> 35
contributions for investment in Class A or Class C Shares. Class B Shares are
not available for purchase by such plans.

Class A Shares are available for purchase by participants in certain
401(k) Defined Contribution Plans ("Allied Plans") which are made available
under a joint venture agreement between the Distributor and another institution
through which mutual funds are marketed and which allow investments in Class A
Shares of designated Delaware Group funds ("eligible Delaware Group fund
shares"), as well as shares of designated classes of non-Delaware Group funds
("eligible non-Delaware Group fund shares"). Class B Shares and Class C Shares
are not eligible for purchase by Allied Plans.

With respect to purchases made in connection with an Allied Plan, the
value of eligible Delaware Group and eligible non-Delaware Group fund shares
held by the Allied Plan may be combined with the dollar amount of new purchases
by that Allied Plan to obtain a reduced front-end sales charge on additional
purchases of eligible Delaware Group fund shares. See Front-End Sales Charge
Alternative - Class A Shares under Classes of Shares.
Participants in Allied Plans may exchange all or part of their
eligible Delaware Group fund shares for other eligible Delaware Group fund
shares or for eligible non-Delaware Group fund shares at net asset value
without payment of a front-end sales charge. However, exchanges of eligible
fund shares, both Delaware Group and non-Delaware Group, which were not subject
to a front-end sales charge, will be subject to the applicable sales charge if
exchanged for eligible Delaware Group fund shares to which a sales charge
applies. No sales charge will apply if the eligible fund shares were
previously acquired through the exchange of eligible shares on which a sales
charge was already paid or through the reinvestment of dividends. See
Investing by Exchange.

A dealer's commission may be payable on purchases of eligible Delaware
Group fund shares under an Allied Plan. In determining a financial adviser's
eligibility for a dealer's commission on net asset value purchases of eligible
Delaware Group fund shares in connection with Allied Plans, all participant
holdings in the Allied Plan will be aggregated. See Front-End Sales Charge
Alternative - Class A Shares under Classes of Shares.

The Limited CDSC is applicable to redemptions of net asset value
purchases from an Allied Plan on which a dealer's commission has been paid.
Waivers of the Limited CDSC, as described under Waiver of Limited Contingent
Deferred Sales Charge - Class A Shares, apply to redemptions by participants in
Allied Plans, except in the case of exchanges between eligible Delaware Group
and non-Delaware Group fund shares. When eligible Delaware Group fund shares
are exchanged into eligible non-Delaware Group fund shares, the Limited CDSC
will be imposed at the time of the exchange, unless the joint venture agreement
specifies that the amount of the CDSC will be paid by the financial adviser or
selling dealer. See Contingent Deferred Sales Charge for Certain Redemptions
of Class A Shares Purchased at Net Asset Value under Redemption and Exchange.

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<PAGE> 36
CLASSES OF SHARES

ALTERNATIVE PURCHASE ARRANGEMENTS
Shares may be purchased at a price equal to the next determined net
asset value per share, subject to a sales charge which may be imposed, at the
election of the purchaser, at the time of the purchase for Class A Shares
("front-end sales charge alternative"), or on a contingent deferred basis for
Class B Shares ("deferred sales charge alternative") or Class C Shares ("level
sales charge alternative").
Class A Shares. An investor who elects the front-end sales charge
alternative acquires Class A Shares. Class A Shares incur a sales charge when
they are purchased but generally are not subject to any sales charge when they
are redeemed. Class A Shares are subject to annual 12b-1 Plan expenses of up
to a maximum of .30% of average daily net assets of such shares. Certain
purchases of Class A Shares qualify for reduced front-end sales charges. See
Front-End Sales Charge Alternative - Class A Shares. See also Contingent
Deferred Sales Charge for Certain Redemptions of Class A Shares Purchased at
Net Asset Value and Distribution (12b-1) and Service.

Class B Shares. An investor who elects the deferred sales charge
alternative acquires Class B Shares, which do not incur a front-end sales
charge when they are purchased, but are subject to a contingent deferred sales
charge if they are redeemed within six years of purchase. Class B Shares are
subject to annual 12b-1 Plan expenses of up to a maximum of 1% (.25% of which
are service fees to be paid to the Distributor, dealers or others for providing
personal service and/or maintaining shareholder accounts) of average daily net
assets of such shares for approximately eight years after purchase. Class B
Shares permit all of the investor's dollars to work from the time the
investment is made. The higher 12b-1 Plan expenses paid by Class B Shares will
cause such shares to have a higher expense ratio and to pay lower dividends
than Class A Shares. At the end of approximately eight years after purchase,
the Class B Shares will automatically be converted into Class A Shares. See
Automatic Conversion of Class B Shares, below.

Class C Shares. An investor who elects the level sales charge
alternative acquires Class C Shares, which do not incur a front-end sales
charge when they are purchased, but are subject to a contingent deferred sales
charge if they are redeemed within 12 months of purchase. Class C Shares are
subject to annual 12b-1 Plan expenses of up to a maximum of 1% (.25% of which
are service fees to be paid to the Distributor, dealers or others for providing
personal service and/or maintaining shareholder accounts) of average daily net
assets of such shares for the life of the investment. The higher 12b-1 Plan
expenses paid by Class C Shares will cause such shares to have a higher expense
ratio and to pay lower dividends than Class A Shares. Unlike Class B Shares,
Class C Shares do not convert to another class.

The alternative purchase arrangements described above permit investors
to choose the method of purchasing shares that is most suitable given the
amount of their purchase, the length of time they expect to hold their shares
and other relevant circumstances. Investors should determine whether, given
their particular circumstances, it is more advantageous to purchase Class A
Shares and incur a front-end sales charge, purchase Class B Shares and have the
entire initial purchase amount invested in a Fund with their investment
being subject to a CDSC if they redeem shares within six years of purchase, or
purchase Class C Shares and have the entire initial purchase amount invested in
a Fund with their investment being subject to a CDSC if they redeem shares
within 12 months of purchase. In addition, investors should consider the level
of annual 12b-1 Plan expenses applicable to each Class. In comparing Class B
Shares to Class C Shares, investors should also consider the desirability of an
automatic conversion feature, which is available only for Class B Shares.

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<PAGE> 37
As an illustration, investors who qualify for significantly reduced
front-end sales charges on purchases of Class A Shares, as described below,
might choose the front-end sales charge alternative because similar sales
charge reductions are not available for purchases under either the deferred
sales charge alternative or the level sales charge alternative. Moreover,
shares acquired under the front-end sales charge alternative are subject to
annual 12b-1 Plan expenses of up to .30%, whereas Class B Shares acquired under
the deferred sales charge alternative are subject to annual 12b-1 Plan expenses
of up to 1% for approximately eight years after purchase (see Automatic
Conversion of Class B Shares) and Class C Shares acquired under the level sales
charge alternative are subject to annual 12b-1 Plan expenses of up to 1% for
the life of the investment. However, because front-end sales charges are
deducted from the purchase amount at the time of purchase, investors who buy
Class A Shares would not have their full purchase amount invested in the Fund.
Other investors might determine it to be more advantageous to purchase
Class B Shares and have all their money invested initially, even though they
would be subject to a CDSC for up to six years after purchase, and annual 12b-1
Plan expenses of up to 1% until the shares are automatically converted into
Class A Shares. Still other investors might determine it to be more
advantageous to purchase Class C Shares and have all of their funds invested
initially, recognizing that they would be subject to a CDSC for just 12 months
after purchase but that Class C Shares do not offer a conversion feature, so
their shares would be subject to annual 12b-1 Plan expenses of up to 1% for the
life of the investment. The higher 12b-1 Plan expenses on Class B Shares and
Class C Shares will be offset to the extent a return is realized on the
additional money initially invested upon the purchase of such shares. However,
there can be no assurance as to the return, if any, that will be realized on
such additional money.

Prospective investors should refer to Appendix A in this Prospectus
for an illustration of the potential effect that each of the purchase options
may have on a long-term shareholder's investment.

For the distribution and related services provided to, and the
expenses borne on behalf of, a Fund, the Distributor and others will be paid,
in the case of the Class A Shares, from the proceeds of the front-end sales
charge and 12b-1 Plan fees and, in the case of the Class B Shares and the Class
C Shares, from the proceeds of the 12b-1 Plan fees and, if applicable, the CDSC
incurred upon redemption. Financial advisers may receive different
compensation for selling Class A, Class B and Class C Shares. Investors
should understand that the purpose and function of the respective 12b-1 Plans
and CDSCs applicable to Class B Shares and Class C Shares are the same as those
of the 12b-1 Plan and the front-end sales charge applicable to Class A Shares
in that such fees and charges finance the distribution of the respective
Classes. See 12b-1 Distribution Plans - Class A, Class B and Class C Shares.

Dividends paid on Class A, Class B and Class C Shares, to the extent
any dividends are paid, will be calculated in the same manner, at the same
time, on the same day and will be in the same amount, except that the
additional amount of 12b-1 Plan expenses relating to Class B Shares and Class C
Shares will be borne exclusively by such shares. See Calculation of Offering
Price and Net Asset Value Per Share.
The NASD has adopted certain rules relating to investment company
sales charges. Global Funds, Inc. and the Distributor intend to operate in
compliance with these rules.

FRONT-END SALES CHARGE ALTERNATIVE - CLASS A SHARES
Class A Shares of each Fund may be purchased at the offering price,
which reflects a maximum front-end sales charge of 4.75%. See Calculation of
Offering Price and Net Asset Value Per Share.

Purchases of $100,000 or more carry a reduced front-end sales charge
as shown in the following table.

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<PAGE> 38
INTERNATIONAL EQUITY FUND A CLASS, GLOBAL ASSETS FUND A CLASS, GLOBAL BOND FUND
A CLASS AND EMERGING MARKETS FUND A CLASS

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------------
Dealer's
Front-End Sales Charge as % of Commission***
Amount of Purchase Offering Amount as % of
Price Invested** Offering Price
- ----------------------------------------------------------------------------------------------------------------------------------
International Global Global Emerging
Equity Assets Bond Markets
Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
Less than $100,000 4.75% 5.01% 4.96% 4.99% 4.95% 4.00%
$100,000 but under $250,000 3.75 3.86 3.87 3.92 3.86 3.00
$250,000 but under $500,000 2.50 2.55 2.61 2.59 2.60 2.00
$500,000 but under $1,000,000* 2.00 2.06 2.02 2.05 2.01 1.60

</TABLE>

* There is no front-end sales charge on purchases of Class A Shares of
$1 million or more but, under certain limited circumstances, a 1%
Limited CDSC may apply upon redemption of such shares.

** Based on the net asset value per share of the Class A Shares as of the
end of Global Funds, Inc.'s most recent fiscal year, which for the
Emerging Markets Fund is a date that is prior to the commencement of
its operations.

*** Financial institutions or their affiliated brokers may receive an
agency transaction fee in the percentages set forth above.

- --------------------------------------------------------------------------------
The International Equity Fund, the Global Assets Fund, the Global Bond
Fund or the Emerging Markets Fund, as appropriate, must be notified
when a sale takes place which would qualify for the reduced front-end
sales charge on the basis of previous or current purchases. The
reduced front-end sales charge will be granted upon confirmation of
the shareholder's holdings by such Fund. Such reduced front-end sales
charges are not retroactive.

From time to time, upon written notice to all of its dealers, the
Distributor may hold special promotions for specified periods during
which the Distributor may reallow to dealers up to the full amount of
the front-end sales charge shown above. In addition, certain dealers
who enter into an agreement to provide extra training and information
on Delaware Group products and services and who increase sales of
Delaware Group funds may receive an additional commission of up to
.15% of the offering price. Dealers who receive 90% or more of the
sales charge may be deemed to be underwriters under the 1933 Act.

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<PAGE> 39
For initial purchases of Class A Shares of $1,000,000 or more, a
dealer's commission may be paid by the Distributor to financial advisers
through whom such purchases are made, in accordance with the following
schedule:

<TABLE>
<CAPTION>
DEALER'S
COMMISSION
----------
(as a percent-
AMOUNT age of amount
OF PURCHASE purchased)
- -----------
<S> <C>
Up to $2 million 1.00%
Next $1 million up to $3 million .75
Next $2 million up to $5 million .50
Amount over $5 million .25
</TABLE>

In determining a financial adviser's eligibility for the dealer's
commission, purchases of Class A Shares of other Delaware Group funds as to
which a Limited CDSC applies may be aggregated with those of the Class A Shares
of a Fund. Financial advisers also may be eligible for a dealer's commission
in connection with certain purchases made under a Letter of Intention or
pursuant to an investor's Right of Accumulation. Financial advisers should
contact the Distributor concerning the applicability and calculation of the
dealer's commission in the case of combined purchases.
An exchange from other Delaware Group funds will not qualify for
payment of the dealer's commission, unless a dealer's commission or similar
payment has not been previously paid on the assets being exchanged. The
schedule and program for payment of the dealer's commission are subject to
change or termination at any time by the Distributor at its discretion.
Redemptions of Class A Shares purchased at net asset value may result
in the imposition of a Limited CDSC if the dealer's commission described above
was paid in connection with the purchase of those shares. See Contingent
Deferred Sales Charge for Certain Redemptions of Class A Shares Purchased at
Net Asset Value under Redemption and Exchange.

COMBINED PURCHASES PRIVILEGE
By combining your holdings of Class A Shares of a Fund with your
holdings of Class B Shares and/or Class C Shares of that Fund and shares of the
other funds in the Delaware Group, except those noted below, you can reduce the
front-end sales charges on any additional purchases of Class A Shares. Shares
of Delaware Group Premium Fund, Inc., beneficially owned in connection with
ownership of variable insurance products, may be combined with other Delaware
Group fund holdings. Shares of other funds that do not carry a front-end sales
charge or CDSC may not be included unless they were acquired through an
exchange from a Delaware Group fund that does carry a front-end sales charge or
CDSC.
This privilege permits you to combine your purchases and holdings with
those of your spouse, your children under 21 and any trust, fiduciary or
retirement account for the benefit of such family members.
It also permits you to use these combinations under a Letter of
Intention. A Letter of Intention allows you to make purchases over a 13-month
period and qualify the entire purchase for a reduction in front-end sales
charges on Class A Shares.

Combined purchases of $1,000,000 or more, including certain purchases
made at net asset value pursuant to a Right of Accumulation or under a Letter
of Intention, may result in the payment of a dealer's commission and the
applicability of a Limited CDSC. Investors should consult their financial
advisers or the Shareholder Service Center about the operation of these
features. See Front-End Sales Charge Alternative - Class A Shares, above.

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<PAGE> 40
BUYING CLASS A SHARES AT NET ASSET VALUE

Class A Shares of a Fund may be purchased at net asset value under the
Delaware Group Dividend Reinvestment Plan and, under certain circumstances, the
Exchange Privilege and the 12-Month Reinvestment Privilege. (See The Delaware
Difference and Redemption and Exchange for additional information.)

Purchases of Class A Shares may be made at net asset value by current
and former officers, directors and employees (and members of their families) of
the Manager, any affiliate, any of the funds in the Delaware Group, certain of
their agents and registered representatives and employees of authorized
investment dealers and by employee benefit plans for such entities. Individual
purchases, including those in retirement accounts, must be for accounts in the
name of the individual or a qualifying family member.

Purchases of Class A Shares may be made by clients of registered
representatives of an authorized investment dealer at net asset value within
12 months after the registered representative changes employment, if the
purchase is funded by proceeds from an investment where a front-end sales
charge, contingent deferred sales charge or other sales charge has been
assessed. Purchases of Class A Shares may also be made at net asset value by
bank employees who provide services in connection with agreements between the
bank and unaffiliated brokers or dealers concerning sales of shares of Delaware
Group funds. Officers, directors and key employees of institutional clients of
the Manager or any of its affiliates may purchase Class A Shares at net asset
value. Moreover, purchases may be effected at net asset value for the benefit
of the clients of brokers, dealers and registered investment advisers
affiliated with a broker or dealer, if such broker, dealer or investment
adviser has entered into an agreement with the Distributor providing
specifically for the purchase of Class A Shares in connection with special
investment products, such as wrap accounts or similar fee based programs.

Investments in Class A Shares made by plan level and/or participant
retirement accounts that are for the purpose of repaying a loan taken from such
accounts will be made at net asset value. Loan repayments made to a Delaware
Group account in connection with loans originated from accounts previously
maintained by another investment firm will also be invested at net asset value.

Class A Shares of a Fund may be purchased at net asset value within 90
days after a redemption of shares from a fund outside the Delaware Group of
funds provided that: 1) the redeemed shares were purchased no more than five
years before the proposed purchase of the Class A Shares; and 2) a front-end
sales charge was paid in connection with the purchase of the redeemed shares or
a contingent deferred sales charge was paid upon their redemption.

Investors who held shares in any class of any Delaware Group fund as
of December 1, 1995, may currently purchase Class A Shares at net asset value
through the Delaware Group Asset Planner service if such shares are being
purchased with proceeds from the redemption of shares of a fund (other than a
money market fund) outside of the Delaware Group of funds. The Investment
Application and check for such a transaction should note that the investment is
being made under the "NAV/Asset Planner Accommodation Program." Prior notice
will be given should this program be discontinued. Class A Shares may also be
purchased at net asset value in an IRA through the Delaware Group Asset Planner
service if the assets being invested are being transferred from an existing IRA
held outside of the Delaware Group or are part of a distribution received from
an employer-sponsored or other retirement plan. See Delaware Group Asset
Planner under How To Buy Shares.

The International Equity Fund, the Global Assets Fund, the Global Bond
Fund or the Emerging Markets Fund, as appropriate, must be notified in advance
that an investment qualifies for purchase of Class A Shares at net asset value.

GROUP INVESTMENT PLANS
Group Investment Plans (e.g., SEP/IRA, SAR/SEP, Prototype Profit
Sharing, Pension and 401(k) Defined Contribution Plans) may benefit from the
reduced front-end sales charges

-36-
<PAGE> 41

available on Class A Shares set forth in the table on page ____, based on total
plan assets. In addition, 403(b)(7) and 457 Retirement Plan Accounts may
benefit from a reduced front-end sales charge on Class A Shares based on the
total amount invested by all participants in the plan by satisfying the
following criteria: (i) the employer for which the plan was established has
250 or more eligible employees and the plan lists only one broker of record, or
(ii) the plan includes employer contributions and the plan lists only one
broker of record. If a company has more than one plan investing in the
Delaware Group of funds, then the total amount invested in all plans will be
aggregated to determine the applicable sales charge reduction on each purchase,
both initial and subsequent, if, at the time of each such purchase, the company
notifies the Fund in which it is investing that it qualifies for the reduction.
Employees participating in such Group Investment Plans may also combine the
investments held in their plan account to determine the front-end sales charge
applicable to purchases in non-retirement Delaware Group investment accounts
if, at the time of each such purchase, they notify the Fund in which they are
investing that they are eligible to combine purchase amounts held in their plan
account.

For additional information on retirement plans, including plan forms,
applications, minimum investments and any applicable account maintenance fees,
contact your investment dealer or the Distributor.
For other retirement plans and special services, see Retirement
Planning.

DEFERRED SALES CHARGE ALTERNATIVE - CLASS B SHARES
Class B Shares may be purchased at net asset value without a front-end
sales charge and, as a result, the full amount of the investor's purchase
payment will be invested in Fund shares. The Distributor currently anticipates
compensating dealers or brokers for selling Class B Shares at the time of
purchase from its own assets in an amount equal to no more than 4% of the
dollar amount purchased. As discussed below, however, Class B Shares are
subject to annual 12b-1 Plan expenses and, if redeemed within six years of
purchase, a CDSC.
Proceeds from the CDSC and the annual 12b-1 Plan fees are paid to the
Distributor and others for providing distribution and related services, and
bearing expenses in connection with the sale of Class B Shares. These payments
support the compensation paid to dealers or brokers for selling Class B Shares.
Payments to the Distributor and others under the Class B 12b-1 Plan may be in
an amount equal to no more than 1% annually. The combination of the CDSC and
the proceeds of the 12b-1 Plan fees makes it possible for the Fund to sell
Class B Shares without deducting a front-end sales charge at the time of
purchase.
Holders of Class B Shares who exercise the exchange privilege
described below will continue to be subject to the CDSC schedule for the Class
B Shares described in this Prospectus, even after the exchange. Such CDSC
schedule may be higher than the CDSC schedule for the Class B Shares acquired
as a result of the exchange. See Redemption and Exchange.

AUTOMATIC CONVERSION OF CLASS B SHARES
Class B Shares, other than shares acquired through reinvestment of
dividends, held for eight years after purchase are eligible for automatic
conversion into Class A Shares of that Fund. Conversions of Class B Shares
into Class A Shares will occur only four times in any calendar year, on the
last business day of the second full week of March, June, September and
December (each, a "Conversion Date"). If the eighth anniversary after a
purchase of Class B Shares falls on a Conversion Date, an investor's Class B
Shares will be converted on that date. If the eighth anniversary occurs
between Conversion Dates, an investor's Class B Shares will be converted on the
next Conversion Date after such anniversary. Consequently, if a shareholder's
eighth anniversary falls on the day after a Conversion Date, that shareholder
will have to hold Class B Shares for as long as three additional months after
the eighth anniversary of purchase before the shares will automatically convert
into Class A Shares.

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<PAGE> 42
Class B Shares of a fund acquired through reinvestment of dividends
will convert to the corresponding Class A Shares of that fund (or, in the case
of Delaware Group Cash Reserve, Inc., the Delaware Cash Reserve Consultant
Class) pro-rata with Class B Shares of that fund not acquired through dividend
reinvestment.
All such automatic conversions of Class B Shares will constitute
tax-free exchanges for federal income tax purposes. See Taxes.

LEVEL SALES CHARGE ALTERNATIVE - CLASS C SHARES
Class C Shares may be purchased at net asset value without a front-end
sales charge and, as a result, a Fund will invest the full amount of the
investor's purchase payment. The Distributor currently anticipates
compensating dealers or brokers for selling Class C Shares at the time of
purchase from its own assets in an amount equal to no more than 1% of the
dollar amount purchased. As discussed below, however, Class C Shares are
subject to annual 12b-1 Plan expenses and, if redeemed within 12 months of
purchase, a CDSC.
Proceeds from the CDSC and the annual 12b-1 Plan fees are paid to the
Distributor and others for providing distribution and related services, and
bearing related expenses, in connection with the sale of Class C Shares. These
payments support the compensation paid to dealers or brokers for selling Class
C Shares. Payments to the Distributor and others under the Class C 12b-1 Plan
may be in an amount equal to no more than 1% annually.
Holders of Class C Shares who exercise the exchange privilege
described below will continue to be subject to the CDSC schedule for Class C
Shares described in this Prospectus. See Redemption and Exchange.

CONTINGENT DEFERRED SALES CHARGE - CLASS B SHARES AND CLASS C SHARES

Class B Shares redeemed within six years of purchase may be subject to
a CDSC at the rates set forth below, and Class C Shares redeemed within 12
months of purchase may be subject to a CDSC of 1%. CDSCs are charged as a
percentage of the dollar amount subject to the CDSC. The charge will be
assessed on an amount equal to the lesser of the net asset value at the time of
purchase of the shares being redeemed or the net asset value of those shares at
redemption. No CDSC will be imposed on increases in net asset value above the
initial purchase price. Nor will a CDSC be assessed on redemptions of shares
acquired through reinvestments of dividends or capital gains distributions.
For purposes of this formula, the "net asset value at the time of purchase"
will be the net asset value at purchase of either the Class B Shares or the
Class C Shares of a Fund, even if those shares are later exchanged for Class B
Shares or Class C Shares of another Delaware Group fund. In the event of an
exchange of the shares, the "net asset value of such shares at the time of
redemption" will be the net asset value of the shares that were acquired in the
exchange.

The following table sets forth the rates of the CDSC for the Class B
Shares of the Funds:

<TABLE>
<CAPTION>
CONTINGENT DEFERRED
SALES CHARGE (AS A
PERCENTAGE OF
DOLLAR AMOUNT
YEAR AFTER PURCHASE MADE SUBJECT TO CHARGE)
- ------------------------ ------------------
<S> <C>
0-2 4%
3-4 3%
5 2%
6 1%
7 and thereafter None
</TABLE>

During the seventh year after purchase and, thereafter, until converted
automatically into Class A Shares of a Fund, the Class B Shares will still be
subject to annual 12b-1 Plan expenses of up to 1% of average daily net assets

-38-
<PAGE> 43
of those shares. See Automatic Conversion of Class B Shares, above. Investors
are reminded that the Class A Shares into which the Class B Shares will convert
are subject to ongoing annual 12b-1 Plan expenses of up to a maximum of .30% of
average daily net assets of such shares.
In determining whether a CDSC applies to a redemption of Class B
Shares, it will be assumed that shares held for more than six years are
redeemed first, followed by shares acquired through the reinvestment of
dividends or distributions, and finally by shares held longest during the
six-year period. With respect to Class C Shares, it will be assumed that
shares held for more than 12 months are redeemed first, followed by shares
acquired through the reinvestment of dividends or distributions, and finally by
shares held for 12 months or less.
All investments made during a calendar month, regardless of what day
of the month the investment occurred, will age one month on the last day of
that month and each subsequent month.
The CDSC is waived on certain redemptions of Class B Shares and Class
C Shares. See Waiver of Contingent Deferred Sales Charge - Class B and Class C
Shares under Redemption and Exchange.

12b-1 DISTRIBUTION PLANS - CLASS A, CLASS B AND CLASS C SHARES

Under the distribution plans adopted by Global Funds, Inc. in
accordance with Rule 12b-1 under the 1940 Act, a Fund is permitted to pay the
Distributor annual distribution fees of up to .30% of the average daily net
assets of a Fund's Class A Shares, and 1% of the average daily net assets of
each of a Fund's Class B Shares and Class C Shares. These fees, which are
payable monthly, compensate the Distributor for providing distribution and
related services and bearing certain expenses of each Class. The 12b-1 Plans
applicable to the Class B Shares and the Class C Shares are designed to permit
an investor to purchase these shares through dealers or brokers without paying
a front-end sales charge while enabling the Distributor to compensate dealers
and brokers for the sale of such shares. For a more detailed discussion of the
12b-1 Plans relating to the Class A, Class B and Class C Shares, see
Distribution (12b-1) and Service under Management of the Funds.

OTHER PAYMENTS TO DEALERS -- CLASS A, CLASS B AND CLASS C SHARES
From time to time at the discretion of the Distributor, all registered
broker/dealers whose aggregate sales of the Classes exceed certain limits, as
set by the Distributor, may receive from the Distributor an additional payment
of up to .25% of the dollar amount of such sales. The Distributor may also
provide additional promotional incentives or payments to dealers that sell
shares of the Delaware Group of funds. In some instances, these incentives or
payments may be offered only to certain dealers who maintain, have sold or may
sell certain amounts of shares.
Subject to pending amendments to the NASD's Rules of Fair Practice, in
connection with the promotion of Delaware Group fund shares, the Distributor
may, from time to time, pay to participate in dealer-sponsored seminars and
conferences, reimburse dealers for expenses incurred in connection with
preapproved seminars, conferences and advertising and may, from time to time,
pay or allow additional promotional incentives to dealers, which shall include
non-cash concessions, such as certain luxury merchandise or a trip to or
attendance at a business or investment seminar at a luxury resort, as part of
preapproved sales contests. Payment of non-cash compensation to dealers is
currently under review by the NASD and the Securities and Exchange Commission.
It is likely that the NASD's Rules of Fair Practice will be amended such that
the ability of the Distributor to pay non-cash compensation as described above
will

-39-
<PAGE> 44
be restricted in some fashion. The Distributor intends to comply with the
NASD's Rules of Fair Practice as they may be amended.

CLASSES OFFERED

The following funds currently offer Class A Shares, Class B Shares and
Class C Shares: DMC Tax-Free Income Trust-Pennsylvania, Delaware Group
Delchester High-Yield Bond Fund, Inc., Delaware Group Government Fund, Inc.,
Limited-Term Government Fund of Delaware Group Limited-Term Government Funds,
Inc., Delaware Group Cash Reserve, Inc., Tax-Free USA Fund, Tax-Free Insured
Fund and Tax-Free USA Intermediate Fund of Delaware Group Tax-Free Fund, Inc.,
Delaware Group DelCap Fund, Inc., Delaware Fund and Devon Fund of Delaware
Group Delaware Fund, Inc., Delaware Group Value Fund, Inc., Decatur Income Fund
and Decatur Total Return Fund of Delaware Group Decatur Fund, Inc., Delaware
Group Trend Fund, Inc. and each Fund of Global Funds, Inc. In addition,
Delaware Group Cash Reserve, Inc. offers Consultant Class Shares.

U.S. Government Money Series of Delaware Group Limited-Term Government
Funds, Inc. and Delaware Group Tax-Free Money Fund, Inc. offer only Class A and
Consultant Class Shares.

INSTITUTIONAL CLASSES

In addition to offering the Class A, Class B and Class C Shares of
each Fund, Global Funds, Inc. also offers the International Equity Fund
Institutional Class, the Global Bond Fund Institutional Class, the Global
Assets Fund Institutional Class and the Emerging Markets Fund Institutional
Class, which are described in a separate prospectus and are available for
purchase only by certain investors. Institutional Class shares generally are
distributed directly by the Distributor and do not have a front-end sales
charge, a CDSC or a Limited CDSC and are not subject to 12b-1 plan distribution
expenses. To obtain the prospectus that describes the Institutional Classes,
contact the Distributor by writing to the address or by calling the telephone
number listed on the back cover of this Prospectus.

-40-
<PAGE> 45
HOW TO BUY SHARES

PURCHASE AMOUNTS

Generally, the minimum initial purchase is $1,000 for Class A Shares,
Class B Shares and Class C Shares. Subsequent purchases of shares of any Class
generally must be $100 or more. For purchases under a Uniform Gifts to Minors
Act or Uniform Transfers to Minors Act or through an Automatic Investing Plan,
there is a minimum initial purchase of $250 and a minimum subsequent purchase
of $25. Minimum purchase requirements do not apply to retirement plans other
than IRAs for which there is a minimum initial purchase of $250, and a minimum
subsequent purchase of $25, regardless of which Class is selected.

There is a maximum purchase limitation of $250,000 on each purchase of
Class B Shares. For Class C Shares, each purchase must be in an amount that is
less than $1,000,000. An investor may exceed these maximum purchase
limitations by making cumulative purchases over a period of time. In doing so,
an investor should keep in mind that reduced front-end sales charges are
available on investments of $100,000 or more in Class A Shares, and that Class
A Shares (i) are subject to lower annual 12b-1 Plan expenses than Class B
Shares and Class C Shares and (ii) generally are not subject to a CDSC. For
retirement plans, the maximum purchase limitations apply only to the initial
purchase of Class B Shares or Class C Shares by the plan.

INVESTING THROUGH YOUR INVESTMENT DEALER
You can make a purchase of shares of the Funds through most investment
dealers who, as part of the service they provide, must transmit orders
promptly. They may charge for this service. If you want a dealer but do not
have one, we can refer you to one.

INVESTING BY MAIL
1. Initial Purchases-An Investment Application or, in the case of a
retirement account, an appropriate retirement plan application, must be
completed, signed and sent with a check payable to the specific Fund and Class
selected (for example, if you wish to buy Class A Shares of the International
Equity Fund, make the check payable to International Equity Fund A Class), to
1818 Market Street, Philadelphia, PA 19103.

2. Subsequent Purchases-Additional purchases may be made at any time by
mailing a check payable to the specific Fund and Class selected. Your check
should be identified with your name(s) and account number. An investment slip
(similar to a deposit slip) is provided at the bottom of transaction
confirmations and dividend statements that you will receive from Global Funds,
Inc. Use of this investment slip can help expedite processing of your check
when making additional purchases. Your investment may be delayed if you send
additional purchases by certified mail.

INVESTING BY WIRE
You may purchase shares by requesting your bank to transmit funds by
wire to CoreStates Bank, N.A., ABA #031000011, account number 0114-2596
(include your name(s) and your account number for the Class in which you are
investing).

1. Initial Purchases-Before you invest, telephone the Shareholder Service
Center to get an account number. If you do not call first, processing of your
investment may be delayed. In addition, you must promptly send your Investment
Application or, in the case of a retirement account, an appropriate retirement
plan application, to the specific Fund and Class selected to 1818 Market
Street, Philadelphia, PA 19103.

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2. Subsequent Purchases-You may make additional investments anytime by
wiring funds to CoreStates Bank, N.A., as described above. You should advise
the Shareholder Service Center by telephone of each wire you send.
If you want to wire investments to a retirement plan account, call the
Shareholder Service Center for special wiring instructions.

DELAWARE GROUP ASSET PLANNER
To invest in Delaware Group funds using the Delaware Group Asset
Planner asset allocation service, you should complete a Delaware Group Asset
Planner Account Registration Form, which is available only from a financial
adviser or investment dealer.
As previously described, the Delaware Group Asset Planner service
offers a choice of four predesigned asset allocation strategies (each with a
different risk/reward profile) in predetermined percentages in Delaware Group
funds. Or, with the help of a financial adviser, you may design a customized
asset allocation strategy.

The sales charge on an investment through the Asset Planner service is
determined by the individual sales charges of the underlying funds and their
percentage allocation in the selected Strategy. Exchanges from existing
Delaware Group accounts into the Asset Planner service may be made at net asset
value under the circumstances described under Investing by Exchange, below.
Also, see Buying Class A Shares at Net Asset Value under Classes of Shares.
The minimum initial investment per Strategy is $2,000; subsequent investments
must be at least $100. Individual fund minimums do not apply to investments
made using the Asset Planner service. Class A, Class B and Class C Shares are
available through the Asset Planner service; however, only shares within the
same class may be used within the same Strategy.

An annual maintenance fee, currently $35 per Strategy, is due at the
time of initial investment and by September 30th of each subsequent year.
However, for all IRA accounts established with the same Social Security number
under the Asset Planner service, the annual maintenance fee will be limited to
$35 irrespective of the number of Strategies selected. For example, if you
transfer regular IRA assets and rollover assets from a qualified plan into an
IRA through the Delaware Group Asset Planner service and, to avoid commingling,
maintain more than one Strategy registered under the same Social Security
number, only one $35 annual fee needs to be paid. The fee, payable to Delaware
Service Company, Inc. to defray extra costs associated with administering the
Asset Planner service, will be deducted automatically from one of the funds
within your Asset Planner account if not paid by September 30th. See Part B.

Investors will receive a customized quarterly Strategy Report
summarizing all Delaware Group Asset Planner investment performance and account
activity during the prior period. Confirmation statements will be sent
following all transactions other than those involving a reinvestment of
distributions.

Certain shareholder services are not available to investors using the
Asset Planner service, due to its special design. These include Delaphone,
Checkwriting, Wealth Builder Option and Letter of Intention. Systematic
Withdrawal Plans are available after the account has been open for two years.

INVESTING BY EXCHANGE
If you have an investment in another mutual fund in the Delaware
Group, you may write and authorize an exchange of part or all of your
investment into shares of a Fund. If you wish to open an account by exchange,
call the Shareholder Service Center for more information. All exchanges are
subject to the eligibility and minimum purchase requirements set forth in each
fund's prospectus.
Holders of Class A Shares may exchange all or part of their shares for
certain of the shares of other funds in the Delaware Group, including other
Class A Shares, but may not exchange their Class A Shares for Class B Shares or
Class C Shares of a Fund or of any other fund in the Delaware Group. Holders
of Class B Shares of a Fund are permitted to exchange all or part of their
Class B Shares only into Class B Shares of other Delaware Group funds.
Similarly, holders of Class C Shares of a Fund are permitted to exchange all or
part of their Class C Shares only into Class C Shares of other Delaware Group
funds. Class B Shares and Class C Shares of a Fund acquired by exchange will
continue to carry

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the CDSC and, in the case of Class B Shares, the automatic conversion schedule
of the fund from which the exchange is made. The holding period of the Class B
Shares of a Fund acquired by exchange will be added to that of the shares that
were exchanged for purposes of determining the time of the automatic conversion
into Class A Shares of that Fund.
Permissible exchanges into Class A Shares of a Fund will be made
without a front-end sales charge, except for exchanges of shares that were not
previously subject to a front-end sales charge (unless such shares were
acquired through the reinvestment of dividends). Permissible exchanges into
Class B Shares or Class C Shares of a Fund will be made without the imposition
of a CDSC by the fund from which the exchange is being made at the time of the
exchange.
See Retirement Planning for information on exchanges by participants
in an Allied Plan.

ADDITIONAL METHODS OF ADDING TO YOUR INVESTMENT
Call the Shareholder Service Center for more information if you wish
to use the following services:

1. Automatic Investing Plan
THE AUTOMATIC INVESTING PLAN ENABLES YOU TO MAKE REGULAR MONTHLY
INVESTMENTS WITHOUT WRITING OR MAILING CHECKS. You may authorize Global Funds,
Inc. to transfer a designated amount monthly from your checking account to your
Fund account. Many shareholders use this as an automatic savings plan.
Shareholders should allow a reasonable amount of time for initial purchases and
changes to these plans to become effective.
This option is not available to participants in the following plans:
SAR/SEP, SEP/IRA, Profit Sharing and Money Purchase Pension Plans, 401(k)
Defined Contribution Plans, 403(b)(7) Deferred Compensation Plans or 457
Deferred Compensation Plans.

2. Direct Deposit
YOU MAY HAVE YOUR EMPLOYER OR BANK MAKE REGULAR INVESTMENTS DIRECTLY
TO YOUR ACCOUNT FOR YOU (for example: payroll deduction, pay by phone, annuity
payments). Global Funds, Inc. also accepts preauthorized recurring government
and private payments by Electronic Fund Transfer, which avoids mail time and
check clearing holds on payments such as social security, federal salaries,
Railroad Retirement benefits, etc.

* * *

Should investments through an Automatic Investing Plan or by direct
deposit be reclaimed or returned for some reason, Global Funds, Inc. has the
right to liquidate your Fund shares to reimburse the government or transmitting
bank. If there are insufficient funds in your account, you are obligated to
reimburse the Fund.

3. Wealth Builder Option

You can use the Wealth Builder Option to invest in a Fund through
regular liquidations of shares in your accounts in other funds in the Delaware
Group, subject to the same conditions and limitations as other exchanges noted
above.

You also may elect to invest in other mutual funds in the Delaware
Group through our Wealth Builder Option through exchanges from your Fund
account. Under this automatic exchange program, you can authorize regular
monthly amounts (minimum of $100 per fund) to be liquidated from your Fund
account and invested automatically into an account in one or more funds in the
Delaware Group. If, in connection with the Wealth Builder Option, you wish to
open a new account in such other fund or funds to receive the automatic
investment, such new account must meet such other fund's minimum initial
purchase

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<PAGE> 48
requirements. Investments under this option are exchanges and are therefore
subject to the same conditions and limitations as other exchanges noted above.

You can terminate your participation at any time by written notice to
your Fund. See Redemption and Exchange.

This option is not available to participants in the following plans:
SAR/SEP, SEP/IRA, Profit Sharing and Money Purchase Pension Plans, 401(k)
Defined Contribution Plans, 403(b)(7) Deferred Compensation Plans or 457
Deferred Compensation Plans.

4. Dividend Reinvestment Plan
You can elect to have your distributions (capital gains and/or
dividend income) paid to you by check or reinvested in your account. Or, you
may invest your distributions in certain other funds in the Delaware Group,
subject to the exceptions noted below as well as the eligibility and minimum
purchase requirements set forth in each fund's prospectus.
Reinvestments of distributions into Class A Shares of a Fund or of
other Delaware Group funds are made without a front-end sales charge.
Reinvestments of distributions into Class B Shares of a Fund or of other
Delaware Group funds or into Class C Shares of a Fund or of other Delaware
Group funds are also made without any sales charge and will not be subject to a
CDSC if later redeemed. See Automatic Conversion of Class B Shares under
Classes of Shares for information concerning the automatic conversion of Class
B Shares acquired by reinvesting dividends.
Holders of Class A Shares of a Fund may not reinvest their
distributions into Class B Shares or Class C Shares of any fund in the Delaware
Group, including the Funds. Holders of Class B Shares of a Fund may reinvest
their distributions only into Class B Shares of the funds in the Delaware Group
which offer that class of shares (the "Class B Funds"). Similarly, holders of
Class C Shares of a Fund may reinvest their distributions only into Class C
Shares of the funds in the Delaware Group which offer that class of shares (the
"Class C Funds"). See Classes Offered under Classes of Shares for a list of
the funds offering those classes of shares. For more information about
reinvestments, call the Shareholder Service Center.

PURCHASE PRICE AND EFFECTIVE DATE
The offering price and net asset value of the Class A, Class B and
Class C Shares are determined as of the close of regular trading on the New
York Stock Exchange (ordinarily, 4 p.m., Eastern time) on days when the
Exchange is open.
The effective date of a purchase made through an investment dealer is
the date the order is received by the Fund in which the shares are being
purchased. The effective date of a direct purchase is the day your wire,
electronic transfer or check is received, unless it is received after the time
the offering price or net asset value of shares is determined, as noted above.
Purchase orders received after such time will be effective the next business
day.

THE CONDITIONS OF YOUR PURCHASE
Each Fund reserves the right to reject any purchase order. If a
purchase is canceled because your check is returned unpaid, you are responsible
for any loss incurred. Each Fund can redeem shares from your account(s) to
reimburse itself for any loss, and you may be restricted from making future
purchases in any of the funds in the Delaware Group. Each Fund reserves the
right to reject purchase orders paid by third-party checks or checks that are
not drawn on a domestic branch of a United States financial institution. If a
check drawn on a foreign

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financial institution is accepted, you may be subject to additional bank
charges for clearance and currency conversion.
Each Fund also reserves the right, following shareholder notification,
to charge a service fee on non-retirement accounts that have remained below the
minimum stated account balance for a period of three or more consecutive
months. Holders of such accounts may be notified of their insufficient account
balance and advised that they have until the end of the current calendar
quarter to raise their balance to the stated minimum. If the account has not
reached the minimum balance requirement by that time, the Fund in which the
account is held will charge a $9 fee for that quarter and each subsequent
calendar quarter until the account is brought up to the minimum balance. The
service fee will be deducted from the account during the first week of each
calendar quarter for the previous quarter, and will be used to help defray the
cost of maintaining low-balance accounts. No fees will be charged without
proper notice, and no CDSC will apply to such assessments.
Each Fund also reserves the right, upon 60 days' written notice, to
involuntarily redeem accounts that remain under the minimum initial purchase
amount as a result of redemptions. An investor making the minimum initial
investment may be subject to involuntary redemption without the imposition of a
CDSC or Limited CDSC if he or she redeems any portion of his or her account.

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REDEMPTION AND EXCHANGE

YOU CAN REDEEM OR EXCHANGE YOUR SHARES IN A NUMBER OF DIFFERENT WAYS.
The exchange service is useful if your investment requirements change and you
want an easy way to invest in other equity funds, tax-advantaged funds, bond
funds or money market funds. This service is also useful if you are
anticipating a major expenditure and want to move a portion of your investment
into a fund that has the checkwriting feature. Exchanges are subject to the
requirements of each fund and all exchanges of shares constitute taxable
events. See Taxes. Further, in order for an exchange to be processed, shares
of the fund being acquired must be registered in the state where the acquiring
shareholder resides. You may want to consult your financial adviser or
investment dealer to discuss which funds in the Delaware Group will best meet
your changing objectives, and the consequences of any exchange transaction.
You may also call the Delaware Group directly for fund information.
All exchanges involve a purchase of shares of the fund into which the
exchange is made. As with any purchase, an investor should obtain and
carefully read that fund's prospectus before buying shares in an exchange. The
prospectus contains more complete information about the fund, including charges
and expenses.
Your shares will be redeemed or exchanged at a price based on the net
asset value next determined after the Fund receives your request in good order,
subject, in the case of a redemption, to any applicable CDSC or Limited CDSC.
Redemption or exchange requests received in good order after the time the
offering price and net asset value of shares are determined, as noted above,
will be processed on the next business day. See Purchase Price and Effective
Date under How to Buy Shares. A shareholder submitting a redemption request
may indicate that he or she wishes to receive redemption proceeds of a specific
dollar amount. In the case of such a request, and in the case of certain
redemptions from retirement plan accounts, the Fund will redeem the number of
shares necessary to deduct the applicable CDSC in the case of Class B and Class
C Shares, or, if applicable, the Limited CDSC in the case of Class A Shares and
tender to the shareholder the requested amount, assuming the shareholder holds
enough shares in his or her account for the redemption to be processed in this
manner. Otherwise, the amount tendered to the shareholder upon redemption will
be reduced by the amount of the applicable CDSC or Limited CDSC.
Except as noted below, for a redemption request to be in "good order,"
you must provide your account number, account registration, and the total
number of shares or dollar amount of the transaction. For exchange requests,
you must also provide the name of the fund you want to receive the proceeds.
Exchange instructions and redemption requests must be signed by the record
owner(s) exactly as the shares are registered. You may request a redemption or
an exchange by calling the Shareholder Service Center at 800-523-1918. Each
Fund may suspend, terminate, or amend the terms of the exchange privilege upon
60 days' written notice to shareholders.

Each Fund will process written and telephone redemption requests to the
extent that the purchase orders for the shares being redeemed have already
settled. No Fund will honor redemption requests as to shares for which a check
was tendered as payment until the Fund is reasonably satisfied that the check
has cleared, which may take up to 15 days from the purchase date. You can avoid
this potential delay if you purchase shares by wiring Federal Funds. Each Fund
reserves the right to reject a written or telephone redemption request or delay
payment of redemption proceeds if there has

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been a recent change to the shareholder's address of record.
There is no front-end sales charge or fee for exchanges made between
shares of funds which both carry a front-end sales charge. Any applicable
front-end sales charge will apply to exchanges from shares of funds not subject
to a front-end sales charge, except for transfers involving assets that were
previously invested in a fund with a front-end sales charge and/or transfers
involving the reinvestment of dividends.
Holders of Class B Shares or Class C Shares that exchange their shares
("Original Shares") for Class B Shares of other Class B Funds or Class C Shares
of other Class C Funds, as applicable (in each case, "New Shares"), will not be
subject to a CDSC that might otherwise be due upon redemption of the Original
Shares. However, such shareholders will continue to be subject to the CDSC and,
in the case of Class B Shares, the automatic conversion schedule of the
Original Shares as described in this Prospectus and any CDSC assessed upon
redemption will be charged by the Fund from which the Original Shares were
exchanged. In an exchange of Class B Shares from any of the Funds, a Fund's
CDSC schedule may be higher than the CDSC schedule relating to the New Shares
acquired as a result of the exchange. For purposes of computing the CDSC that
may be payable upon a disposition of the New Shares, the period of time that an
investor held the Original Shares is added to the period of time that an
investor held the New Shares. With respect to Class B Shares, the automatic
conversion schedule of the Original Shares may be longer than that of the New
Shares. Consequently, an investment in New Shares by exchange may subject an
investor to the higher 12b-1 fees applicable to Class B Shares of a Fund for a
longer period of time than if the investment in New Shares were made directly.
Various redemption and exchange methods are outlined below. Except
for the CDSC applicable to certain redemptions of Class B Shares and Class C
Shares and the Limited CDSC applicable to certain redemptions of Class A Shares
purchased at net asset value, there is no fee charged by a Fund or the
Distributor for redeeming or exchanging your shares, but such fees could be
charged in the future. You may have your investment dealer arrange to have
your shares redeemed or exchanged. Your investment dealer may charge for this
service.
All authorizations given by shareholders, including selection of any
of the features described below, shall continue in effect until such time as a
written revocation or modification has been received by the Fund to which the
authorization relates or its agent.

WRITTEN REDEMPTION
You can write to each Fund at 1818 Market Street, Philadelphia, PA
19103 to redeem some or all of your shares. The request must be signed by all
owners of the account or your investment dealer of record. For redemptions of
more than $50,000, or when the proceeds are not sent to the shareholder(s) at
the address of record, the Funds require a signature by all owners of the
account and a signature guarantee for each owner. Each signature guarantee
must be supplied by an eligible guarantor institution. The Funds reserve the
right to reject a signature guarantee supplied by an eligible institution based
on its creditworthiness. The Funds may require further documentation from
corporations, executors, retirement plans, administrators, trustees or
guardians.
Payment is normally mailed the next business day, but no later than
seven days, after receipt of your redemption request. If your Class A Shares
are in certificate form, the certificate must accompany your request and also
be in good order. Certificates are issued for Class A Shares only if a
shareholder submits a specific request. Certificates are not issued for Class
B or Class C Shares.

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WRITTEN EXCHANGE
You may also write to each Fund (at 1818 Market Street, Philadelphia,
PA 19103) to request an exchange of any or all of your shares into another
mutual fund in the Delaware Group, subject to the same conditions and
limitations as other exchanges noted above.

TELEPHONE REDEMPTION AND EXCHANGE
To get the added convenience of the telephone redemption and exchange
methods, you must have the Transfer Agent hold your shares (without charge) for
you. If you choose to have your Class A Shares in certificate form, you may
redeem or exchange only by written request and you must return your
certificates.
The Telephone Redemption - Check to Your Address of Record service and
the Telephone Exchange service, both of which are described below, are
automatically provided unless you notify the Fund in which you have your
account in writing that you do not wish to have such services available with
respect to your account. Each Fund reserves the right to modify, terminate or
suspend these procedures upon 60 days' written notice to shareholders. It may
be difficult to reach the Funds by telephone during periods when market or
economic conditions lead to an unusually large volume of telephone requests.

Neither the Funds nor their Transfer Agent is responsible for any
shareholder loss incurred in acting upon written or telephone instructions for
redemption or exchange of Fund shares which are reasonably believed to be
genuine. With respect to such telephone transactions, each Fund will follow
reasonable procedures to confirm that instructions communicated by telephone
are genuine (including verification of a form of personal identification) as,
if it does not, such Fund or the Transfer Agent may be liable for any losses
due to unauthorized or fraudulent transactions. Instructions received by
telephone are generally tape recorded, and a written confirmation will be
provided for all purchase, exchange and redemption transactions initiated by
telephone. By exchanging shares by telephone, you are acknowledging prior
receipt of a prospectus for the fund into which your shares are being
exchanged.

TELEPHONE REDEMPTION--CHECK TO YOUR ADDRESS OF RECORD
THE TELEPHONE REDEMPTION FEATURE IS A QUICK AND EASY METHOD TO REDEEM
SHARES. You or your investment dealer of record can have redemption proceeds
of $50,000 or less mailed to you at your address of record. Checks will be
payable to the shareholder(s) of record. Payment is normally mailed the next
business day, but no later than seven days, after receipt of the request. This
service is only available to individual, joint and individual fiduciary-type
accounts.

TELEPHONE REDEMPTION--PROCEEDS TO YOUR BANK
Redemption proceeds of $1,000 or more can be transferred to your
predesignated bank account by wire or by check. You should authorize this
service when you open your account. If you change your predesignated bank
account, you must complete an Authorization Form and have your signature
guaranteed. For your protection, your authorization must be on file. If you
request a wire, your funds will normally be sent the next business day.
CoreStates Bank, N.A.'s fee (currently $7.50) will be deducted from your
redemption. If you ask for a check, it will normally be mailed the next
business day, but no later than seven days, after receipt of your request to
your predesignated bank account. Except for any CDSC which may be applicable
to Class B and Class C Shares and the Limited CDSC which may be applicable to
certain Class A Shares,

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there are no fees for this redemption method, but the mail time may delay
getting funds into your bank account. Simply call the Shareholder Service
Center prior to the time the offering price and net asset value are determined,
as noted above.
If expedited payment by check or wire could adversely affect a Fund,
such Fund may take up to seven days to pay.

TELEPHONE EXCHANGE
The Telephone Exchange feature is a convenient and efficient way to
adjust your investment holdings as your liquidity requirements and investment
objectives change. You or your investment dealer of record can exchange your
shares into any fund in the Delaware Group under the same registration, subject
to the same conditions and limitations as other exchanges noted above. As with
the written exchange service, telephone exchanges are subject to the
requirements of each fund, as described above. Telephone exchanges may be
subject to limitations as to amounts or frequency.

SYSTEMATIC WITHDRAWAL PLANS
1. Regular Plans

This plan provides shareholders with a consistent monthly (or
quarterly) payment. THIS IS PARTICULARLY USEFUL TO SHAREHOLDERS LIVING ON
FIXED INCOMES, SINCE IT CAN PROVIDE THEM WITH A STABLE SUPPLEMENTAL AMOUNT.
With accounts of at least $5,000, you may elect monthly withdrawals of $25
(quarterly $75) or more. The Funds do not recommend any particular monthly
amount, as each shareholder's situation and needs vary. Payments are normally
made by check. In the alternative, you may elect to have your payments
transferred from your Fund account to your predesignated bank account through
the MoneyLine Direct Deposit Service. Your funds will normally be credited to
your bank account two business days after the payment date. Except for the
Limited CDSC which may be applicable to Class A Shares and the CDSC which may
be applicable to Class B Shares and Class C Shares as noted below, there are no
fees for this redemption method. See MoneyLine Direct Deposit Service under
The Delaware Difference for more information about this service.

2. Retirement Plans

For shareholders eligible under the applicable retirement plan to
receive benefits in periodic payments, the Systematic Withdrawal Plan provides
you with maximum flexibility. A number of formulas are available for
calculating your withdrawals depending upon whether the distributions are
required or optional. Withdrawals must be for $25 or more; however, no minimum
account balance is required. The MoneyLine Direct Deposit Service described
above is not available for retirement plans.

* * *

Shareholders should not purchase additional shares while participating
in a Systematic Withdrawal Plan.
Redemptions of Class A Shares via a Systematic Withdrawal Plan may be
subject to a Limited CDSC if the original purchase was made at net asset value
within the 12 months prior to the withdrawal and a dealer's commission was paid
on that purchase. See Contingent Deferred Sales Charge for Certain Redemptions
of Class A Shares Purchased at Net Asset Value, below.

The applicable CDSC for Class B Shares and Class C Shares redeemed via
a Systematic Withdrawal Plan will be waived if, on the date that the Plan is
established, the annual amount selected to be withdrawn is less than 12% of the
account balance. If the annual amount selected to be withdrawn exceeds 12% of
the account balance on the date that the Systematic Withdrawal Plan is
established, all

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redemptions under the Plan will be subject to the applicable CDSC. Whether a
waiver of the CDSC is available or not, the first shares to be redeemed for
each Systematic Withdrawal Plan payment will be those not subject to a CDSC
because they have either satisfied the required holding period or were acquired
through the reinvestment of distributions. The 12% annual limit will be reset
on the date that any Systematic Withdrawal Plan is modified (for example, a
change in the amount selected to be withdrawn or the frequency or date of
withdrawals), based on the balance in the account on that date. See Waiver of
Contingent Deferred Sales Charge - Class B and Class C Shares, below.
For more information on Systematic Withdrawal Plans, call the
Shareholder Service Center.

CONTINGENT DEFERRED SALES CHARGE FOR CERTAIN REDEMPTIONS OF CLASS A SHARES
PURCHASED AT NET ASSET VALUE

A Limited CDSC will be imposed on certain redemptions of Class A
Shares (or shares into which such Class A Shares are exchanged) made within 12
months of purchase, if such purchases were made at net asset value and
triggered the payment by the Distributor of the dealer's commission previously
described. See Classes of Shares.

The Limited CDSC will be paid to the Distributor and will be equal to
the lesser of 1% of: (1) the net asset value at the time of purchase of the
Class A Shares being redeemed; or (2) the net asset value of such Class A
Shares at the time of redemption. For purposes of this formula, the "net asset
value at the time of purchase" will be the net asset value at purchase of the
Class A Shares even if those shares are later exchanged for shares of another
Delaware Group fund and, in the event of an exchange of Class A Shares, the
"net asset value of such shares at the time of redemption" will be the net
asset value of the shares acquired in the exchange.
Redemptions of such Class A Shares held for more than 12 months will
not be subjected to the Limited CDSC and an exchange of such Class A Shares
into another Delaware Group fund will not trigger the imposition of the Limited
CDSC at the time of such exchange. The period a shareholder owns shares into
which Class A Shares are exchanged will count towards satisfying the 12-month
holding period. The Limited CDSC is assessed if such 12-month period is not
satisfied irrespective of whether the redemption triggering its payment is of
Class A Shares of a Fund or Class A Shares acquired in the exchange.
In determining whether a Limited CDSC is payable, it will be assumed
that shares not subject to the Limited CDSC are the first redeemed followed by
other shares held for the longest period of time. The Limited CDSC will not be
imposed upon shares representing reinvested dividends or capital gains
distributions, or upon amounts representing share appreciation. All
investments made during a calendar month, regardless of what day of the month
the investment occurred, will age one month on the last day of that month and
each subsequent month.

WAIVER OF LIMITED CONTINGENT DEFERRED SALES CHARGE - CLASS A SHARES
The Limited CDSC for Class A Shares on which a dealer's commission has
been paid will be waived in the following instances: (i) redemptions that
result from a Fund's right to liquidate a shareholder's account if the
aggregate net asset value of the shares held in the account is less than the
then-effective minimum account size; (ii) distributions to participants from a
retirement plan qualified under section 401(a) or 401(k) of the Code, or due to
death of a participant in such a plan; (iii) redemptions

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pursuant to the direction of a participant or beneficiary of a retirement plan
qualified under section 401(a) or 401(k) of the Code with respect to that
retirement plan; (iv) distributions from a section 403(b)(7) Plan or an IRA due
to death, disability, or attainment of age 59 1/2; (v) returns of excess
contributions to an IRA; (vi) distributions by other employee benefit plans to
pay benefits; (vii) distributions described in (ii), (iv), and (vi) above
pursuant to a systematic withdrawal plan; and (viii) redemptions by the classes
of shareholders who are permitted to purchase shares at net asset value,
regardless of the size of the purchase (see Buying Class A Shares at Net Asset
Value under Classes of Shares).

WAIVER OF CONTINGENT DEFERRED SALES CHARGE - CLASS B AND CLASS C SHARES
The CDSC is waived on certain redemptions of Class B Shares in
connection with the following redemptions: (i) redemptions that result from a
Fund's right to liquidate a shareholder's account if the aggregate net asset
value of the shares held in the account is less than the then-effective minimum
account size; (ii) returns of excess contributions to an IRA or 403(b)(7)
Deferred Compensation Plan; (iii) required minimum distributions from an IRA,
403(b)(7) Deferred Compensation Plan or 457 Deferred Compensation Plan; and
(iv) distributions from an account if the redemption results from the death of
all registered owners of the account (in the case of accounts established under
the Uniform Gifts to Minors or Uniform Transfers to Minors Acts or trust
accounts, the waiver applies upon the death of all beneficial owners) or a
total and permanent disability (as defined in Section 72 of the Code) of all
registered owners occurring after the purchase of the shares being redeemed.
The CDSC on Class C Shares is waived in connection with the following
redemptions: (i) redemptions that result from a Fund's right to liquidate a
shareholder's account if the aggregate net asset value of the shares held in
the account is less than the then-effective minimum account size; (ii) returns
of excess contributions to an IRA, 403(b)(7) Deferred Compensation Plan, Profit
Sharing Plan, Money Purchase Pension Plan or 401(k) Defined Contribution Plan;
(iii) required minimum distributions from an IRA, 403(b)(7) Deferred
Compensation Plan, 457 Deferred Compensation Plan, Profit Sharing Plan, Money
Purchase Pension Plan or 401(k) Defined Contribution Plan; (iv) distributions
from a 403(b)(7) Deferred Compensation Plan, 457 Deferred Compensation Plan,
Profit Sharing Plan, or 401(k) Defined Contribution Plan, under hardship
provisions of the plan; (v) distributions from a 403(b)(7) Deferred
Compensation Plan, 457 Deferred Compensation Plan, Profit Sharing Plan, Money
Purchase Pension Plan or a 401(k) Defined Contribution Plan upon attainment of
normal retirement age under the plan or upon separation from service; (vi)
distributions from an IRA on or after attainment of age 59 1/2; and (vii)
distributions from an account if the redemption results from the death of all
registered owners of the account (in the case of accounts established under the
Uniform Gifts to Minors or Uniform Transfers to Minors Acts or trust accounts,
the waiver applies upon the death of all beneficial owners) or a total and
permanent disability (as defined in Section 72 of the Code) of all registered
owners occurring after the purchase of the shares being redeemed.
In addition, the CDSC will be waived on Class B and Class C Shares
redeemed in accordance with a Systematic Withdrawal Plan if the annual amount
selected to be withdrawn under the Plan does not exceed 12% of the value of the
account on the date that the Systematic Withdrawal Plan was established or
modified.

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DIVIDENDS AND DISTRIBUTIONS

Global Funds, Inc. declares a dividend on each Fund to all
shareholders of record of the Classes of that Fund at the time the offering
price of shares is determined. See Purchase Price and Effective Date under How
to Buy Shares. Thus, when redeeming shares, dividends continue to be credited
up to and including the date of redemption.
The Emerging Markets Fund will normally declare and make payments from
net investment income on an annual basis. The International Equity and Global
Assets Funds will normally declare and make payments from net investment income
on a quarterly basis. The Global Bond Fund will normally declare and make
payments from net investment income on a monthly basis.
Payment by check of cash dividends will ordinarily be mailed within
three business days after the payable date. Payments from net realized
securities profits of a Fund, if any, will be distributed annually in the
quarter following the close of the fiscal year.

Each Class of a Fund will share proportionately in the investment
income and expenses of that Fund, except that the per share dividends from net
investment income on the Class A Shares, Class B Shares and Class C Shares will
vary due to the expenses under the 12b-1 Plan applicable to each Class.
Generally, the dividends per share on Class B Shares and Class C Shares can be
expected to be lower than the dividends per share on Class A Shares because the
expenses under the 12b-1 Plans relating to Class B Shares and Class C Shares
will be higher than the expenses under the 12b-1 Plan relating to Class A
Shares. See Distribution (12b-1) and Service under Management of the Funds.

Both dividends and distributions, if any, are automatically reinvested
in your account at net asset value, unless you elect otherwise. See The
Delaware Difference for more information on reinvestment options.

If you elect to take your dividends and distributions in cash and such
dividends and distributions are in an amount of $25 or more, you may choose the
MoneyLine Direct Deposit Service and have such payments transferred from your
Fund account to your predesignated bank account. This service is not available
for retirement plans. See MoneyLine Direct Deposit Service under The Delaware
Difference for more information about this service.

Any check in payment of dividends or other distributions which cannot
be delivered by the United States Post Office or which remains uncashed for a
period of more than one year may be reinvested in the shareholder's account at
the then-current net asset value, and the dividend option may be changed from
cash to reinvest.

In addition to the dividends from net investment income and
distributions from realized securities profits that a Fund may declare and
make, as noted above, in order to satisfy certain distribution requirements of
the Tax Reform Act of 1986, a Fund may declare special year-end dividend and
capital gains distributions during October, November or December to
shareholders of record on a date in such month. Such distributions, if
received by shareholders by January 31, are deemed to have been paid by the
Funds and received by shareholders on the earlier of the date paid or December
31 of the prior year.

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TAXES

The tax discussion set forth below is included for general information
only. Investors should consult their own tax advisers concerning the federal,
state, local or foreign tax consequences of an investment in a Fund.

Each Fund has qualified (or, in the case of the Emerging Markets Fund,
intends to qualify), and intends to continue to qualify, as a regulated
investment company under Subchapter M of the Code. As such, a Fund will not be
subject to federal income tax, or to any excise tax, to the extent its earnings
are distributed as provided in the Code.
Each Fund intends to distribute substantially all of its net
investment income and net capital gains, if any. Dividends from net investment
income or net short-term capital gains will be taxable to you as ordinary
income, whether received in cash or in additional shares. It is expected that
either none or only a nominal portion of a Fund's dividends will be eligible
for the dividends-received deductions for corporations.
Distributions paid by a Fund from long-term capital gains, whether
received in cash or in additional shares, are taxable to those investors who
are subject to income taxes as long-term capital gains, regardless of the
length of time an investor has owned shares in the Fund. The Funds do not seek
to realize any particular amount of capital gains during a year; rather,
realized gains are a byproduct of Fund management activities. Consequently,
capital gains distributions may be expected to vary considerably from year to
year. Also, for those investors subject to tax, if purchases of shares in a
Fund are made shortly before the record date for a dividend or capital gains
distribution, a portion of the investment will be returned as a taxable
distribution.
Although dividends generally will be treated as distributed when paid,
dividends which are declared in October, November, or December to shareholders
of record in such a month, but which, for operational reasons, may not be paid
to the shareholder until the following January, will be treated for tax
purposes as if paid by a Fund and received by the shareholder on December 31 of
the year declared.

The sale of shares of the Funds is a taxable event and may result in
a capital gain or loss to shareholders subject to tax. Capital gain or loss
may be realized from an ordinary redemption of shares or an exchange of shares
between two mutual funds (or two series or portfolios of a mutual fund). Any
loss incurred on a sale or exchange of a Fund's shares that had been held for
six months or less will be treated as a long-term capital loss to the extent
of capital gain dividends received with respect to such shares. All or a
portion of the sales charge incurred in acquiring a Fund's shares will be
excluded from the federal tax basis of any of such shares sold or exchanged
within 90 days of their purchase (for purposes of determining gain or loss
upon sale of such shares) if the sale proceeds are reinvested in such Fund or
in another fund in the Delaware Group of funds and a sales charge that would
otherwise apply to the reinvestment is reduced or eliminated. Any portion of
such sales charge excluded from the tax basis of the shares sold will be added
to the tax basis of the shares acquired in the reinvestment.

A Fund may be subject to foreign withholding taxes on income from
certain of its foreign securities. If more than 50% in value of the total
assets of a Fund at the end of its fiscal year are invested in securities of
foreign corporations, the Fund may elect to pass-through to its shareholders a
pro-rata share of foreign income taxes paid by the Fund. If this election is
made, shareholders will be (i) required to include in their gross income their
pro-rata share

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of foreign source income (including any foreign taxes paid by the Fund), and
(ii) entitled to either deduct (as an itemized deduction in the case of
individuals) their share of such foreign taxes in computing their taxable
income or to claim a credit for such taxes against their U.S. income tax,
subject to certain limitations under the Code. Shareholders will be informed
by a Fund at the end of each calendar year regarding the availability of any
credits on and the amount of foreign source income to be included in their
income tax returns.

The automatic conversion of Class B Shares into Class A Shares at the
end of approximately eight years after purchase will be tax-free for federal
tax purposes. See Automatic Conversion of Class B Shares under Classes of
Shares.
In addition to federal taxes, shareholders may be subject to state and
local taxes on distributions. Distributions of interest income and capital
gains realized from certain types of U.S. Government securities may be exempt
from state personal income taxes. Shares of each Fund are exempt from
Pennsylvania county personal property taxes.
Each year, Global Funds, Inc. will mail to you information on the tax
status of the dividends and distributions paid by the Fund in which you hold
shares. Shareholders will also receive each year information as to the portion
of dividend income, if any, that is derived from U.S. Government securities
that are exempt from state income tax. Of course, shareholders who are not
subject to tax on their income would not be required to pay tax on amounts
distributed to them by a Fund.

Each Fund is required to withhold 31% of taxable dividends, capital
gains distributions, and redemptions paid to shareholders who have not complied
with IRS taxpayer identification regulations. You may avoid this withholding
requirement by certifying on your Investment Application your proper Taxpayer
Identification Number and by certifying that you are not subject to backup
withholding.

See Accounting and Tax Issues and Distributions and Taxes in Part B
for additional information on tax matters relating to each Fund and its
shareholders.

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CALCULATION OF OFFERING PRICE AND NET ASSET VALUE PER SHARE

The net asset value ("NAV") per share is computed by adding the value
of all securities and other assets in a Fund's portfolio, deducting any
liabilities of that Fund (expenses and fees are accrued daily) and dividing by
the number of that Fund's shares outstanding. Portfolio securities for which
market quotations are available are priced at market value. Debt securities
are priced at fair value by an independent pricing service using methods
approved by Global Funds, Inc.'s Board of Directors. Short-term investments
having a maturity of less than 60 days are valued at amortized cost, which
approximates market value. All other securities are valued at their fair value
as determined in good faith and in a method approved by Global Funds, Inc.'s
Board of Directors.

Class A Shares are purchased at the offering price per share, while
Class B Shares and Class C Shares are purchased at the NAV per share. The
offering price per share of Class A Shares consists of the NAV per share next
computed after the order is received, plus any applicable front-end sales
charges.

The offering price and NAV are computed as of the close of regular
trading on the New York Stock Exchange (ordinarily, 4 p.m., Eastern time) on
days when the Exchange is open.

A Fund's portfolio securities, from time to time, may be listed
primarily on foreign exchanges which trade on days when the New York Stock
Exchange is closed (such as Saturday). As a result, the net asset value of a
Fund may be significantly affected by such trading on days when shareholders
have no access to the Fund.
The net asset values of all outstanding shares of each class of a Fund
will be computed on a pro-rata basis for each outstanding share based on the
proportionate participation in that Fund represented by the value of shares of
that class. All income earned and expenses incurred by a Fund will be borne on
a pro-rata basis by each outstanding share of a class, based on each class'
percentage in that Fund represented by the value of shares of such classes,
except that the International Equity Fund Institutional Class, the Global Bond
Fund Institutional Class, the Global Assets Fund Institutional Class and the
Emerging Markets Fund Institutional Class will not incur any distribution fees
under the 12b-1 Plans and the Class A, Class B and Class C Shares alone will
bear the 12b-1 Plan expenses payable under their respective 12b-1 Plans. Due
to the specific distribution expenses and other costs that will be allocable to
each class, the net asset value of each class of a Fund will vary.

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MANAGEMENT OF THE FUNDS

DIRECTORS
The business and affairs of Global Funds, Inc. are managed under the
direction of its Board of Directors. Part B contains additional information
regarding the directors and officers.

INVESTMENT MANAGER AND SUB-ADVISER

Delaware International Advisers Ltd. ("Delaware International" or the
"Manager") furnishes investment management services to each Fund. Delaware
International is affiliated with Delaware Management Company, Inc. ("Delaware"
or the "Sub-Adviser") which manages the U.S. securities portion of the Global
Assets Fund. The Manager has offices located at Veritas House, 125 Finsbury
Pavement, London, England EC2A 1NQ.

Delaware and its predecessors have been managing the funds in the
Delaware Group since 1938. On November 30, 1995, Delaware International and
Delaware were supervising in the aggregate more than $27 billion in assets in
various institutional (approximately $17,389,902,000) and investment company
(approximately $10,383,560,000) accounts.
Delaware is an indirect, wholly-owned subsidiary of Delaware
Management Holdings, Inc. ("DMH"). Delaware International is also controlled
by DMH through several subsidiaries. On April 3, 1995, a merger between DMH
and a wholly-owned subsidiary of Lincoln National Corporation ("Lincoln
National") was completed. DMH, the Manager and the Sub-Adviser are now
wholly-owned subsidiaries, and subject to the ultimate control, of Lincoln
National. Lincoln National, with headquarters in Fort Wayne, Indiana, is a
diversified organization with operations in many aspects of the financial
services industry, including insurance and investment management. In
connection with the merger, new Investment Management Agreements between Global
Funds, Inc., on behalf of the International Equity Fund, the Global Bond Fund
and the Global Assets Fund, and the Manager, and a new Sub-Advisory Agreement
between the Manager on behalf of the Global Assets Fund and the Sub-Adviser,
were executed following shareholder approval. The Manager has also entered
into an Investment Management Agreement with Global Funds, Inc. on behalf of
the Emerging Markets Fund.

The Manager manages each Fund's investments and for its services, the
Manager is paid an annual fee equal to .75% of a Fund's average daily net
assets, in the case of the International Equity Fund, the Global Bond Fund and
the Global Assets Fund, less a proportionate share of all directors' fees paid
to the unaffiliated directors by the three Funds. Under the Investment
Management Agreement between the Manager and Global Funds, Inc., on behalf of
the Emerging Markets Fund, the Manager is paid an annual fee equal to 1.25% of
the Fund's average daily net assets.

Beginning December 1, 1995, Delaware International elected voluntarily
to waive that portion, if any, of the annual management fees payable by the
International Equity Fund to the extent necessary to ensure that the Total
Operating Expenses (exclusive of taxes, interest, brokerage commissions and
extraordinary expenses, but inclusive of 12b-1 expenses) of the Class A Shares
of this Fund do not exceed 1.85% and of the Class B Shares and Class C Shares
of this Fund do not exceed 2.55% through November 30, 1996. From June 1, 1994
through November 30, 1994, Delaware International elected voluntarily to waive
that portion, if any, of the annual management fees payable by the
International Equity Fund to the extent necessary to ensure that the Total
Operating Expenses (exclusive of taxes, interest, brokerage commissions,
extraordinary expenses and 12b-1 expenses) of the Class A Shares of this Fund
did not exceed 1.50%. Through November 30, 1994, this waiver and reimbursement
noted above also applied to Class B Shares of this Fund. Prior to June 1,
1994, a

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waiver and reimbursement commitment was in place to ensure expenses of
the Class A Shares of the International Equity Fund did not exceed 1.25%
(exclusive of taxes, interest brokerage commissions and extraordinary expenses,
but inclusive of 12b-1 fees). Delaware International has elected voluntarily to
waive that portion, if any, of the annual management fees payable by the Global
Bond Fund and the Global Assets Fund to the extent necessary to ensure that the
Total Operating Expenses (exclusive of taxes, interest, brokerage commissions
and extraordinary expenses, but inclusive of 12b-1 fees) of the Class A Shares
of these Funds do not exceed 1.25% and of the Class B Shares and Class C Shares
of these Funds do not exceed 1.95% through November 30, 1996. The investment
management fees payable to Delaware International by the Funds, while higher
than the advisory fees paid by other mutual funds in general, are comparable to
fees paid by other mutual funds with similar objectives and policies.

For the fiscal year ended November 30, 1995, the investment management
fee paid by the International Equity Fund was 0.74% of average daily net
assets. With respect to the Global Bond Fund, the investment management fee
earned for the fiscal year ended November 30, 1995 was 0.40%, annualized, of
average daily net assets. With respect to the Global Assets Fund, the
investment management fee earned for the fiscal year ended November 30, 1995
was 0.56%, annualized, of average daily net assets.

Subject to the overall supervision of the Manager, the Sub-Adviser
manages the U.S. securities portion of the Global Assets Fund's portfolio and
furnishes the Manager with investment recommendations, asset allocation advice,
research and other investment services with respect to U.S. securities. For
the services provided to the Manager, the Manager pays the Sub-Adviser a
monthly fee equal to 25% of the fee paid to the Manager under the terms of the
Investment Management Agreement.
Clive A. Gillmore has primary responsibility for making day-to-day
investment decisions for the International Equity Fund, the Global Assets Fund
and the Emerging Markets Fund. He has been the senior portfolio manager for
these Funds since their inception. A graduate of the University of Warwick and
having begun his career at Legal and General Investment Management, Mr.
Gillmore joined the Delaware Group in 1990 after eight years of investment
experience. His most recent position prior to joining the Delaware Group was
as a Pacific Basin equity analyst and senior portfolio manager for Hill Samuel
Investment Advisers Ltd. Mr. Gillmore completed the London Business School
Investment program.

In making investment decisions for these three Funds, Mr. Gillmore
regularly consults with an international equity team of nine members, five of
whom research the Pacific Basin and four of whom research the European Markets.
Mr. Gillmore also regularly consults with David G. Tilles. Mr. Tilles, who is
Chief Investment Officer for Delaware International, is a graduate of the
University of Warwick with a BS in management sciences. Before joining the
Delaware Group in 1990, he was Chief Investment Officer of Hill Samuel
Investment Advisers Ltd. He is a member of the Institute of Investment
Management & Research and the Operational Research Society. In making
investment decisions for the Emerging Markets Fund, in addition to the above
team, Mr. Gillmore consults regularly with Robert Akester. Prior to joining
Delaware in 1996, Mr. Akester, who began his investment career in 1969, was
most recently a Director of Hill Samuel Investment Advisers Ltd., which he
joined in 1985. His prior experience included working as a Senior Analyst and
head of the South-East Asian Research team at James Capel, and as a Fund
Manager at Prudential Assurance Co., Ltd. Mr. Akester holds a BS in Statistics
and Economics from University College, London and is an associate of the
Institute of Actuaries, with a certificate in Finance and Investment.

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New Jersey, where he managed an equity mutual fund and three commingled funds.
Mr. Burwell is a Chartered Financial Analyst.

In making investment decisions for this Fund, Mr. Burwell regularly
consults with Wayne A. Stork and Richard G. Unruh, Jr. Mr. Stork is Chairman
of Delaware and Global Funds, Inc.'s Board of Directors and a member of the
Board of Delaware and the Manager. He is a graduate of Brown University and
attended New York University's Graduate School of Business Administration.
Mr. Stork joined the Delaware Group in 1962 and has served in various executive
capacities at different times within the Delaware organization. A graduate of
Brown University, Mr. Unruh received his MBA from the University of
Pennsylvania's Wharton School and joined the Delaware Group in 1982 after 19
years of investment management experience with Kidder, Peabody & Co. Inc. Mr.
Unruh was named an executive vice president of Global Funds, Inc. in 1994. He
is also a member of the Board of Directors of Delaware and the Manager and was
named an executive vice president of Delaware in 1994.

Paul A. Matlack and Gerald T. Nichols have responsibility for making
investment decisions for the high-yield securities portion of the Global Assets
Fund. They have had such responsibility since the Fund's inception. A
Chartered Financial Analyst, Mr. Matlack is a graduate of the University of
Pennsylvania with an MBA in Finance from George Washington University. He
began his career at Mellon Bank as a credit specialist, and later served as a
corporate loan officer for Mellon Bank and then Provident National Bank.
Mr. Nichols is a graduate of the University of Kansas, where he
received a BS in Business Administration and an MS in Finance. Prior to
joining the Delaware Group, he was a high yield credit analyst at Waddell &
Reed, Inc. and subsequently the investment officer for a private merchant
banking firm. He is a Chartered Financial Analyst.
In making investment decisions for this Fund, Mr. Matlack and Mr.
Nichols regularly consult with Paul E. Suckow. Mr. Suckow is Delaware's Chief
Investment Officer for Fixed Income. A Chartered Financial Analyst, he is a
graduate of Bradley University with an MBA from Western Illinois University.
Mr. Suckow was a fixed income portfolio manager at the Delaware Group from 1981
to 1985. He returned to the Delaware Group in 1993 after eight years with
Oppenheimer Management Corporation.
Ian G. Sims has primary responsibility for making day-to-day
investment decisions for the Global Bond Fund. He has been the senior
portfolio manager for this Fund since its inception. Mr. Sims is a graduate of
the University of Newcastle-Upon-Tyne. He joined Delaware International in
1990 as a senior international fixed income and currency manager. Mr. Sims
began his investment career with the Standard Life Assurance Co., and
subsequently moved to the Royal Bank of Canada Investment Management
International Company, where he was an international fixed income manager.
Prior to joining Delaware International, he was a senior fixed income and
currency portfolio manager with Hill Samuel Investment Advisers Ltd.
In making investment decisions for the Global Bond Fund, Mr. Sims
regularly consults with Hywel Morgan and Christopher A. Moth. Mr. Morgan was
educated at the University of Wales and was subsequently an Economics Lecturer
at Dundee University. Prior to joining Delaware International, he was
Associate Director of the international fixed income department and head of the
credit review committee at Hill Samuel Investment Management responsible for
over $500 million in multi-currency fixed interest accounts. His prior
experience included working as an economic

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adviser for Credit Suisse and the Economic Intelligence Unit. Mr. Morgan
started his business career as a Corporate Economist & Strategist at Ford of
Europe and Esso Petroleum.
Mr. Moth is a graduate of The City University of London. Mr. Moth
joined Delaware in 1992. He previously worked at the Guardian Royal Exchange
in an actuarial capacity where he was responsible for technical analysis,
quantitative models and projections. Mr. Moth has been awarded the certificate
in Finance & Investment from the Institute of Actuaries in London.

PORTFOLIO TRADING PRACTICES
Each Fund normally will not invest for short-term trading purposes.
However, a Fund may sell securities without regard to the length of time they
have been held. The degree of portfolio activity will affect brokerage costs
of a Fund and may affect taxes payable by such Fund's shareholders to the
extent that net capital gains are realized. Given each Fund's investment
objective, it is anticipated that the portfolio turnover rate of each Fund will
not exceed 100%. During the past two fiscal years, the International Equity
Fund's portfolio turnover rate was 27% for 1994 and 21% for 1995. During the
period December 27, 1994 (date of initial public offering) through November 30,
1995, the annualized portfolio turnover rates of the Global Bond Fund and the
Global Assets Fund were 98% and 57%, respectively.
The Manager and the Sub-Adviser use their best efforts to obtain the
best available price and most favorable execution for portfolio transactions.
Orders may be placed with brokers or dealers who provide brokerage and research
services to the Manager and the Sub-Adviser or their advisory clients. These
services may be used by the Manager and the Sub-Adviser in servicing any of
their respective accounts. Subject to best price and execution, the Manager
and the Sub-Adviser may consider a broker/dealer's sales of a Fund's shares in
placing portfolio orders and may place orders with broker/dealers that have
agreed to defray certain Fund expenses such as custodian fees.

PERFORMANCE INFORMATION
From time to time, each Fund may quote total return performance of its
Classes in advertising and other types of literature. The Global Bond Fund may
also quote the yield of its Classes in advertising and other types of
literature.
Total return will be based on a hypothetical $1,000 investment,
reflecting the reinvestment of all distributions at net asset value and: (i)
in the case of Class A Shares, the impact of the maximum front-end sales charge
at the beginning of each specified period; and (ii) in the case of Class B
Shares and Class C Shares, the deduction of any applicable CDSC at the end of
the relevant period. Each presentation will include the average annual total
return for one-, five- and ten-year (or life of fund, if applicable) periods,
as relevant. Each Fund may also advertise aggregate and average total return
information concerning a Class over additional periods of time. In addition,
each Fund may present total return information that does not reflect the
deduction of the maximum front-end sales charge or any applicable CDSC. In
this case, such total return information would be more favorable than total
return information which includes deductions of the maximum front-end sales
charge or any applicable CDSC.
The current yield of each Class of the Global Bond Fund will be
calculated by dividing the annualized net investment income earned by the Class
during a recent 30-day period by the maximum offering price per share on the
last day of the period. The yield formula provides for semi-annual compounding
which assumes that net investment income is earned and reinvested at a constant
rate and annualized at the end of a six-month period.

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Because securities prices fluctuate, investment results of the Classes
will fluctuate over time and past performance is not a guarantee of future
results.

DISTRIBUTION (12b-1) AND SERVICE

The Distributor, Delaware Distributors, L.P. (which formerly conducted
business as Delaware Distributors, Inc.), serves as the national distributor
for each Fund, with the exception of the Emerging Markets Fund, under separate
Distribution Agreements dated April 3, 1995, as amended on November 29, 1995.
Delaware Distributors, L.P. serves as the national distributor for the Emerging
Markets Fund under a Distribution Agreement dated May 1, 1996.

Global Funds, Inc. has adopted a separate distribution plan under Rule
12b-1 for each of the Class A Shares, the Class B Shares and the Class C Shares
(the "Plans"). Each Plan permits a Fund to which it relates to pay the
Distributor from the assets of its respective Classes a monthly fee for the
Distributor's services and expenses in distributing and promoting sales of
shares. These expenses include, among other things, preparing and distributing
advertisements, sales literature, and prospectuses and reports used for sales
purposes, compensating sales and marketing personnel, holding special
promotions for specified periods of time, and paying distribution and
maintenance fees to brokers, dealers and others. In connection with the
promotion of Class A, Class B and Class C Shares, the Distributor may, from
time to time, pay to participate in dealer-sponsored seminars and conferences,
and reimburse dealers for expenses incurred in connection with preapproved
seminars, conferences and advertising. The Distributor may pay or allow
additional promotional incentives to dealers as part of preapproved sales
contests and/or to dealers who provide extra training and information
concerning a Class and increase sales of the Class. In addition, each Fund may
make payments from the assets of its respective Classes directly to others,
such as banks, who aid in the distribution of Class shares or provide services
in respect of such Classes, pursuant to service agreements with Global Funds,
Inc.
The 12b-1 Plan expenses relating to each of the Class B Shares and
Class C Shares are also used to pay the Distributor for advancing the
commission costs to dealers with respect to the initial sale of such shares.
The aggregate fees paid by a Fund from the assets of its respective
Classes to the Distributor and others under the Plans may not exceed .30% of
the Class A Shares' average daily net assets in any year, and 1% (.25% of which
are service fees to be paid by such Fund to the Distributor, dealers and
others, for providing personal service and/or maintaining shareholder accounts)
of each of the Class B Shares' and the Class C Shares' average daily net assets
in any year. The Class A, Class B and Class C Shares will not incur any
distribution expenses beyond these limits, which may not be increased without
shareholder approval. The Distributor may, however, incur additional expenses
and make additional payments to dealers from its own resources to promote the
distribution of shares of the Classes.
Global Funds, Inc.'s Plans do not apply to the Institutional Class of
shares of any Fund. Those shares are not included in calculating the Plans'
fees, and the Plans are not used to assist in the distribution and marketing of
the shares of the Institutional Class of any Fund.
While payments pursuant to the Plans may not exceed .30% annually with
respect to the Class A Shares and 1% annually with respect to each of the Class
B Shares and the Class C Shares, the Plans do not limit fees to amounts
actually expended by the Distributor. It is therefore possible that the
Distributor may realize a profit in any particular year. However, the
Distributor currently expects that its distribution

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expenses will likely equal or exceed payments to it under the Plans. The
monthly fees paid to the Distributor are subject to the review and approval of
Global Funds, Inc.'s unaffiliated directors, who may reduce the fees or
terminate the Plans at any time.

The Distributor and the Transfer Agent are also indirect, wholly-owned
subsidiaries of DMH.

EXPENSES

Each Fund is responsible for all of its own expenses other than those
borne by the Manager under its Investment Management Agreements and those borne
by the Distributor under its Distribution Agreements. The ratios of expenses
to average daily net assets of the Class A Shares and the Class B Shares of the
International Equity Fund for the fiscal year ended November 30, 1995 were
2.07% and 2.77%, respectively. The annualized ratios of expenses to average
daily net assets of the Class A Shares and the Class B Shares of the Global Bond
Fund for the period December 27, 1994 (date of initial public offering) through
November 30, 1995 were 1.25% and 1.95%, respectively. The annualized ratios of
expenses to average daily net assets of the Class A Shares and the Class B
Shares of the Global Assets Fund for the period December 27, 1994 (date of
initial public offering) through November 30, 1995 were 1.25% and 1.95%,
respectively. The ratios reflect the impact of each Class' 12b-1 Plan. The
ratios for the Global Assets Fund and the Global Bond Fund also reflect the
waiver of fees described above. Global Funds, Inc. anticipates that the expense
ratios for Class C Shares of a Fund will be approximately equal to the expense
ratios for Class B Shares of the same Fund.

SHARES
Global Funds, Inc. is an open-end management investment company.
Global Funds, Inc. was organized as a Maryland corporation on May 30, 1991.
The shares of each Fund have a par value of $.01 and when issued will
be fully paid, non-assessable, fully transferable and redeemable at the option
of the holder. The shares have no preference as to conversion, exchange,
dividends, retirement or other features and have no preemptive rights.
All Global Funds, Inc.'s shares have noncumulative voting rights which
means that the holders of more than 50% of Global Funds, Inc.'s shares voting
for the election of directors can elect 100% of the directors if they choose to
do so. Under Maryland law, Global Funds, Inc. is not required, and does not
intend, to hold annual meetings of shareholders unless, under certain
circumstances, it is required to do so under the 1940 Act. Shareholders of 10%
or more of Global Funds, Inc.'s shares may request that a special meeting be
called to consider the removal of a director.
The International Equity Fund, the Global Bond Fund, the Global Assets
Fund and the Emerging Markets Fund also offer, respectively, the International
Equity Fund Institutional Class, the Global Bond Fund Institutional Class, the
Global Assets Fund Institutional Class and the Emerging Markets Fund
Institutional Class of shares, as well as Class A Shares, Class B Shares and
Class C Shares. Shares of each class of a Fund represent proportionate
interests in the

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<PAGE> 66
assets of that Fund and have the same voting and other rights and preferences
as the other classes of the Fund, except that shares of the International
Equity Fund Institutional Class, the Global Bond Fund Institutional Class, the
Global Assets Fund Institutional Class and the Emerging Markets Fund
Institutional Class are not subject to, and may not vote on matters affecting,
the 12b-1 Plans. Similarly, as a general matter, shareholders of Class A
Shares, Class B Shares and Class C Shares may vote only on matters affecting
the 12b-1 Plan that relates to the class of shares that they hold. However,
the Class B Shares of a Fund may vote on any proposal to increase materially
the fees to be paid by that Fund under the 12b-1 Plan relating to the
respective Class A Shares.
Prior to September 6, 1994, the International Equity Fund A Class was
known as the International Equity Fund class and the International Equity Fund
Institutional Class was known as the International Equity Fund (Institutional)
class.

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<PAGE> 67
OTHER INVESTMENT POLICIES AND RISK CONSIDERATIONS

REPURCHASE AGREEMENTS
Each Fund also may use repurchase agreements that are at least 100%
collateralized by securities in which the Fund can invest directly. Repurchase
agreements help a Fund to invest cash on a temporary basis. A Fund may invest
cash balances in joint repurchase agreements with other Delaware Group funds.
Under a repurchase agreement, a Fund acquires ownership and possession of a
security, and the seller agrees to buy the security back at a specified time
and higher price. Repurchase agreements involve the risks of loss if a seller
defaults on its obligations under the agreements. If the seller is unable to
repurchase the security, the Fund could experience delays in liquidating the
securities. To minimize this possibility, the Manager, pursuant to direction
from the Board of Directors of Global Funds, Inc., considers the
creditworthiness of banks and dealers when entering into repurchase agreements.

PORTFOLIO LOAN TRANSACTIONS
Each Fund may loan up to 25% of its assets to qualified broker/dealers
or institutional investors for their use relating to short sales or other
security transactions.
The major risk to which a Fund would be exposed on a loan transaction
is the risk that the borrower would go bankrupt at a time when the value of the
security goes up, and the borrower would fail to return the borrowed security.
Therefore, a Fund will only enter into loan arrangements after a review of all
pertinent facts by the Manager, subject to overall supervision by the Board of
Directors, including the creditworthiness of the borrowing broker, dealer or
institution and then only if the consideration to be received from such loans
would justify the risk. In addition, a Fund will require borrowers to deliver
collateral to the Fund before lending securities. Creditworthiness will be
monitored on an ongoing basis by the Manager.

BORROWINGS
Each Fund may borrow money as a temporary measure for extraordinary
purposes or to facilitate redemptions. A Fund will not borrow money in excess
of one-third of the value of its net assets. A Fund has no intention of
increasing its net income through borrowing. Any borrowing will be done from a
bank and, to the extent that such borrowing exceeds 5% of the value of the
Fund's net assets, asset coverage of at least 300% is required. In the event
that such asset coverage shall at any time fall below 300%, a Fund shall,
within three days thereafter (not including Sunday or holidays) or such longer
period as the U.S. Securities and Exchange Commission may prescribe by rules
and regulations, reduce the amount of its borrowings to such an extent that the
asset coverage of such borrowings shall be at least 300%. A Fund will not
pledge more than 10% of its net assets, or issue senior securities as defined
in the 1940 Act, except for notes to banks. Investment securities will not be
purchased while a Fund has an outstanding borrowing.

RULE 144A SECURITIES
While maintaining oversight, the Board of Directors has delegated to
the Manager the day-to-day functions of determining whether or not individual
Rule 144A Securities are liquid for purposes of each Fund's 10% limitation (or,
in the case of the Emerging Markets Fund, its 15% limitation) on investments in
illiquid assets. The Board has instructed the Manager to consider the
following factors in determining the liquidity of a Rule 144A Security: (i)
the frequency of trades and trading volume for the security; (ii) whether at
least three dealers are willing to purchase or sell the security and the number
of potential purchasers; (iii) whether at least two dealers are

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<PAGE> 68
making a market in the security; and (iv) the nature of the security and the
nature of the marketplace trades (e.g., the time needed to dispose of the
security, the method of soliciting offers, and the mechanics of transfer).
If the Manager determines that a Rule 144A Security which was
previously determined to be liquid is no longer liquid and, as a result, a
Fund's holdings of illiquid securities exceed a Fund's 10% limitation (or, in
the case of the Emerging Markets Fund, its 15% limitation) on investment in
such securities, the Manager will determine what action to take to ensure that
the Fund continues to adhere to its respective limitation.

INVESTMENT COMPANY SECURITIES
Any investments that the Funds make in either closed-end or open-end
(in the case of the Emerging Markets Fund) investment companies will be limited
by the 1940 Act, and would involve an indirect payment of a portion of the
expenses, including advisory fees, of such other investment companies. Under
the 1940 Act's limitations, a Fund may not (1) own more than 3% of the voting
stock of another investment company; (2) invest more than 5% of the Fund's
total assets in the shares of any one investment company; nor (3) invest more
than 10% of the Fund's total assets in shares of other investment companies.
These percentage limitations also apply to the Emerging Markets Fund's
investments in unregistered investment companies.

ZERO COUPON SECURITIES
The Global Bond, the Global Assets and the Emerging Markets Funds may
also invest in zero coupon bonds. The market prices of zero coupon securities
are generally more volatile than the market prices of securities that pay
interest periodically and are likely to respond to changes in interest rates to
a greater degree than do non-zero coupon securities having similar maturities
and credit quality. Current federal income tax law requires that a holder of a
taxable zero coupon security report as income each year the portion of the
original issue discount of such security that accrues that year, even though
the holder receives no cash payments of interest during the year. Each Fund
has qualified (or, in the case of the Emerging Markets Fund, intends to
qualify) as a regulated investment company under the Code. Accordingly, during
periods when a Fund receives no interest payments on its zero coupon
securities, it will be required, in order to maintain its desired tax
treatment, to distribute cash approximating the income attributable to such
securities. Such distribution may require the sale of portfolio securities to
meet the distribution requirements and such sales may be subject to the risk
factor discussed above.

FOREIGN CURRENCY TRANSACTIONS
Although the Funds value their assets daily in terms of U.S. dollars,
they do not intend to convert their holdings of foreign currencies into U.S.
dollars on a daily basis. Each Fund will, however, from time to time, purchase
or sell foreign currencies and/or engage in forward foreign currency
transactions in order to expedite settlement of portfolio transactions and to
minimize currency value fluctuations. Each Fund may conduct its foreign
currency exchange transactions on a spot (i.e., cash) basis at the spot rate
prevailing in the foreign currency exchange market or through entering into
contracts to purchase or sell foreign currencies at a future date (i.e., a
"forward foreign currency" contract or "forward" contract). A forward 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. The
Funds will convert currency on a spot basis from time to time, and investors
should be aware of the costs of currency conversion.

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<PAGE> 69
A Fund may enter into forward contracts to "lock in" the price of a
security it has agreed to purchase or sell, in terms of U.S. dollars or other
currencies in which the transaction will be consummated. By entering into a
forward contract for the purchase or sale, for a fixed amount of U.S. dollars
or foreign currency, of the amount of foreign currency involved in the
underlying security transaction, the Fund will be able to protect itself
against a possible loss resulting from an adverse change in currency exchange
rates during the period between the date the security is purchased or sold and
the date on which payment is made or received.
When the Manager believes that the currency of a particular country
may suffer a significant decline against the U.S. dollar or against another
currency, a Fund may enter into a forward foreign currency contract to sell,
for a fixed amount of U.S. dollars or other appropriate currency, the amount of
foreign currency approximating the value of some or all of the Fund's
securities denominated in such foreign currency.
A Fund will not enter into forward contracts or maintain a net
exposure to such contracts where the consummation of the contracts would
obligate the Fund to deliver an amount of foreign currency in excess of the
value of the Fund's securities or other assets denominated in that currency.
At the maturity of a forward contract, a Fund may either sell the
portfolio security and make delivery of the foreign currency, or it may retain
the security and terminate its contractual obligation to deliver the foreign
currency by purchasing an "offsetting" contract with the same currency trader
obligating it to purchase, on the same maturity date, the same amount of the
foreign currency. The Fund may realize a gain or loss from currency
transactions.
A Fund also may purchase and write put and call options on foreign
currencies (traded on U.S. and foreign exchanges or over-the-counter) for
hedging purposes to protect against declines in the U.S. dollar cost of foreign
securities held by the Fund and against increases in the U.S. dollar cost of
such securities to be acquired. Call options on foreign currency written by a
Fund will be covered, which means that the Fund will own the underlying foreign
currency. With respect to put options on foreign currency written by a Fund,
the Fund will establish a segregated account with its Custodian Bank consisting
of cash, U.S. Government securities or other high-grade liquid debt securities
in an amount equal to the amount the Fund will be required to pay upon exercise
of the put.
As in the case of other kinds of options, the writing of an option on
foreign currency will constitute only a partial hedge, up to the amount of the
premium received, and a Fund could be required to purchase or sell foreign
currencies at disadvantageous exchange rates, thereby incurring losses. The
purchase of an option on foreign currency may constitute an effective hedge
against fluctuations in exchange rates, although, in the event of rate
movements adverse to a Fund's position, the Fund may forfeit the entire amount
of the premium plus related transaction costs. See Special Risk
Considerations.

OPTIONS
The Manager may employ options techniques in an attempt to protect
appreciation attained and to take advantage of the liquidity available in the
options market. Each Fund may purchase call options on foreign or U.S.
securities and indices and enter into related closing transactions. A Fund may
also purchase put options on such securities and indices and enter into related
closing transactions.
A call option enables the purchaser, in return for the premium paid,
to purchase securities from the writer of the option at an agreed price up to
an agreed date. The

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<PAGE> 70
advantage is that the purchaser may hedge against an increase in the price of
securities it ultimately wishes to buy or take advantage of a rise in a
particular index. A Fund will only purchase call options to the extent that
premiums paid on all outstanding call options do not exceed 2% of its total
assets.
A put option enables the purchaser of the option, in return for the
premium paid, to sell the security underlying the option to the writer at the
exercise price during the option period, and the writer of the option has the
obligation to purchase the security from the purchaser of the option. A Fund
will only purchase put options to the extent that the premiums on all
outstanding put options do not exceed 2% of its total assets. The advantage is
that the purchaser can be protected should the market value of the security
decline or should a particular index decline.
An option on a securities index gives the purchaser of the option, in
return for the premium paid, the right to receive from the seller cash equal to
the difference between the closing price of the index and the exercise price of
the option.
Closing transactions essentially let a Fund offset put options or call
options prior to exercise or expiration. If a Fund cannot effect closing
transactions, it may have to hold a security it would otherwise sell or deliver
a security it might want to hold.
In purchasing put and call options, the premium paid by a Fund plus
any transaction costs will reduce any benefit realized by the Fund upon
exercise of the option.
Each Fund may use both Exchange-traded and over-the-counter options.
Certain over-the-counter options may be illiquid. A Fund will only invest in
such options to the extent consistent with its 10% limitation (or, in the case
of the Emerging Markets Fund, its 15% limitation) on investment in illiquid
securities. The Funds will comply with U.S. Securities and Exchange Commission
asset segregation and coverage requirements when engaging in these types of
transactions.

FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS
The principal purpose of the purchase or sale of futures contracts for
a Fund is to protect the Fund against the fluctuations in interest or exchange
rates which otherwise might adversely affect the value of the Fund's portfolio
securities or adversely affect the prices of securities which the Fund intends
to purchase at a later date without actually buying or selling such securities.
Each Fund may enter into contracts for the purchase or sale for future
delivery of securities or foreign currencies. A purchase of a futures contract
means the acquisition of a contractual right to obtain delivery to a Fund of
the securities or foreign currency called for by the contract at a specified
price during a specified future month. When a futures contract is sold, a Fund
incurs a contractual obligation to deliver the securities or foreign currency
underlying the contract at a specified price on a specified date during a
specified future month. A Fund may enter into futures contracts and options
thereon to the extent that not more than 5% of its assets are required as
futures contract margin deposits and premiums on options and may engage in such
transactions to the extent that obligations relating to such futures and
related options on futures transactions represent not more than 20% of its
assets.
A Fund may also purchase and write options to buy or sell futures
contracts. Options on futures are similar to options on securities except that
options on futures give the purchaser the right, in return for the premium
paid, to assume a position in a futures contract, rather than actually to
purchase or sell the futures contract, at a specified exercise price at any
time during the period of the option. When a Fund enters into a futures
transaction, it must deliver

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<PAGE> 71
to the futures commission merchant selected by the Fund an amount referred to
as "initial margin." This amount is maintained by the futures commission
merchant in an account at the Custodian Bank. Thereafter, a "variation margin"
may be paid by a Fund to, or drawn by the Fund from, such account in accordance
with controls set for such accounts, depending upon changes in the price of the
underlying securities subject to the futures contract.
To the extent that interest or exchange rates or securities prices
move in an unexpected direction, a Fund may not achieve the anticipated
benefits of investing in futures contracts and options thereon, or may realize
a loss. To the extent that the Fund purchases an option on a futures contract
and fails to exercise the option prior to the exercise date, it will suffer a
loss of the premium paid. Further, the possible lack of a secondary market
could prevent the Fund from closing out its positions relating to futures.

INTEREST RATE SWAPS
In order to attempt to protect the Global Bond Fund's investments from
interest rate fluctuations, the Fund may engage in interest rate swaps. The
Fund intends to use interest rate swaps as a hedge and not as a speculative
investment. Interest rate swaps involve the exchange by the Fund with another
party of their respective rights to receive interest, e.g., an exchange of
fixed rate payments for floating rate payments. For example, if the Fund holds
an interest-paying security whose interest rate is reset once a year, it may
swap the right to receive interest at this fixed rate for the right to receive
interest at a rate that is reset daily. Such a swap position would offset
changes in the value of the underlying security because of subsequent changes
in interest rates. This would protect the Fund from a decline in the value of
the underlying security due to rising rates, but would also limit its ability
to benefit from falling interest rates.
The Fund may enter into interest rate swaps on either an asset-based
or liability-based basis, depending upon whether it is hedging its assets or
its liabilities, and will usually enter into interest rate swaps on a net
basis, i.e., the two payment streams are netted out, with the Fund receiving or
paying, as the case may be, only the net amount of the two payments. Inasmuch
as these hedging transactions are entered into for non-speculative purposes and
not for the purpose of leveraging the Fund's investments, the Manager and the
Fund believe such obligations do not constitute senior securities and,
accordingly, will not treat them as being subject to its borrowing
restrictions. The net amount of the excess, if any, of the Fund's obligations
over its entitlement with respect to each interest rate swap will be accrued on
a daily basis and an amount of cash or high-quality liquid securities having an
aggregate net asset value at least equal to the accrued excess will be
maintained in a segregated account by the Custodian Bank. If the Fund enters
into an interest rate swap on other than a net basis, the Fund would maintain a
segregated account in the full amount accrued on a daily basis of the Fund's
obligations with respect to the swap.
The use of interest rate swaps by the Global Bond Fund involves
investment techniques and risks different from those associated with ordinary
portfolio securities transactions. If the Manager is incorrect in its
forecasts of market values, interest rates and other applicable factors, the
investment performance of the Fund will be less favorable than it would have
been if this investment technique were never used. Interest rate swaps do not
involve the delivery of securities or other underlying assets or principal.
Thus, if the other party to an interest rate swap defaults, the Fund's risk of
loss consists of the net amount of interest payments that the Fund is
contractually entitled to receive.

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<PAGE> 72
DIVERSIFICATION
While the Global Bond, the Global Assets and the Emerging Markets
Funds each intend to seek to qualify as a "diversified" investment company
under provisions of Subchapter M of the Code, none of these three Funds will be
diversified under the 1940 Act. Thus, while at least 50% of each such Fund's
total assets will be represented by cash, cash items, and other securities
limited in respect of any one issuer to an amount not greater than 5% of the
Fund's total assets, it will not satisfy the 1940 Act requirement in this
respect, which applies that test to 75% of the Fund's assets. A nondiversified
portfolio is believed to be subject to greater risk because adverse effects on
the portfolio's security holdings may affect a larger portion of the overall
assets.

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<PAGE> 73
APPENDIX A
GLOBAL BOND FUND
ILLUSTRATIONS OF THE POTENTIAL IMPACT ON INVESTMENT BASED ON PURCHASE OPTION
$10,000 PURCHASE
<TABLE>
<CAPTION>

Scenario 1 Scenario 2
No Redemption Redeem 1st Year
----------------------------------- -----------------------------------
Year Class A Class B Class C Class A Class B Class C
- ---- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
0 9,525 10,000 10,000 9,525 10,000 10,000
1 10,192 10,630 10,630 10,192 10,230 10,530+
2 10,905 11,300 11,300
3 11,669 12,012 12,012
4 12,485 12,768 12,768
5 13,359 13,573 13,573
6 14,294 14,428 14,428
7 15,295 15,337 15,337
8 16,366+ 16,303 16,303
9 17,511 17,444* 17,330
10 18,737 18,665* 18,422

<CAPTION>
Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
----------------------------------- -----------------------------------
Year Class A Class B Class C Class A Class B Class C
- ---- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
0 9,525 10,000 10,000 9,525 10,000 10,000
1 10,192 10,630 10,630 10,192 10,630 10,630
2 10,905 11,300 11,300 10,905 11,300 11,300
3 11,669 11,712 12,012+ 11,669 12,012 12,012
4 12,485 12,768 12,768
5 13,359 13,373 13,573+
6
7
8
9
10
</TABLE>

*This assumes that Class B Shares were converted to Class A Shares at the end
of the eighth year.

$250,000 PURCHASE
<TABLE>
<CAPTION>
Scenario 1 Scenario 2
No Redemption Redeem 1st Year
------------------------------------- ------------------------------------
Year Class A Class B Class C Class A Class B Class C
---- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
0 243,750 250,000 250,000 243,750 250,000 250,000
1 260,813 265,750 265,750 260,813 255,750 263,250+
2 279,069 282,492 282,492
3 298,604 300,289 300,289
4 319,507+ 319,207 319,207
5 341,872 339,318 339,318
6 365,803 360,395 360,695
7 391,409 383,418 383,418
8 418,808 407,574 407,574
9 448,124 436,104* 433,251
10 479,493 466,631* 460,546

<CAPTION>
Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
----------------------------------- -----------------------------------
Year Class A Class B Class C Class A Class B Class C
---- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
0 243,750 250,000 250,000 243,750 250,000 250,000
1 260,813 265,750 265,750 260,813 265,750 265,750
2 279,069 282,492 282,492 279,069 282,492 282,492
3 298,604 292,789 300,289+ 298,604 300,289 300,289
4 319,507+ 319,207 319,207
5 341,872 334,318 339,318
6
7
8
9
10
</TABLE>
*This assumes that Class B Shares were converted to Class A Shares
at the end of the eighth year.

Assumes a hypothetical return for Class A of 7% per year, a hypothetical return
for Class B of 6.3% for years 1-8 and 7% for years 9-10, and a hypothetical
return for Class C of 6.3% per year. Hypothetical returns vary due to the
different expense structure for each Class and do not represent actual
performance.
Class A purchase subject to appropriate sales charge breakpoint (4.75% @
$10,000; 3.75% @ $100,000; 2.50% @ $250,000).
Class B purchase assessed appropriate CDSC upon redemption (4%-4%-3%-3%-2%-1%
in years 1-2-3-4-5-6).
Class C purchase assessed 1% CDSC upon redemption in year 1.
Figures marked "+" identify which Class offers the greater return potential
based on the investment amount, the holding period and the expense structure of
each Class.
<PAGE> 74
APPENDIX A
INTERNATIONAL EQUITY, GLOBAL ASSETS AND EMERGING MARKETS FUNDS
ILLUSTRATIONS OF THE POTENTIAL IMPACT ON INVESTMENT BASED ON PURCHASE OPTION
$10,000 PURCHASE

<TABLE>
<CAPTION>
Scenario 1 Scenario 2
No Redemption Redeem 1st Year
----------------------------------------- -------------------------------
Year Class A Class B Class C Class A Class B Class C
---- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
0 9,525 10,000 10,000 9,525 10,000 10,000
1 10,478 10,930 10,930 10,478 10,530 10,830+
2 11,525 11,946 11,946
3 12,678 13,058 13,058
4 13,946 14,272 14,272
5 15,340 15,599 15,599
6 16,874 17,050 17,050
7 18,562 18,636 18,636
8 20,418+ 20,369 20,369
9 22,459 22,405* 22,263
10 24,705 24,646* 24,333

Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
------------------------------ ------------------------------
Year Class A Class B Class C Class A Class B Class C
---- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
0 9,525 10,000 10,000 9,525 10,000 10,000
1 10,478 10,930 10,930 10,478 10,930 10,930
2 11,525 11,946 11,946 11,525 11,946 11,946
3 12,678 12,758 13,058+ 12,678 13,058 13,058
4 13,946 14,272 14,272
5 15,340 15,399 15,599+
6
7
8
9
10
</TABLE>
*This assumes that Class B Shares were converted to Class A
Shares at the end of the eighth year.

$250,000 PURCHASE

<TABLE>
<CAPTION>
Scenario 1 Scenario 2
No Redemption Redeem 1st Year
----------------------------------------- -------------------------------
Year Class A Class B Class C Class A Class B Class C
---- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
0 243,750 250,000 250,000 243,750 250,000 250,000
1 268,125 273,250 273,250 268,125 263,250 270,750+
2 294,938 298,662 298,662
3 324,431 326,438 326,438
4 356,874+ 356,797 356,797
5 392,562 389,979 389,979
6 431,818 426,247 426,247
7 475,000 465,888 465,888
8 522,500 509,215 509,215
9 574,750 560,137* 556,572
10 632,225 616,150* 608,333

<CAPTION>
Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
------------------------------ -------------------------------
Year Class A Class B Class C Class A Class B Class C
---- ------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
0 243,750 250,000 250,000 243,750 250,000 250,000
1 268,125 273,250 273,250 268,125 273,250 273,250
2 294,938 298,662 298,662 294,938 298,662 298,662
3 324,431 318,938 326,438+ 324,431 326,438 326,438
4 356,874+ 356,797 356,797
5 392,562 384,979 389,979
6
7
8
9
10
</TABLE>
*This assumes that Class B Shares were converted to Class A
Shares at the end of the eighth year.
Assumes a hypothetical return for Class A of 10% per year, a hypothetical
return for Class B of 9.3% for years 1-8 and 10% for years 9-10, and a
hypothetical return for Class C of 9.3% per year. Hypothetical returns vary
due to the different expense structure for each Class and do not represent
actual performance.
Class A purchase subject to appropriate sales charge breakpoint (4.75% @
$10,000; 3.75% @ $100,000; 2.50% @ $250,000).
Class B purchase assessed appropriate CDSC upon redemption (4%-4%-3%-3%-2%-1%
in years 1-2-3-4-5-6).
Class C purchase assessed 1% CDSC upon redemption in year 1.
Figures marked "+" identify which Class offers the greater return potential
based on the investment amount, the holding period and the expense structure of
each Class.
<PAGE> 75
APPENDIX B--RATINGS

The Global Assets Fund has the ability to invest up to 15% of its net
assets in high yield, high risk fixed income securities, and the Emerging
Markets Fund has the ability to invest up to 35% of its net assets in high
yield, high risk fixed income securities. The table set forth below shows
asset composition, based on rating categories, of such securities held by the
Global Assets Fund. Certain securities may not be rated because the rating
agencies were either not asked to provide ratings (e.g., many issuers of
privately placed bonds do not seek ratings) or because the rating agencies
declined to provide a rating for some reason, such as insufficient data. The
table below shows the percentage of the Global Assets Fund's high yield, high
risk securities which are not rated. The information contained in the table
was prepared based on a dollar weighted average of the Global Assets Fund's
portfolio composition based on month end data for the fiscal year ended
November 30, 1995. The paragraphs following the table contain excerpts from
Moody's and S&P's rating descriptions. These credit ratings evaluate only the
safety of principal and interest and do not consider the market value risk
associated with high yield securities.

<TABLE>
<CAPTION>
Rating Moody's Average Weighted
and/or Percentage of
S&P Portfolio
- ------------------- ----------------------
<S> <C>
Baa/BBB 0.44%
Ba/BB 9.93%
B/B 1.74%
Not Rated/Other 0.41%
</TABLE>

General Rating Information

BONDS
Excerpts from Moody's description of its bond ratings: Aaa--judged to
be the best quality. They carry the smallest degree of investment risk;
Aa--judged to be of high quality by all standards; A--possess favorable
attributes and are considered "upper medium" grade obligations; Baa--considered
as medium grade obligations. Interest payments and principal security appear
adequate for the present but certain protective elements may be lacking or may
be characteristically unreliable over any great length of time; Ba--judged to
have speculative elements; their future cannot be considered as well assured.
Often the protection of interest and principal payments may be very moderate
and thereby not well safeguarded during both good and bad times over the
future. Uncertainty of position characterizes bonds in this class;
B--generally lack characteristics of the desirable investment. Assurance of
interest and principal payments or of maintenance of other terms of the
contract over any long period of time may be small; Caa--are of poor standing.
Such issues may be in default or there may be present elements of danger with
respect to principal or interest; Ca--represent obligations which are
speculative in a high degree. Such issues are often in default or have other
marked shortcomings; C--the lowest rated class of bonds and issues so rated can
be regarded as having extremely poor prospects of ever attaining any real
investment standing.
Excerpts from S&P's description of its bond ratings: AAA--highest
grade obligations. They possess the ultimate degree of protection as to
principal and interest; AA--also qualify as high grade obligations, and in the
majority of instances differ from AAA issues only in a small degree; A--strong
ability to pay interest and repay principal although more susceptible to
changes in circumstances; BBB--regarded as having an adequate capacity to pay
interest and repay principal; BB, B, CCC, CC--regarded, on balance, as
predominantly speculative with

-69-
<PAGE> 76
respect to capacity to pay interest and repay principal in accordance with the
terms of the obligation. BB indicates the lowest degree of speculation and CC
the highest degree of speculation. While such debt will likely have some
quality and protective characteristics, these are outweighed by large
uncertainties or major risk exposures to adverse conditions; C--reserved for
income bonds on which no interest is being paid; D--in default, and payment of
interest and/or repayment of principal is in arrears.

-70-
<PAGE> 77

For more information, call Delaware Group at 800-828-5052.

INVESTMENT MANAGER
Delaware International Advisers Ltd.
Veritas House
125 Finsbury Pavement
London, England EC2A 1NQ
SUB-ADVISER
Delaware Management Company, Inc.
One Commerce Square
Philadelphia, PA 19103
NATIONAL DISTRIBUTOR
Delaware Distributors, L.P.
1818 Market Street
Philadelphia, PA 19103
SHAREHOLDER SERVICING, DIVIDEND DISBURSING AND TRANSFER AGENT
Delaware Service Company, Inc.
1818 Market Street
Philadelphia, PA 19103
LEGAL COUNSEL

Stradley, Ronon, Stevens & Young, LLP

One Commerce Square
Philadelphia, PA 19103
INDEPENDENT AUDITORS
Ernst & Young LLP
Two Commerce Square
Philadelphia, PA 19103
CUSTODIAN

The Chase Manhattan Bank, N.A.

4 Chase Metrotech Center

Brooklyn, NY 11245

- ---------------------------------------
INTERNATIONAL EQUITY FUND INSTITUTIONAL
GLOBAL BOND FUND INSTITUTIONAL
GLOBAL ASSETS FUND INSTITUTIONAL

EMERGING MARKETS FUND INSTITUTIONAL

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

P R O S P E C T U S
- ----------------------------------------

MAY 1, 1996

DELAWARE
GROUP
--------

<PAGE> 78

INTERNATIONAL EQUITY FUND INSTITUTIONAL PROSPECTUS

GLOBAL BOND FUND INSTITUTIONAL MAY 1, 1996

GLOBAL ASSETS FUND INSTITUTIONAL
EMERGING MARKETS FUND INSTITUTIONAL

-------------------------------------------
1818 MARKET STREET, PHILADELPHIA, PA 19103

FOR MORE INFORMATION ABOUT THE INTERNATIONAL EQUITY FUND INSTITUTIONAL CLASS,
THE GLOBAL BOND FUND INSTITUTIONAL CLASS, THE GLOBAL ASSETS FUND INSTITUTIONAL
CLASS AND THE EMERGING MARKETS FUND INSTITUTIONAL CLASS
CALL DELAWARE GROUP AT 800-828-5052.

Delaware Group Global & International Funds, Inc. ("Global Funds,
Inc.") is a professionally-managed mutual fund of the series type. This
Prospectus describes shares of the International Equity Series (the
"International Equity Fund"), the Global Bond Series (the "Global Bond Fund"),
the Global Assets Series (the "Global Assets Fund") and the Emerging Markets
Series (the "Emerging Markets Fund") (individually, a "Fund" and collectively,
the "Funds"). The International Equity Fund's objective is to achieve
long-term growth without undue risk to principal. This Fund seeks to achieve
its objective by investing primarily in securities that provide the potential
for capital appreciation and income. The Global Bond Fund's objective is to
achieve current income consistent with the preservation of principal. This
Fund seeks to achieve its objective by investing primarily in fixed income
securities that may also provide the potential for capital appreciation. The
Global Assets Fund's objective is to achieve long-term total return. This Fund
seeks to achieve its objective by investing in securities which, in Delaware
International Advisers Ltd.'s ("Delaware International" or the "Manager")
opinion, will provide higher current income than a portfolio comprised
exclusively of equity securities, along with the potential for capital growth.
This Fund will invest in both equity and fixed income securities. The Emerging
Markets Fund's objective is to achieve long-term capital appreciation. This
Fund seeks to achieve its objective by investing primarily in equity securities
of issuers located or operating in emerging countries. See Investment
Objectives and Strategies.
The International Equity Fund offers the International Equity Fund
Institutional Class; the Global Bond Fund offers the Global Bond Fund
Institutional Class; the Global Assets Fund offers the Global Assets Fund
Institutional Class; and the Emerging Markets Fund offers the Emerging Markets
Fund Institutional Class (individually, a "Class" and collectively, the
"Classes").
Shares of each Class are available for purchase only by certain
enumerated institutions and are offered at net asset value without the
imposition of a front-end or contingent deferred sales charge and without a
12b-1 charge. See Classes of Shares.

This Prospectus relates only to the Classes and sets forth information
that you should read and consider before you invest. Please retain it for
future reference. Part B of the Global Funds, Inc.'s registration statement,
dated May 1, 1996, as it may be amended from time to time, contains additional
information about the Global Funds, Inc.'s four Funds and has been filed with
the Securities and Exchange Commission. Part B is incorporated by reference
into this Prospectus and is available, without charge, by writing to Delaware
Distributors, L.P. at the above address or by calling the above number. With
the exception of the Emerging Markets Fund, each Fund's financial statements
appear in its Annual Report, for the fiscal year ended November 30, 1995, which
will accompany any response to requests for Part B. The Emerging Markets Fund
was not offered to the public prior to the date of this Prospectus.

-1-
<PAGE> 79

Each Fund also offers Class A Shares, Class B Shares and Class C
Shares. Shares of these classes are subject to sales charges and other
expenses, which may affect their performance. A prospectus for these classes
can be obtained by writing to Delaware Distributors, L.P. at the above address
or by calling 800-523-4640.

<TABLE>
<CAPTION>
TABLE OF CONTENTS
<S> <C>
COVER PAGE HOW TO BUY SHARES
SYNOPSIS REDEMPTION AND EXCHANGE
SUMMARY OF EXPENSES DIVIDENDS AND DISTRIBUTIONS
FINANCIAL HIGHLIGHTS TAXES
INVESTMENT OBJECTIVES AND STRATEGIES CALCULATION OF NET ASSET VALUE PER SHARE
SUITABILITY MANAGEMENT OF THE FUNDS
INVESTMENT STRATEGY OTHER INVESTMENT POLICIES AND RISK
SPECIAL RISK CONSIDERATIONS CONSIDERATIONS
CLASSES OF SHARES APPENDIX A--RATINGS
</TABLE>

BE SURE TO CONSULT YOUR FINANCIAL ADVISER WHEN MAKING INVESTMENTS. MUTUAL FUNDS
CAN BE A VALUABLE PART OF YOUR FINANCIAL PLAN; HOWEVER, SHARES OF THE FUNDS ARE
NOT FDIC OR NCUSIF INSURED, ARE NOT GUARANTEED BY ANY BANK OR ANY CREDIT UNION,
ARE NOT OBLIGATIONS OF ANY BANK OR ANY CREDIT UNION, AND INVOLVE INVESTMENT
RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL. SHARES OF THE FUNDS ARE NOT
BANK OR CREDIT UNION DEPOSITS.

-2-
<PAGE> 80
SYNOPSIS

PURCHASE PRICE
Shares of each Class offered by this Prospectus are available at net
asset value, without a front-end or contingent deferred sales charge and are
not subject to distribution fees under a Rule 12b-1 distribution plan. See
Classes of Shares.

INVESTMENT OBJECTIVES

International Equity Fund--The investment objective of the
International Equity Fund is to achieve long-term growth without undue risk to
principal. This Fund seeks to achieve its objective by investing primarily in
equity securities that provide the potential for capital appreciation and
income. The Fund is an international fund. As such, at least 65% of the
Fund's assets will be invested in equity securities of issuers organized or
having a majority of their assets in or deriving a majority of their operating
income in at least three different countries outside of the United States.

Global Bond Fund--The investment objective of the Global Bond Fund is
to achieve current income consistent with preservation of principal. This Fund
seeks to achieve its objective by investing primarily in fixed income
securities that may also provide the potential for capital appreciation. The
Fund is a global fund. As such, at least 65% of the Fund's assets will be
invested in fixed income securities of issuers organized or having a majority
of their assets in or deriving a majority of their operating income in at least
three different countries, one of which may be the United States.

-3-
<PAGE> 81

For further details, see Investment Objectives and Strategies.

INVESTMENT MANAGEMENT FEES

Delaware International furnishes investment management services to
each Fund, subject to the supervision and direction of the Global Funds, Inc.'s
Board of Directors. Under the Investment Management Agreement between each of
the International Equity Fund, the Global Bond Fund and the Global Assets Fund
and Delaware International, the annual compensation paid to Delaware
International is equal to .75% of a Fund's average daily net assets, less a
proportionate share of all directors' fees paid to the unaffiliated directors
by the Funds. Under the Investment Management Agreement between the Emerging
Markets Fund and Delaware International, the annual compensation paid to
Delaware International is equal to 1.25% of the Fund's average daily net
assets. The fees paid to Delaware International, while higher than the
advisory fees paid by other mutual funds in general, are comparable to fees
paid by other mutual funds with similar objectives and policies. Delaware
International has entered into a sub-advisory agreement with Delaware with
respect to the management of the Global Assets Fund's investments in high
yield, high risk U.S. securities. Delaware will receive from Delaware
International 25% of the investment management fees under Delaware
International's Investment Management Agreement with Global Funds, Inc. on
behalf of the Global Assets Fund. See Management of the Funds.

REDEMPTION AND EXCHANGE
Shares of each Class are redeemed or exchanged at the net asset value
calculated after receipt of the redemption or exchange request. See Redemption
and Exchange.

RISK FACTORS
Prospective investors should consider a number of factors:
1. Investing in securities of non-United States companies which
are generally denominated in foreign currencies and the utilization of forward
foreign currency exchange contracts involve certain risk and opportunity
considerations not typically associated with investing in United States
companies. See Special Risk Considerations and Other Investment Policies and
Risk Considerations.

-4-
<PAGE> 82

investor should carefully review the descriptions of these risks in this
Prospectus. Certain options and futures may be considered to be derivative
securities. See Options and Futures Contracts and Options on Futures Contracts
under Other Investment Policies and Risk Considerations.

4. The Global Assets Fund may invest up to 15% of its assets in
high yield, high risk U.S. fixed income securities ("junk bonds"), and the
Emerging Markets Fund may invest up to 35% of its assets in high yield, high
risk foreign fixed income securities, including Brady Bonds. Consequently,
greater risks may be involved with an investment in these Funds. See High
Yield, High Risk Securities under Investment Strategy.

5. Each Fund may invest in the markets of certain emerging
countries, and the Emerging Markets Fund will invest primarily in issuers
located or operating in markets of emerging countries. These markets may be
subject to a greater degree of economic, political and social instability than
is the case in the United States, Western European and other developed markets.
See Special Risk Considerations.

-5-
<PAGE> 83
SUMMARY OF EXPENSES

With respect to the Emerging Markets Fund, the amounts set forth
below under the heading "Other Operating Expenses" are based on estimates for
the Fund's initial fiscal year in which it conducts operations:

<TABLE>
<CAPTION>
INTERNATIONAL
EQUITY FUND
SHAREHOLDER TRANSACTION EXPENSES INSTITUTIONAL CLASS
---------------------------------------------------------------------------------------------------------
<S> <C>
Maximum Sales Charge Imposed on Purchases
(as a percentage of offering price) . . . . . . . . . . . . . . . . . . . . None

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price) . . . . . . . . . . . . . . . . . . . . None

Redemption Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None*

Exchange Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None**

<CAPTION>
ANNUAL OPERATING EXPENSES INTERNATIONAL EQUITY FUND
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS) INSTITUTIONAL CLASS
---------------------------------------------------------------------------------------------------------
<S> <C>
Management Fees (after voluntary waivers) . . . . . . . . . . . . . . . . . 0.53%***
12b-1 Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None
Other Operating Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . 1.02%***
-----

Total Operating Expenses (after voluntary waivers) . . . . . . . . . . 1.55%***
=====

<CAPTION>
GLOBAL BOND FUND
SHAREHOLDER TRANSACTION EXPENSES INSTITUTIONAL CLASS
---------------------------------------------------------------------------------------------------------
<S> <C>
Maximum Sales Charge Imposed on Purchases
(as a percentage of offering price) . . . . . . . . . . . . . . . . . . . . None

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price) . . . . . . . . . . . . . . . . . . . . None

Redemption Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None*

Exchange Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None**

<CAPTION>
ANNUAL OPERATING EXPENSES GLOBAL BOND FUND
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS) INSTITUTIONAL CLASS
---------------------------------------------------------------------------------------------------------
<S> <C>
Management Fees (after voluntary waivers) . . . . . . . . . . . . . . . . . 0.00%****
12b-1 Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None
Other Operating Expenses (after reimbursements) . . . . . . . . . . . . . . 0.95%****
-----

Total Operating Expenses (after voluntary
waivers and reimbursements) . . . . . . . . . . . . . . . . . . . . 0.95%****
=====
</TABLE>

-6-
<PAGE> 84
<TABLE>
<CAPTION>
GLOBAL ASSETS FUND
SHAREHOLDER TRANSACTION EXPENSES INSTITUTIONAL CLASS
---------------------------------------------------------------------------------------------------------
<S> <C>
Maximum Sales Charge Imposed on Purchases
(as a percentage of offering price) . . . . . . . . . . . . . . . . . . . . None

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price) . . . . . . . . . . . . . . . . . . . . None

Redemption Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None*

Exchange Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None**

ANNUAL OPERATING EXPENSES GLOBAL ASSETS FUND
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS) INSTITUTIONAL CLASS
---------------------------------------------------------------------------------------------------------
<S> <C>
Management Fees (after voluntary waivers) . . . . . . . . . . . . . . . . . 0.00%****
12b-1 Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None
Other Operating Expenses (after reimbursements) . . . . . . . . . . . . . . 0.95%****
-----

Total Operating Expenses (after voluntary
waivers and reimbursements) . . . . . . . . . . . . . . . . . . . . 0.95%****
=====

<CAPTION>
EMERGING MARKETS FUND
SHAREHOLDER TRANSACTION EXPENSES INSTITUTIONAL CLASS
---------------------------------------------------------------------------------------------------------
<S> <C>
Maximum Sales Charge Imposed on Purchases
(as a percentage of offering price) . . . . . . . . . . . . . . . . . . . . None

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price) . . . . . . . . . . . . . . . . . . . . None

Redemption Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None*

Exchange Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None**

<CAPTION>
ANNUAL OPERATING EXPENSES EMERGING MARKETS FUND
(AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS) INSTITUTIONAL CLASS

---------------------------------------------------------------------------------------------------------
<S> <C>
Management Fees (after voluntary waivers) . . . . . . . . . . . . . . . . . 0.33%****
12b-1 Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None
Other Operating Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . 1.37%****
-----

Total Operating Expenses (after voluntary waivers) . . . . . . . . . . 1.70%****
=====
</TABLE>

-7-
<PAGE> 85

The purpose of these tables is to assist the investor in
understanding the various costs and expenses that an investor in each Class
will bear directly or indirectly.

*CoreStates Bank, N.A. currently charges $7.50 per redemption for
redemptions payable by wire.

**Exchanges are subject to the requirements of each fund and a
front-end sales charge may apply.

***Delaware International has elected voluntarily to waive that
portion, if any, of the annual management fees payable by the International
Equity Fund and to reimburse the Fund's expenses to the extent necessary to
ensure that the Total Operating Expenses (after voluntary waivers and
reimbursements) of the International Equity Fund Institutional Class do not
exceed 1.55% through November 30, 1996. Total Operating Expenses assume that
the voluntary waiver has been in effect. Total Operating Expenses (as a
percentage of average daily net assets) for the fiscal year ended November 30,
1995 were 1.77% for the International Equity Fund Institutional Class,
reflecting Management Fees of 0.74%. Total Operating Expenses for the
International Equity Fund will be lowered to the amount noted in the previous
sentence as a result of the voluntary waiver.

****Delaware International has elected voluntarily to waive that
portion, if any, of the annual management fees payable by the Global Bond Fund
and the Global Assets Fund and to reimburse each Fund's expenses to the extent
necessary to ensure that the Total Operating Expenses (after voluntary waivers
and reimbursements) of the Global Bond Fund Institutional Class and the Global
Assets Fund Institutional Class do not exceed 0.95% through November 30, 1996.
Total Operating Expenses assume that the voluntary waiver has been in effect.
Absent the voluntary fee waiver and reimbursements, Total Operating Expenses (as
a percentage of average daily net assets) for the period December 27, 1994 (date
of initial public offering) through November 30, 1995 would have been 7.25% for
the Global Assets Fund Institutional Class and 12.04% for the Global Bond Fund
Institutional Class, reflecting Management Fees of 0.56% for the Global Assets
Fund Institutional Class and 0.40% for the Global Bond Fund Institutional Class.
All expense figures for the Emerging Markets Fund Institutional Class are
estimates. Delaware International has elected voluntarily to waive that
portion, if any, of the annual management fees payable by the Emerging Markets
Fund and to reimburse the Fund for its expenses to the extent necessary to
ensure that the Total Operating Expenses (after voluntary waivers and
reimbursements) of the Emerging Markets Fund Institutional Class do not exceed
1.70%, on an annualized basis (exclusive of taxes, interest, brokerage
commissions and extraordinary expenses) during the period from the commencement
of the public offering of the Institutional Class of the Emerging Markets Fund
through November 30, 1996. In the absence of any voluntary waiver, the
Management Fees to which Delaware International would be entitled to receive for
services rendered to the Emerging Markets Fund would be 1.25%.

For expense information about Class A Shares, Class B Shares and
Class C Shares of each Fund see the separate prospectus relating to those
classes.

-8-
<PAGE> 86
The following example illustrates the expenses that an investor
would pay on a $1,000 investment over various time periods, assuming (1) a 5%
annual rate of return and (2) redemption at the end of each time period. As
noted in the table above, the Fund charges no redemption fees.

<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
INTERNATIONAL EQUITY 1 YEAR 3 YEARS 5 YEARS 10 YEARS
FUND INSTITUTIONAL CLASS ------ ------- ------- --------
$16 $49 $84 $185

<CAPTION>
<S> <C> <C> <C> <C>
GLOBAL BOND FUND 1 YEAR 3 YEARS 5 YEARS 10 YEARS
INSTITUTIONAL CLASS ------ ------- ------- --------
$10 $30 $53 $117

<CAPTION>
<S> <C> <C> <C> <C>
GLOBAL ASSETS FUND 1 YEAR 3 YEARS 5 YEARS 10 YEARS
INSTITUTIONAL CLASS ------ ------- ------- --------
$10 $30 $53 $117

<CAPTION>
<S> <C> <C> <C> <C>
EMERGING MARKETS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
FUND INSTITUTIONAL CLASS ------ ------- ------- --------
$17 $54 N/A N/A
</TABLE>

THIS EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES OR PERFORMANCE. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE
SHOWN.

-9-
<PAGE> 87

FINANCIAL HIGHLIGHTS

-10-
<PAGE> 88

<TABLE>
<CAPTION>
INTERNATIONAL EQUITY FUND
INSTITUTIONAL CLASS SHARES
--------------------------------------------------------------------------
PERIOD PERIOD
11/9/92(1) YEAR 10/31/91(2)(3)
YEAR ENDED THROUGH ENDED THROUGH
11/30/95(1) 11/30/94(1) 11/30/93(1) 11/30/92 11/30/92(2) 11/30/91
<S> <C> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period . . . . . . . $11.970 $11.290 $9.590 $9.520 $9.650 $10.000

INCOME FROM INVESTMENT OPERATIONS
- ---------------------------------
Net Investment Income . . . . . . . . . . . . . . . 0.323 0.166 0.594 0.021 0.162 (0.004)
Net Gains (Losses) on Securities
(both realized and unrealized) . . . . . . 0.637 0.899 1.581 0.049 (0.172) (0.346)
----- ----- ----- ----- ------- -------
Total From Investment Operations . . . . . . 0.960 1.065 2.175 0.070 (0.010) (0.350)
----- ----- ----- ----- ------- -------

LESS DISTRIBUTIONS
- ------------------
Dividends From Net Investment Income . . . . . . . (0.220) (0.245) (0.475) none (0.050) none
Distributions From Capital Gains . . . . . . . . . (0.470) (0.140) none none none none
Returns of Capital . . . . . . . . . . . . . . . none none none none none none
---- ---- ---- ---- ---- ----
Total Distributions . . . . . . . . . . . . . (0.690) (0.385) (0.475) none (0.050) none
------ ------ ------ ---- ------ ----

Net Asset Value, End of Period . . . . . . . . . . $12.240 $11.970 $11.290 $9.590 $9.590 $9.650
======= ======= ======= ====== ====== ======

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

TOTAL RETURN . . . . . . . . . . . . . . . 8.46% 9.47%(4) 23.52%(4) (0.15%)(4) (0.15%)(4)(5) (3.50%)(4)(5)
- ------------

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

RATIOS/SUPPLEMENTAL DATA
- ------------------------
Net Assets, End of Period (000's omitted) . . . . . $11,660 $7,613 $3,959 $1,120 $4,604 $723
Ratio of Expenses to Average Daily Net Assets . . . 1.77% 1.26% 0.95% 0.95% 1.25% (3)
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation . . . . . . . . . 1.77% 1.52% 1.86% 5.37% 5.67% (3)
Ratio of Net Investment Income to Average Daily
Net Assets . . . . . . . . . . . . . . . . . . 2.87% 1.52% 4.21% 2.74% 2.44% (3)
Ratio of Net Investment Income to Average Daily
Net Assets Prior to Expense Limitation . . . . 2.87% 1.26% 3.30% (1.70%) 2.00% (3)
Portfolio Turnover Rate . . . . . . . . . . . . . . 21% 27% 24% 12% 12% (3)
</TABLE>

- ------------------------------
(1) The per share data are derived from the International Equity Fund
Institutional Class (formerly known as International Equity Fund
(Institutional) class) which commenced operations on November 9, 1992.
Ratios for the period November 9, 1992 through November 30, 1992 have been
annualized and the total return reflects the performance of the
International Equity Fund A Class from December 1, 1991 to November 8,
1992 and the performance of the International Equity Fund Institutional
Class from November 9, 1992 to November 30, 1992.
(2) The per share data for the International Equity Fund Institutional Class
are derived from the International Equity Fund A Class (formerly known as
International Equity Fund class) and reflect the impact of Rule 12b-1
distribution expenses paid by the International Equity Fund A Class.
International Equity Fund Institutional Class shares are not subject to
Rule 12b-1 distribution expenses and, beginning November 9, 1992, the per
share data do not reflect the deduction of such expenses. Total return
has been annualized.
(3) Date of initial sale of the International Equity Fund A Class. The ratios
of expenses and net investment income to average daily net assets and
portfolio turnover have been omitted as management believes such ratios
for this relatively short period are not meaningful.
(4) Total return reflects the voluntary fee waiver described under Management
of the Funds.
(5) Does not reflect maximum front-end sales charge that is or was in effect
nor the 1% Limited CDSC that would apply in the event of certain
redemptions within 12 months of purchase.

<PAGE> 89
<TABLE>
<CAPTION>
GLOBAL BOND FUND GLOBAL ASSETS FUND
INSTITUTIONAL CLASS SHARES INSTITUTIONAL CLASS SHARES
-------------------------- --------------------------
<S> <C> <C>
PERIOD PERIOD
12/27/94(1) 12/27/94(1)
THROUGH THROUGH
11/30/95 11/30/95

Net Asset Value, Beginning of Period . . . . . . . . . . . $10.000 $10.000

INCOME FROM INVESTMENT OPERATIONS
- ---------------------------------
Net Investment Income . . . . . . . . . . . . . . . . . . . 0.782 0.473
Net Gains (Losses) on Securities
(both realized and unrealized) . . . . . . . . . . 1.088 1.697
----- -----
Total From Investment Operations . . . . . . . . . . 1.870 2.170
----- -----

LESS DISTRIBUTIONS
- ------------------
Dividends From Net Investment Income . . . . . . . . . . . (0.600) (0.240)
Distributions From Capital Gains . . . . . . . . . . . . . none none
Returns of Capital . . . . . . . . . . . . . . . . . . . none none
---- ----
Total Distributions . . . . . . . . . . . . . . . . . (0.600) (0.240)
------ ------

Net Asset Value, End of Period . . . . . . . . . . . . . . $11.270 $11.930
======= =======

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

TOTAL RETURN(2) . . . . . . . . . . . . . . . . . . . 19.21%(2) 21.88%(2)
- ------------

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

RATIOS/SUPPLEMENTAL DATA
- ------------------------
Net Assets, End of Period (000's omitted) . . . . . . . . . $897 $2,191
Ratio of Expenses to Average Daily Net Assets . . . . . . . 0.95% 0.95%
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation . . . . . . . . . . . . . 12.04% 7.25%
Ratio of Net Investment Income to Average Daily Net Assets 8.00% 5.05%
Ratio of Net Investment Income to Average Daily Net Assets
Prior to Expense Limitation . . . . . . . . . . . . . (3.09%) (1.25%)
Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . 98% 57%
</TABLE>

- ------------------------------
(1) Date of initial public offering; ratios have been annualized but total
return has not been annualized.
(2) Total return reflects the voluntary fee waiver described under Management
of the Funds.

<PAGE> 90

INVESTMENT OBJECTIVES AND STRATEGIES

SUITABILITY

Investors considering any of the Funds of Delaware Group Global &
International Funds, Inc. should have a long-term investment time frame.

The Funds cannot assure a specific rate of return or that principal
will be protected. The value of each Fund's shares can be expected to move up
and down depending on market conditions. Consequently, appreciation may be
obtained in periods of generally rising markets, while in declining markets the
value of each Fund's shares may decline.
Investments in foreign securities, whether equity or fixed income,
involve special risks including those related to currency fluctuations, as well
as to political, economic and social situations different from and potentially
more volatile than those in the United States. In addition, the accounting,
tax and financial reporting standards of foreign countries are different from
and may be less reliable or comprehensive than those relating to U.S.
securities issuers. See Special Risk Considerations for a complete discussion
of the risk factors affecting any international investment. For these reasons,
the Funds are not suitable for short-term investors. However, through the
cautious selection and supervision of its portfolio, the Manager will strive to
achieve each Fund's objective.
Investors for whom each Fund is suitable are as set forth below:
INTERNATIONAL EQUITY FUND -- The Fund may be suitable for investors with a
long-term time horizon who are looking for long-term growth potential from a
portfolio of international securities.
GLOBAL BOND FUND-- The Fund may be suitable for investors with a long-term time
horizon who are looking for current income from a portfolio that includes both
U.S. and foreign fixed income securities.
GLOBAL ASSETS FUND -- The Fund may be suitable for investors with a long-term
time horizon who are looking for long-term total return and would like to
pursue such a goal through a portfolio that includes both fixed income and
equity securities from both the U.S.and foreign countries. This Fund may be
appropriate for investors who would prefer to have a professional portfolio
manager decide how best to allocate holdings among foreign and U.S. securities.
EMERGING MARKETS FUND -- The Fund may be suitable for investors who are seeking
long-term growth for that portion of an investor's assets that have been
designated for aggressive investments. The Fund will invest primarily in the
securities of emerging markets which may offer high return potential but are
potentially more risky than investments in either the U.S. or established
foreign countries due, among other things, to less well-developed political and
economic systems.

* * *

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<PAGE> 91
INVESTMENT STRATEGY

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<PAGE> 92
GLOBAL BOND FUND -- The objective of the Global Bond Fund is to
achieve current income consistent with the preservation of investors'
principal. The Fund seeks to achieve this objective by investing primarily in
fixed income securities that may also provide the potential for capital
appreciation. The Fund is a global fund. Under normal circumstances, at least
65% of the Fund's assets will be invested in the fixed income securities of
issuers organized or having a majority of their assets in or deriving a
majority of their operating income in at least three different countries, one
of which may be the United States.
The fixed income securities in which the Fund may invest include
foreign and U.S. Government securities and debt obligations of foreign and U.S.
companies which are generally rated A or better by S&P or Moody's, or if
unrated, are deemed to be of comparable quality by the Manager. Generally, the
value of fixed income securities moves inversely to the movement of market
interest rates. The value of the Fund's portfolio securities and, thus, an
investor's shares will be affected by changes in such rates. It is anticipated
that the average weighted maturity of the portfolio will be in the five-to-ten
year range. If, however, the Manager anticipates a declining interest rate
environment, the average weighted maturity may be extended past ten years.
Conversely, if the Manager anticipates a rising rate environment, the average
weighted maturity may be shortened to less than five years.
The Fund may also invest in zero coupon bonds and in the debt
securities of supranational entities denominated in any currency. Zero coupon
bonds are debt obligations which do not entitle the holder to any periodic
payments of interest prior to maturity or a specified date when the securities
begin paying current interest, and therefore are issued and traded at a
discount from their face amounts or par value. (See Special Risk
Considerations.) A supranational entity is an entity established or
financially supported by the national governments of one or more countries to
promote reconstruction or development. Examples of supranational entities
include, among others, the International Bank for Reconstruction and
Development (more commonly known as the World Bank), the European Economic
Community, the European Coal and Steel Community, the European Investment Bank,
the Inter-Development Bank, the Export-Import Bank and the Asian Development
Bank. For increased safety, the Fund currently anticipates that a large
percentage of its assets will be invested in securities of supranational
entities, and in U.S. and foreign government securities.
With respect to U.S. Government securities, the Fund may invest only
in securities issued or guaranteed as to the payment of principal and interest
by the U.S. Government, and those of its agencies or instrumentalities which
are backed by the full faith and credit of the United States. Direct
obligations of the U.S. Government which are available for purchase by the Fund
include bills, notes, bonds and other debt securities issued by the U.S.
Treasury. These obligations differ mainly in interest rates, maturities and
dates of issuance. Agencies whose obligations are backed by the full faith and
credit of the United States include the Farmers Home Administration, Federal
Financing Bank and others. With respect to securities issued by foreign
governments, their agencies, instrumentalities or political subdivisions, the
Fund will generally invest in such securities if they have been rated AAA or AA
by S&P or Aaa or Aa by Moody's or, if unrated, have been determined by the
Manager to be of comparable quality.
The Fund may also invest in Depository Receipts. While the Fund may
purchase securities of issuers in any foreign country, developed and
underdeveloped, or emerging

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<PAGE> 93
market countries, it is currently anticipated that the countries in which the
Fund may invest will include, but not be limited to, the nations identified in
Investment Strategy -- International Equity Fund. The Fund may also invest in
closed-end investment companies. See Investment Company Securities under Other
Investment Policies and Risk Considerations.
From time to time, the Fund may find opportunities to pursue its
objective outside of the fixed income markets, but in no event will such
investments exceed 5% of the Fund's net assets.
GLOBAL ASSETS FUND -- The objective of the Global Assets Fund is to
achieve long-term total return for investors. The Fund seeks to achieve this
objective by investing in securities which, in the Manager's or Sub-Adviser's
opinion, will provide higher current income than a portfolio comprised
exclusively of equity securities, along with the potential for capital growth.
The Fund is a global fund. Under normal circumstances, at least 65% of the
Fund's assets will be invested in the securities of issuers organized or having
a majority of their assets in or deriving a majority of their operating income
in at least three different countries, one of which may be the United States.
The Fund will attempt to achieve its objective by investing in a broad
range of equity and fixed income securities. In selecting securities
investments for the Fund, the Manager will consider an issuer's competitive
position, cost structure and liquidity. Equity securities in which the Fund
may invest include convertible securities, common stocks, preferred stocks and
warrants issued in foreign countries or in the United States. In selecting
equity securities in which the Fund may invest, the Manager will use a dividend
discount analysis and a purchasing power parity approach.
Generally, the Fund may invest in fixed income securities, including
both foreign and U.S. Government securities and debt obligations of foreign and
U.S. companies. With respect to U.S. Government securities, the Fund may
invest only in securities identified in Investment Strategy -- Global Bond
Fund. With respect to corporate debt obligations, the Fund may invest in
securities which are investment grade as determined by any
nationally-recognized statistical rating organization, such as those rated BBB
or better by S&P, or Baa or better by Moody's, or if unrated, are determined to
be of comparable quality by the Manager. Debt obligations rated BBB and Baa
have speculative characteristics. The Fund may also invest up to 15% of its
net assets in high yield, high risk U.S. fixed income securities. These
securities are rated lower than BBB by S&P and Baa by Moody's or, if unrated,
are considered by the Manager or Sub-Adviser to be of equivalent quality, and
present special investment risks. See High Yield, High Risk Securities and
Special Risk Considerations.
It is anticipated that a portion of the Fund's assets may be invested
in warrants. Warrants permit the Manager to establish an equity position in
selected securities by committing a lower proportion of the portfolio to
equities. The Manager's intention is to invest the difference between the cost
of the warrant and the equivalent equity security in high quality debt
instruments. The Fund may, at any given time, be fully invested in either the
equity or fixed income markets, depending upon investment opportunities
available in each.
The Fund may invest in zero coupon bonds and in the debt securities of
supranational entities denominated in any currency. See Investment Strategy --
Global Bond Fund.
The Fund may also invest in Depository Receipts. While the Fund may
purchase securities of issuers in any foreign country, developed and
underdeveloped, or emerging market countries, it is currently anticipated that
the countries in which the Fund may

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<PAGE> 94
invest, in addition to the United States, will include, but not be
limited to, the nations identified in Investment Strategy -- International
Equity Fund, as well as Hong Kong, Singapore/Malaysia, Indonesia, Korea,
Malaysia, the Philippines, Taiwan and Thailand. With respect to certain
countries in which the Fund may invest, namely Korea and Taiwan, investments by
an investment company may only be made through investments in closed-end
investment companies. See Investment Company Securities under Other Investment
Policies and Risk Considerations.
EMERGING MARKETS FUND -- The objective of the Emerging Markets Fund is
to achieve long-term capital appreciation. The Fund seeks to achieve this
objective by investing primarily in equity securities of issuers located or
operating in emerging countries. The Fund is an international fund. Under
normal circumstances, at least 65% of the Fund's assets will be invested in
equity securities of issuers organized or having a majority of their assets or
deriving a majority of their operating income in at least three different
countries outside of the United States. The Fund will attempt to achieve its
objective by investing in a broad range of equity securities, including common
stocks, preferred stocks, convertible securities and warrants issued by
companies located or operating in emerging countries.
The Fund considers an "emerging country" to be any country which is
generally recognized to be an emerging or developing country by the
international financial community, including the World Bank and the
International Finance Corporation, as well as countries that are classified by
the United Nations or otherwise regarded by their authorities as developing.
In addition, any country that is included in the IFC Free Index or MSCI EMF
Index will be considered to be an "emerging country." As of the date of this
Prospectus, there are more than 130 countries which, in the Manager's judgment,
are generally considered to be emerging or developing countries by the
international financial community, approximately 40 of which currently have
stock markets. Within this group of developing or emerging countries are
included almost every nation in the world, except the United States, Canada,
Japan, Australia, New Zealand and most nations located in Western and Northern
Europe.
Currently, investing in many emerging countries is not feasible, or
may, in the Manager's opinion, involve unacceptable political risks. The Fund
will focus its investments in those emerging countries where the Manager
considers the economies to be developing strongly and where the markets are
becoming more sophisticated. The Manager believes that investment
opportunities may result from an evolving long-term international trend
favoring more market-oriented economies, a trend that may particularly benefit
certain countries having developing markets. This trend may be facilitated by
local or international political, economic or financial developments that could
benefit the capital markets in such countries.

In considering possible emerging countries in which the Fund may
invest, the Manager will place particular emphasis on certain factors, such as
economic conditions (including growth trends, inflation rates and trade
balances), regulatory and currency controls, accounting standards and political
and social conditions. It is currently anticipated that the countries in which
the Fund may invest will include, but not be limited to, Argentina, Botswana,
Brazil, Chile, China, Columbia, Greece, Hong Kong, Hungary, India, Indonesia,
Jamaica, Jordan, Kenya, Korea, Malaysia, Mexico, Nigeria, Pakistan, Peru, the
Philippines, Poland, Portugal, Russia, South Africa, Sri Lanka, Taiwan,
Thailand, Turkey, Venezuela and Zimbabwe. As markets in other emerging
countries develop, the Manager expects to expand and further diversify the
countries in which the Fund invests.

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<PAGE> 95
Although not an exclusive list of criteria to be considered by the
Manager, an emerging country equity security is one issued by a company that,
in the opinion of the Manager, exhibits one or more of the following
characteristics: (i) its principal securities trading market is an emerging
country, as defined above; (ii) while traded in any market, alone or on a
consolidated basis, the company derives 50% or more of its annual revenues from
either goods produced, sales made or services performed in emerging countries;
or (iii) it is organized under the laws of, and has a principal office in, an
emerging country. Determinations as to eligibility will be made by the Manager
based on publicly available information and inquiries made of the companies.
The Fund may invest in Depository Receipts, and in both open-end and,
listed or unlisted, closed-end investment companies, as well as unregistered
investment companies. See Investment Company Securities under Other Investment
Policies and Risk Considerations. The Fund may also invest in convertible
preferred stocks that offer enhanced yield features, such as Preferred Equity
Redemption Cumulative Stock, and certain other non-traditional equity
securities.
The Fund may invest up to 35% of its net assets in fixed income
securities issued by emerging country companies, and foreign governments, their
agencies, instrumentalities or political subdivisions, all of which may be high
yield, high risk fixed income securities rated lower than BBB by S&P and Baa by
Moody's or, if unrated, are considered by the Manager to be of equivalent
quality and which present special investment risks. The Fund may also invest
in Brady Bonds and zero coupon securities. See High Yield, High Risk
Securities and Special Risk Considerations.
For temporary defensive purposes, the Fund may invest all or a
substantial portion of its assets in the high quality debt instruments in which
the International Equity Fund may invest. See Investment Strategy --
International Equity Fund.

HIGH YIELD, HIGH RISK SECURITIES

The Global Assets Fund may invest up to 15% of its net assets in high
yield, high risk U.S. fixed income securities (commonly known as junk bonds),
and the Emerging Markets Fund may invest up to 35% of its net assets in high
yield, high risk foreign fixed income securities. In the past, in the opinions
of Delaware International and Delaware, in the case of the Global Assets Fund,
the high yields from these bonds have more than compensated for their higher
default rates. There can be no assurance, however, that yields will continue
to offset default rates on these bonds in the future. Delaware International
and Delaware, in the case of the Global Assets Fund, intend to maintain an
adequately diversified portfolio of these bonds. While diversification can help
to reduce the effect of an individual default on a Fund, there can be no
assurance that diversification will protect the Fund from widespread bond
defaults brought about by a sustained economic downturn.

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<PAGE> 96
Medium- and low-grade bonds held by the Global Assets Fund and the
Emerging Markets Fund may be issued as a consequence of corporate
restructurings, such as leveraged buy-outs, mergers, acquisitions, debt
recapitalizations or similar events. Also these bonds are often issued by
smaller, less creditworthy companies or by highly leveraged (indebted) firms,
which are generally less able than more financially stable firms to make
scheduled payments of interest and principal. The risks posed by bonds issued
under such circumstances are substantial.
The economy and interest rates may affect these high yield, high risk
securities differently from other securities. Prices have been found to be
less sensitive to interest rate changes than higher rated investments, but more
sensitive to adverse economic changes or individual corporate developments.
Also, during an economic downturn or a substantial period of rising interest
rates, highly leveraged issuers may experience financial stress which would
adversely affect their ability to service principal and interest payment
obligations, to meet projected business goals and to obtain additional
financing. Changes by recognized rating agencies in their rating of any
security and in the ability of an issuer to make payments of interest and
principal will also ordinarily have a more dramatic effect on the values of
these investments than on the values of higher-rated securities. Such changes
in value will not affect cash income derived from these securities, unless the
issuers fail to pay interest or dividends when due. Such changes will,
however, affect the Funds' net asset values per share.
Among the high yield, high risk debt securities in which the Emerging
Markets Fund may invest are Brady Bonds. Brady Bonds are debt securities
issued under the framework of the Brady Plan, an initiative announced by former
U.S. Treasury Secretary Nicholas F. Brady in 1989 as a mechanism for debtor
nations to restructure their outstanding external indebtedness (generally
commercial bank debt). In so restructuring its external debt, a debtor nation
negotiates with its existing bank lenders, as well as multilateral institutions
such as the World Bank and the International Monetary Fund, to exchange its
commercial bank debt for newly issued bonds (Brady Bonds). The Manager
believes that economic reforms undertaken by countries in connection with the
issuance of Brady Bonds make the debt of countries which have issued or have
announced plans to issue Brady Bonds an attractive opportunity for investment.
Investors, however, should recognize that the Brady Plan only sets forth
general guiding principles for economic reform and debt reduction, emphasizing
that solutions must be negotiated on a case-by-case basis between debtor
nations and their creditors. In addition, Brady Bonds have been issued only
recently and, accordingly, do not have a long payment history. See Special
Risk Considerations.

* * *

Each Fund's investment objective, Global Funds, Inc.'s designation as
an open-end investment company, the International

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<PAGE> 97
Equity Fund's designation as a diversified fund, the Global Bond, the Global
Assets and the Emerging Markets Funds' designations as nondiversified funds,
and each of the Funds' policies concerning portfolio lending, borrowing and
concentration may not be changed unless authorized by the vote of a majority of
that Fund's outstanding voting securities. A "majority vote of the outstanding
voting securities" is the vote by the holders of the lesser of a) 67% or more
of a Fund's voting securities present in person or represented by proxy if the
holders of more than 50% of the outstanding voting securities of such Fund are
present or represented by proxy; or b) more than 50% of the outstanding voting
securities. Part B lists other more specific investment restrictions of the
Funds which may not be changed without a majority shareholder vote. A brief
discussion of those factors that materially affected the International Equity,
the Global Bond and the Global Assets Funds' performances during their most
recently completed fiscal year appears in the Funds' Annual Report.
The remaining investment policies of the Funds not identified above
are not fundamental and may be changed by the Board of Directors of Global
Funds, Inc. without a shareholder vote. See Special Risk Considerations and
Other Investment Policies and Risk Considerations.

SPECIAL RISK CONSIDERATIONS

In addition, in many countries, there is substantially less publicly
available information about issuers than is available in reports about
companies in the United States. Foreign companies are not subject to uniform
accounting, auditing and financial reporting standards, and auditing practices
and requirements may not be comparable to those applicable to United States
companies. In particular, the assets and profits appearing on the financial
statements of a developing or emerging country issuer may not reflect its
financial position or results of operations in the way they would be reflected
had the financial statements been prepared in accordance with United States
generally accepted accounting principles. Also, for an issuer that keeps
accounting records in local currency, inflation accounting rules may require
for both tax and accounting purposes, that certain assets and liabilities be
restated on the issuer's balance sheet in order to express items in terms of
currency or constant purchasing power. Inflation accounting may indirectly
generate losses or profits. Consequently, financial data may be materially
affected by restatements for inflation and may not accurately reflect the real
condition of those issuers and securities markets.

Further, a Fund may encounter difficulty or be unable to pursue legal

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<PAGE> 98
remedies and obtain judgments in foreign courts. Commission rates on
securities transactions in foreign countries, which are sometimes fixed rather
than subject to negotiation as in the United States, are likely to be higher.
Further, the settlement period of securities transactions in foreign markets
may be longer than in domestic markets, and may be subject to administrative
uncertainties. In many foreign countries, there is less government supervision
and regulation of business and industry practices, stock exchanges, brokers and
listed companies than in the United States, and capital requirements for
brokerage firms are generally lower. The foreign securities markets of many of
the countries in which a Fund may invest may also be smaller, less liquid and
subject to greater price volatility than those in the United States.

Compared to the United States and other developed countries, emerging
countries may have volatile social conditions, relatively unstable governments
and political systems, economies based on only a few industries and economic
structures that are less diverse and mature, and securities markets that trade
a small number of securities, which can result in a low or nonexistent volume
of trading. Prices in these securities markets tend to be volatile and, in the
past, securities in these countries have offered greater potential for gain (as
well as loss) than securities of companies located in developed countries.
Until recently, there has been an absence of a capital market structure or
market-oriented economy in certain emerging countries. Further, investments and
opportunities for investments by foreign investors are subject to a variety of
national policies and restrictions in many emerging countries. These
restrictions may take the form of prior governmental approval, limits on the
amount or type of securities held by foreigners, limits on the types of
companies in which foreigners may invest and prohibitions on foreign
investments in issuers or industries deemed sensitive to national interests.
Additional restrictions may be imposed at any time by these or other countries
in which a Fund invests. Also, the repatriation of both investment income and
capital from several foreign countries is restricted and controlled under
certain regulations, including, in some cases, the need for certain
governmental consents. Although these restrictions may in the future make it
undesirable to invest in emerging countries, the Manager does not believe that
any current repatriation restrictions would affect its decision to invest in
such countries. Countries such as those in which a Fund may invest, and in
which the Emerging Markets Fund will primarily invest, have historically
experienced and may continue to experience, substantial, and in some periods
extremely high rates of inflation for many years, high interest rates, exchange
rate fluctuations or currency depreciation, large amounts of external debt,
balance of payments and trade difficulties and extreme poverty and
unemployment. Other factors which may influence the ability or willingness to
service debt include, but are not limited to, a country's cash flow situation,
the availability of sufficient foreign exchange on the date a payment is due,
the relative size of its debt service burden to the economy as a whole, its
government's policy towards the International Monetary Fund, the World Bank and
other international agencies and the political constraints to which a
government debtor may be subject.

With respect to investment in debt issues of foreign governments,
including Brady Bonds, the ability of a foreign government or
government-related issuer to make timely and ultimate payments on its external
debt obligations will also be strongly influenced by the issuer's balance of
payments, including export performance, its access to international credits and
investments, fluctuations in interest rates and the extent of its foreign
reserves. A country whose exports are concentrated in a few commodities or
whose economy depends on

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<PAGE> 99
certain strategic imports could be vulnerable to fluctuations in international
prices of these commodities or imports. To the extent that a country receives
payment for its exports in currencies other than dollars, its ability to make
debt payments denominated in dollars could be adversely affected. If a foreign
government or government-related issuer cannot generate sufficient earnings
from foreign trade to service its external debt, it may need to depend on
continuing loans and aid from foreign governments, commercial banks and
multilateral organizations, and inflows of foreign investment. The commitment
on the part of these foreign governments, multilateral organizations and others
to make such disbursements may be conditioned on the government's
implementation of economic reforms and/or economic performance and the timely
service of its obligations. Failure to implement such reforms, achieve such
levels of economic performance or repay principal or interest when due may
curtail the willingness of such third parties to lend funds, which may further
impair the issuer's ability or willingness to service its debts in a timely
manner. The cost of servicing external debt will also generally be adversely
affected by rising international interest rates because many external debt
obligations bear interest at rates which are adjusted based upon international
interest rates. The ability to service external debt will also depend on the
level of the relevant government's international currency reserves and its
access to foreign exchange. Currency devaluations may affect the ability of a
government issuer to obtain sufficient foreign exchange to service its external
debt.
As a result of the foregoing, a foreign governmental issuer may
default on its obligations. If such a default occurs, a Fund may have limited
effective legal recourse against the issuer and/or guarantor. Remedies must,
in some cases, be pursued in the courts of the defaulting party itself, and the
ability of the holder of foreign government and government-related debt
securities to obtain recourse may be subject to the political climate in the
relevant country. In addition, no assurance can be given that the holders of
commercial bank debt will not contest payments to the holders of other foreign
government and government-related debt obligations in the event of default
under their commercial bank loan agreements.

The issuers of the foreign government and government-related high
yield securities in which the Emerging Markets Fund expects to invest have in
the past experienced substantial difficulties in servicing their external debt
obligations, which have led to defaults on certain obligations and the
restructuring of certain indebtedness. Restructuring arrangements have
included, among other things, reducing and rescheduling interest and principal
payments by negotiating new or amended credit agreements or converting
outstanding principal and unpaid interest to Brady Bonds, and obtaining new
credit to finance interest payments. Holders of certain foreign government and
government-related high yield securities may be requested to participate in the
restructuring of such obligations and to extend further loans to their issuers.
There can be no assurance that the Brady Bonds and other foreign government and
government-related high yield securities in which the Emerging Markets Fund may
invest will not be subject to similar defaults or restructuring arrangements
which may adversely affect the value of such investments. Furthermore, certain
participants in the secondary market for such debt may be directly involved in
negotiating the terms of these arrangements and may therefore have access to
information not available to other market participants.

With respect to forward foreign currency contracts, the precise
matching of forward contract amounts and the value of the securities

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<PAGE> 100
involved is generally not possible since the future value of such securities in
foreign currencies will change as a consequence of market movements in the
value of those securities between the date the forward contract is entered into
and the date it matures. The projection of short-term currency strategy is
highly uncertain.
It is impossible to forecast the market value of portfolio securities
at the expiration of the contract. Accordingly, it may be necessary for a Fund
to purchase additional foreign currency on the spot market (and bear the
expense of such purchase) if the market value of the security is less than the
amount of foreign currency the Fund is obligated to deliver (and if a decision
is made to sell the security and make delivery of the foreign currency).
Conversely, it may be necessary to sell on the spot market some of the foreign
currency received upon the sale of the portfolio security if its market value
exceeds the amount of foreign currency the Fund is obligated to deliver.
See Other Investment Policies and Risk Considerations for a discussion
of the risks of purchasing put and call options, futures contracts and options
thereon, and options on foreign currencies.
The Global Assets Fund may invest up to 15% of its net assets in high
yield, high risk U.S. fixed income securities, and the Emerging Markets Fund
may invest up to 35% of its net assets in high yield, high risk foreign fixed
income securities. These securities are rated lower than BBB by S&P and Baa by
Moody's or, if unrated, are considered by Delaware International or Delaware,
in the case of the Global Assets Fund, to be of equivalent quality. See
Investment Strategy--Global Assets Fund, Emerging Markets Fund and High Yield,
High Risk Securities. The Global Assets and Emerging Markets Funds will not
purchase securities rated lower than C by S&P or Ca by Moody's, or, if unrated,
considered to be of an equivalent quality to such ratings by Delaware
International or Delaware. See Appendix A - Ratings to this Prospectus for
more rating information. Fixed income securities of this type are considered
to be of poor standing and predominantly speculative. Such securities are
subject to a substantial degree of credit risk.

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CLASSES OF SHARES

The Distributor serves as the national distributor for each Fund.
Shares of each Class may be purchased directly by contacting a Fund or its
agent or through authorized investment dealers. All purchases of shares of
each Class are made at net asset value. There is no front-end or contingent
deferred sales charge.
INVESTMENT INSTRUCTIONS GIVEN ON BEHALF OF PARTICIPANTS IN AN
EMPLOYER-SPONSORED RETIREMENT PLAN ARE MADE IN ACCORDANCE WITH DIRECTIONS
PROVIDED BY THE EMPLOYER. EMPLOYEES CONSIDERING PURCHASING SHARES OF A CLASS AS
PART OF THEIR RETIREMENT PROGRAM SHOULD CONTACT THEIR EMPLOYER FOR DETAILS.
Shares of each Class are available for purchase only by: (a)
retirement plans introduced by persons not associated with brokers or dealers
that are primarily engaged in the retail securities business and rollover
individual retirement accounts from such plans; (b) tax-exempt employee benefit
plans of Delaware or its affiliates and securities dealer firms with a selling
agreement with the Distributor; (c) institutional advisory accounts of Delaware
or its affiliates and those having client relationships with Delaware
Investment Advisers, a division of Delaware or its affiliates and their
corporate sponsors, as well as subsidiaries and related employee benefit plans
and rollover individual retirement accounts from such institutional advisory
accounts; (d) banks, trust companies and similar financial institutions
investing for their own account or for the account of their trust customers for
whom such financial institution is exercising investment discretion in
purchasing shares of a Class; and (e) registered investment advisers investing
on behalf of clients that consist solely of institutions and high net-worth
individuals having at least $1,000,000 entrusted to the adviser for investment
purposes, but only if the adviser is not affiliated or associated with a broker
or dealer and derives compensation for its services exclusively from its
clients for such advisory services.

CLASS A SHARES, CLASS B SHARES AND CLASS C SHARES

In addition to offering the International Equity Fund Institutional
Class, the Global Bond Fund Institutional Class, the Global Assets Fund
Institutional Class and the Emerging Markets Fund Institutional Class of
shares, the respective Funds also offer: the International Equity Fund A Class,
the International Equity Fund B Class and the International Equity Fund C
Class; the Global Bond Fund A Class, the Global Bond Fund B Class and the
Global Bond Fund C Class; the Global Assets Fund A Class, the Global Assets
Fund B Class and the Global Assets Fund C Class; and the Emerging Markets Fund
A Class, the Emerging Markets Fund B Class and the Emerging Markets Fund C
Class, which are described in a separate prospectus relating only to those
classes. Shares of such classes may be purchased through authorized investment
dealers or directly by contacting Global Funds, Inc. or its agent. Class A
Shares carry a front-end sales charge and have annual 12b-1 expenses equal to a
maximum of .30%. The maximum front-end sales charge as a percentage of the
offering price of the Class A Shares is 4.75% and is reduced on certain
transactions of $100,000 or more. The Class B Shares and Class C Shares have
no front-end sales charge but are subject to annual 12b-1 expenses equal to a
maximum of 1%. Class B Shares and Class C Shares and certain Class A Shares
may be subject to a contingent deferred sales charge upon redemption. To
obtain a prospectus relating to such classes, contact the Distributor by
writing to the address or by calling the phone number listed on the back cover
of this Prospectus.

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HOW TO BUY SHARES

Each Fund makes it easy to invest by mail, by wire, by exchange and by
arrangement with your investment dealer. In all instances, investors must
qualify to purchase shares of the Class.

INVESTING DIRECTLY BY MAIL

1. Initial Purchases--An Investment Application or, in the case of a
retirement account, an appropriate retirement plan application, must be
completed, signed and sent with a check payable to the specific Fund and Class
selected (for example, if you want to purchase shares of the Institutional
Class of the International Equity Fund, make the check payable to the
International Equity Fund Institutional Class), to 1818 Market Street,
Philadelphia, PA 19103.

2. Subsequent Purchases--Additional purchases may be made at any time by
mailing a check payable to the specific Fund and Class selected. Your check
should be identified with your name(s) and account number.

INVESTING DIRECTLY BY WIRE
You may purchase shares by requesting your bank to transmit funds by
wire to CoreStates Bank, N.A., ABA #031000011, account number 0114-2596
(include your name(s) and your account number for the Class in which you are
investing).

1. Initial Purchases--Before you invest, telephone the Client Services
Department to get an account number at 800-828-5052. If you do not call first,
it may delay processing your investment. In addition, you must promptly send
your Investment Application or, in the case of a retirement account, an
appropriate retirement plan application, to the specific Fund and Class
selected by you, to 1818 Market Street, Philadelphia, PA 19103.

2. Subsequent Purchases--You may make additional investments anytime by
wiring funds to CoreStates Bank, N.A., as described above. You must advise your
Client Services Representative by telephone at 800-828-5052 prior to sending
your wire.

INVESTING BY EXCHANGE

If you have an investment in another mutual fund in the Delaware Group
and you qualify to purchase shares of a Class, you may write and authorize an
exchange of part or all of your investment into a Fund. However, the Class B
Shares and Class C Shares of each Fund and the Class B Shares and Class C
Shares of the other funds in the Delaware Group offering such a class of shares
may not be exchanged into the Classes. If you wish to open an account by
exchange, call your Client Services Representative at 800-828-5052 for more
information.

INVESTING THROUGH YOUR INVESTMENT DEALER
You can make a purchase of shares of the Funds through most investment
dealers who, as part of the service they provide, must promptly transmit orders
to a Fund. They may charge for this service.

PURCHASE PRICE AND EFFECTIVE DATE
The purchase price (net asset value) is determined as of the close of
regular trading on the New York Stock Exchange (ordinarily, 4 p.m., Eastern
time) on days when the Exchange is open.
The effective date of a purchase made through an investment dealer is
the date the order is received by the Fund in which the shares are being
purchased. The effective date of a direct purchase is the day your wire,
electronic transfer or check is received, unless it is received after the time
the share price is determined, as noted

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above. Purchase orders received after such time will be effective the next
business day.

THE CONDITIONS OF YOUR PURCHASE

Each Fund reserves the right to reject any purchase order. If a
purchase is canceled because your check is returned unpaid, you are responsible
for any loss incurred. Each Fund can redeem shares from your account(s) to
reimburse itself for any loss, and you may be restricted from making future
purchases in any of the funds in the Delaware Group. Each Fund reserves the
right to reject purchases by third-party checks or checks that are not drawn on
a domestic branch of a United States financial institution. If a check drawn
on a foreign financial institution is accepted, you may be subject to
additional bank charges for clearance and currency conversion.

Each Fund also reserves the right, upon 60 days' written notice, to
involuntarily redeem accounts that remain under $250 as a result of
redemptions.

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REDEMPTION AND EXCHANGE

REDEMPTION AND EXCHANGE REQUESTS MADE ON BEHALF OF PARTICIPANTS IN AN
EMPLOYER-SPONSORED RETIREMENT PLAN ARE MADE IN ACCORDANCE WITH DIRECTIONS
PROVIDED BY THE EMPLOYER. EMPLOYEES SHOULD THEREFORE CONTACT THEIR EMPLOYER
FOR DETAILS.
Your shares will be redeemed or exchanged at a price based on the net
asset value next determined after the Fund receives your request in good order.
Redemption or exchange requests received in good order after the time the net
asset value of shares is determined, as noted above, will be processed on the
next business day. See Purchase Price and Effective Date under How to Buy
Shares. Except as otherwise noted below, for a redemption request to be in
"good order," you must provide your Class account number, account registration,
and the total number of shares or dollar amount of the transaction. For
exchange requests, you must also provide the name of the fund you want to
receive the proceeds. Exchange instructions and redemption requests must be
signed by the record owner(s) exactly as the shares are registered. You may
also request a redemption or an exchange by calling the Client Services
Department at 800-828-5052.
All exchanges involve a purchase of shares of the fund into which the
exchange is made. As with any purchase, an investor should obtain and
carefully read that fund's prospectus before buying shares in an exchange. The
prospectus contains more complete information about the fund, including charges
and expenses.

Shares of a Class may be exchanged into any other Delaware Group
mutual fund provided: (1) the investment satisfies the eligibility and other
requirements set forth in the prospectus of the fund being acquired, including
the payment of any applicable front-end sales charge; and (2) the shares of the
fund being acquired are in a state where that fund is registered. If exchanges
are made into other shares that are eligible for purchase only by those
permitted to purchase shares of a Class, such shares will be exchanged at net
asset value. Shares of a Class may not be exchanged into the Class B Shares or
Class C Shares of the funds in the Delaware Group. Each Fund may suspend,
terminate or amend the terms of the exchange privilege upon 60 days' written
notice to shareholders.
Various redemption and exchange methods are outlined below. No fee is
charged by a Fund or the Distributor for redeeming or exchanging your shares.
You may also have your investment dealer arrange to have your shares redeemed
or exchanged. Your investment dealer may charge for this service.
All authorizations, including selection of any of the features
described below, shall continue in effect until such time as a written
revocation or modification has been received by the Fund to which the
authorization relates or its agent.

WRITTEN REDEMPTION AND EXCHANGE
You can write to each Fund at 1818 Market Street, Philadelphia, PA
19103 to redeem some or all of your shares or to request an

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exchange of any or all your shares into another mutual fund in the Delaware
Group, subject to the same conditions and limitations as other exchanges noted
above. The request must be signed by all owners of the account or your
investment dealer of record.
For redemptions of more than $50,000, or when the proceeds are not
sent to the shareholder(s) at the address of record, the Funds require a
signature by all owners of the account and may require a signature guarantee.
Each signature guarantee must be supplied by an eligible guarantor institution.
The Funds reserve the right to reject a signature guarantee supplied by an
eligible institution based on its creditworthiness. The Funds may require
further documentation from corporations, executors, retirement plans,
administrators, trustees or guardians.

The redemption request is effective at the net asset value next
determined after it is received in good order. Payment is normally mailed the
next business day, but no later than seven days, after receipt of your
redemption request. Certificates are issued for shares only if you submit a
specific request. If your shares are in certificate form, the certificate must
accompany your request and also be in good order.

You also may submit your written request for redemption or exchange by
facsimile transmission at the following number: 215-255-8864.

TELEPHONE REDEMPTION AND EXCHANGE
To get the added convenience of the telephone redemption and exchange
methods, you must have the Transfer Agent hold your shares (without charge) for
you. If you choose to have your shares in certificate form, you may redeem or
exchange only by written request and you must return your certificates.
The Telephone Redemption - Check to Your Address of Record service and
the Telephone Exchange service, both of which are described below, are
automatically provided unless you notify the Fund in which you have your
account in writing that you do not wish to have such service available with
respect to your account. Each Fund reserves the right to modify, terminate or
suspend these procedures upon 60 days' written notice to shareholders. It may
be difficult to reach the Funds by telephone during periods when market or
economic conditions lead to an unusually large volume of telephone requests.

Neither the Funds nor the Funds' Transfer Agent is responsible for any
shareholder loss incurred in acting upon written or telephone instructions for
redemption or exchange of Fund shares which are reasonably believed to be
genuine. With respect to such telephone transactions, each Fund will follow
reasonable procedures to confirm that instructions communicated by telephone
are genuine (including verification of a form of personal identification) as,
if it does not, such Fund or the Transfer Agent may be liable for any losses
due to unauthorized or fraudulent transactions. A written confirmation will be
provided for all purchase, exchange and redemption transactions initiated by
telephone. By exchanging shares by telephone, you are acknowledging prior
receipt of a prospectus for the fund into which your shares are being
exchanged.

TELEPHONE REDEMPTION-CHECK TO YOUR ADDRESS OF RECORD

You or your investment dealer of record can have redemption proceeds
of $50,000 or less mailed to you at your address of record. Checks will be
payable to the shareholder(s) of record. Payment is normally mailed the next
business day, but no later than seven days, after receipt of the request.

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TELEPHONE REDEMPTION-PROCEEDS TO YOUR BANK
Redemption proceeds of $1,000 or more can be transferred to your
predesignated bank account by wire or by check. You should authorize this
service when you open your account. If you change your predesignated bank
account, you must submit a written authorization and you may need to have your
signature guaranteed. For your protection, your authorization must be on file.
If you request a wire, your funds will normally be sent the next business day.
CoreStates Bank, N.A.'s fee (currently $7.50) will be deducted from your
redemption. If you ask for a check, it will normally be mailed the next
business day, but no later than seven days, after receipt of your request to
your predesignated bank account. There are no fees for this redemption method,
but the mail time may delay getting funds into your bank account. Simply call
your Client Services Representative prior to the time the net asset value is
determined, as noted above.

TELEPHONE EXCHANGE
You or your investment dealer of record can exchange shares into any
fund in the Delaware Group under the same registration. As with the written
exchange service, telephone exchanges are subject to the same conditions and
limitations as other exchanges noted above. Telephone exchanges may be subject
to limitations as to amounts or frequency.

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DIVIDENDS AND DISTRIBUTIONS

Global Funds, Inc. declares a dividend on each Fund to all
shareholders of record of the Classes of that Fund at the time the net asset
value of shares is determined. See Purchase Price and Effective Date under How
to Buy Shares. Thus, when redeeming shares, dividends continue to be credited
up to and including the date of redemption.
The Emerging Markets Fund will normally declare and make payments from
net investment income on an annual basis. The International Equity and the
Global Assets Funds will normally declare and make payments from net investment
income on a quarterly basis. The Global Bond Fund will normally declare and
make payments from net investment income on a monthly basis. Payments from net
realized securities profits of a Fund, if any, will be distributed annually in
the quarter following the close of the fiscal year.
Each class of each Fund will share proportionately in the investment
income and expenses of that Fund, except that the Classes will not incur any
distribution fee under Global Funds, Inc.'s 12b-1 Plans which apply to the
International Equity Fund A Class, B Class and C Class, the Global Bond Fund A
Class, B Class and C Class, the Global Assets Fund A Class, B Class and C Class
and the Emerging Markets Fund A Class, B Class and C Class.
Both dividends and distributions, if any, are automatically reinvested
in your account at net asset value.

In addition to the dividends from net investment income and
distributions from realized securities profits that a Fund may declare and make,
as noted above, in order to satisfy certain distribution requirements of the Tax
Reform Act of 1986, a Fund may declare special year-end dividend and capital
gains distributions during October, November or December to shareholders of
record on a date in such month. Such distributions, if received by shareholders
by January 31, are deemed to have been paid by the Funds and received by
shareholders on the earlier of the date paid or December 31 of the prior year.

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TAXES

Each Fund has qualified (or in the case of the Emerging Markets Fund,
intends to qualify), and intends to continue to qualify, as a regulated
investment company under Subchapter M of the Code. As such, a Fund will not be
subject to federal income tax, or to any excise tax, to the extent its earnings
are distributed as provided in the Code.
Each Fund intends to distribute substantially all of its net
investment income and net capital gains, if any. Dividends from net investment
income or net short-term capital gains will be taxable to you as ordinary
income, even though received in additional shares. It is expected that either
none or only a nominal portion of a Fund's dividends will be eligible for the
dividends-received deduction for corporations.
Distributions paid by a Fund from long-term capital gains, received in
additional shares, are taxable to those investors who are subject to income
taxes as long-term capital gains, regardless of the length of time an investor
has owned shares in the Fund. The Funds do not seek to realize any particular
amount of capital gains during a year; rather, realized gains are a byproduct
of Fund management activities. Consequently, capital gains distributions may be
expected to vary considerably from year to year. Also, for those investors
subject to tax, if purchases of shares in a Fund are made shortly before the
record date for a dividend or capital gains distribution, a portion of the
investment will be returned as a taxable distribution.
Although dividends generally will be treated as distributed when paid,
dividends which are declared in October, November, or December to shareholders
of record in such a month, but which, for operational reasons, may not be paid
to the shareholder until the following January, will be treated for tax
purposes as if paid by a Fund and received by the shareholder on December 31 of
the year declared.
The sale of shares of the Funds is a taxable event and may result in a
capital gain or loss to shareholders subject to tax. Capital gain or loss may
be realized from an ordinary redemption of shares or an exchange of shares
between two mutual funds (or two series or portfolios of a mutual fund). Any
loss incurred on sale or exchange of a Fund's shares that had been held for six
months or less will be treated as a long-term capital loss to the extent of
capital gain dividends received with respect to such shares.
A Fund may be subject to foreign withholding taxes on income from
certain of its foreign securities. If more than 50% in value of the total
assets of a Fund at the end of its fiscal year are invested in securities of
foreign corporations, the Fund may elect to pass-through to its shareholders a
pro-rata share of foreign income taxes paid by the Fund. If this election is
made, shareholders will be (i) required to include in their gross income their
pro-rata share of foreign source income (including any foreign taxes paid by
the Fund), and (ii) entitled to either deduct (as an itemized deduction in the
case of individuals) their share of such foreign taxes in computing their
taxable income or to claim a credit for such taxes against their U.S. income
tax, subject to certain limitations under the Code. Shareholders will be
informed by a Fund at the end of each calendar year regarding the availability
of any credits on and the amount of foreign source income to be included in
their income tax returns.
In addition to federal taxes, shareholders may be subject to state and
local taxes on distributions. Distributions of interest income

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and capital gains realized from certain types of U.S. Government securities may
be exempt from state personal income taxes. Shares of a Fund are exempt from
Pennsylvania county personal property taxes.
Each year, Global Funds, Inc. will mail you information on the tax
status of the dividends and distributions paid by the Fund in which you hold
shares. Shareholders will also receive each year information as to the portion
of dividend income, if any, that is derived from U.S. Government securities
that are exempt from state income tax. Of course, shareholders who are not
subject to tax on their income would not be required to pay tax on amounts
distributed to them by a Fund.
Each Fund is required to withhold 31% of taxable dividends, capital
gains distributions, and redemptions paid to shareholders who have not complied
with IRS taxpayer identification regulations. You may avoid this withholding
requirement by certifying on your Account Registration Form your proper
Taxpayer Identification Number and by certifying that you are not subject to
backup withholding.

See Accounting and Tax Issues and Distributions and Taxes in Part B
for additional information on tax matters relating to each Fund and their
shareholders.

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CALCULATION OF NET ASSET VALUE PER SHARE

The purchase and redemption price of Class shares is the net asset
value ("NAV") per share of the Class next computed after the order is received.
The NAV is computed as of the close of regular trading on the New York Stock
Exchange (ordinarily, 4 p.m., Eastern time) on days when the Exchange is open.
The NAV per share is computed by adding the value of all securities
and other assets in a Fund's portfolio, deducting any liabilities of that Fund
(expenses and fees are accrued daily) and dividing by the number of that Fund's
shares outstanding. Portfolio securities for which market quotations are
available are priced at market value. Debt securities are priced at fair value
by an independent pricing service using methods approved by Global Funds,
Inc.'s Board of Directors. Short-term investments having a maturity of less
than 60 days are valued at amortized cost, which approximates market value.
All other securities are valued at their fair value as determined in good faith
and in a method approved by Global Funds, Inc.'s Board of Directors.
A Fund's portfolio securities, from time to time, may be listed
primarily on foreign exchanges which trade on days when the New York Stock
Exchange is closed (such as Saturday). As a result, the net asset value of a
Fund may be significantly affected by such trading on days when shareholders
have no access to the Fund.

The net asset values of all outstanding shares of each class of a Fund
will be computed on a pro-rata basis for each outstanding share based on the
proportionate participation in that Fund represented by the value of shares of
that class. All income earned and expenses incurred by a Fund will be borne on
a pro-rata basis by each outstanding share of a class, based on each class'
percentage in that Fund represented by the value of shares of such classes,
except that the Classes will not incur any of the expenses under the 12b-1
Plans and the Class A, Class B and Class C Shares of each Fund alone will bear
the 12b-1 Plan expenses payable under their respective 12b-1 Plans. Due to the
specific distribution expenses and other costs that will be allocable to each
class, the net asset value of each class of a particular Fund will vary.

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MANAGEMENT OF THE FUNDS

DIRECTORS
The business and affairs of Global Funds, Inc. are managed under the
direction of its Board of Directors. Part B contains additional information
regarding the directors and officers.

INVESTMENT MANAGER AND SUB-ADVISER
Delaware International Advisers Ltd. ("Delaware International" or the
"Manager") furnishes investment management services to each Fund. Delaware
International is affiliated with Delaware Management Company, Inc. ("Delaware"
or the "Sub-Adviser") which manages the U.S. securities portion of the Global
Assets Fund.
Delaware and its predecessors have been managing the funds in the
Delaware Group since 1938. On November 30, 1995, Delaware International and
Delaware were supervising in the aggregate more than $27 billion in assets in
various institutional (approximately $17,389,902,000) and investment company
(approximately $10,383,560,000) accounts.
Delaware is an indirect, wholly-owned subsidiary of Delaware
Management Holdings, Inc. ("DMH"). Delaware International is also controlled
by DMH through several subsidiaries. On April 3, 1995, a merger between DMH and
a wholly-owned subsidiary of Lincoln National Corporation ("Lincoln National")
was completed. DMH, the Manager and the Sub-Adviser are now wholly-owned
subsidiaries, and subject to the ultimate control, of Lincoln National.
Lincoln National, with headquarters in Fort Wayne, Indiana, is a diversified
organization with operations in many aspects of the financial services
industry, including insurance and investment management. In connection with
the merger, new Investment Management Agreements between Global Funds, Inc., on
behalf of the International Equity Fund, the Global Bond Fund and the Global
Assets Fund, and the Manager, and a new Sub-Advisory Agreement between the
Manager on behalf of the Global Assets Fund and the Sub-Adviser, were executed
following shareholder approval. The Manager has also entered into an
Investment Management Agreement with Global Funds, Inc. on behalf of the
Emerging Markets Fund.

Beginning December 1, 1995, Delaware International elected voluntarily
to waive that portion, if any, of the annual management fees payable by the
International Equity Fund to the extent necessary to ensure that the Total
Operating Expenses (exclusive of taxes, interest, brokerage commissions and
extraordinary expenses) of the Class do not exceed 1.55% through November 30,
1996. From June 1, 1994 through November 30, 1994, Delaware International had
elected voluntarily to waive that portion, if any, of the annual management
fees payable by the International Equity Fund to the extent necessary to ensure
that the Total Operating Expenses (exclusive of taxes, interest, brokerage
commissions and extraordinary expenses) of the International Equity Fund
Institutional Class did not exceed 1.50%. Prior to June 1, 1994, a waiver and
reimbursement commitment was in place to ensure expenses did not exceed 0.95%
(exclusive of taxes, interest, brokerage commissions and extraordinary
expenses). Delaware International has elected voluntarily to waive that
portion, if any, of the annual management fees payable by the Global Bond Fund
and the Global Assets Fund to the

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extent necessary to ensure that the Total Operating Expenses (exclusive of
taxes, interest, brokerage commissions and extraordinary expenses) of the
Global Bond Fund Institutional Class and the Global Assets Fund Institutional
Class do not exceed 0.95% through November 30, 1996. The fees paid to Delaware
International, while higher than the advisory fees paid by other mutual funds
in general, are comparable to fees paid by other mutual funds with similar
objectives and policies.

In making investment decisions for these three Funds, Mr. Gillmore
regularly consults with an international equity team of nine members, five of
whom research the Pacific Basin and four of whom research the European Markets.
Mr. Gillmore also regularly consults with David G. Tilles. Mr. Tilles, who is
Chief Investment Officer for Delaware International, is a graduate of the
University of Warwick with a BS in management sciences. Before joining the
Delaware Group in 1990, he was Chief Investment Officer of Hill Samuel
Investment Advisers Ltd. He is a member of the Institute of Investment
Management & Research and the Operational Research Society. In making
investment decisions for the Emerging Markets Fund, in addition to the above
team, Mr. Gillmore consults regularly with Robert Akester. Prior to joining
Delaware in 1996 as a Senior Portfolio Manager, Mr. Akester, who began his
investment career in 1969, was most recently a Director of Hill Samuel
Investment Advisers Ltd., which he joined in 1985. His prior experience
included working as a Senior Analyst and head of the South-East Asian Research
team at James Capel, and as a Fund Manager at Prudential Assurance Co., Ltd.
Mr. Akester holds a BS in Statistics and Economics from University College,
London and is an associate of the Institute of Actuaries, with a certificate in
Finance and Investment.

George H. Burwell has responsibility for making investment decisions
for the U.S. equity portion of the Global Assets Fund and has had such
responsibility for the Fund since its inception. Mr. Burwell holds a BA from
the University of Virginia. Prior to joining the Delaware Group in 1992, Mr.
Burwell was a portfolio manager for Midlantic Bank in Edison, New Jersey, where
he managed an equity mutual fund and three commingled funds. Mr. Burwell is a
Chartered Financial Analyst.
In making investment decisions for this Fund, Mr. Burwell regularly
consults with Wayne A. Stork and Richard G. Unruh, Jr. Mr. Stork is Chairman
of Delaware and Global

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Funds, Inc.'s Board of Directors and a member of the Board of Delaware and the
Manager. He is a graduate of Brown University and attended New York
University's Graduate School of Business Administration. Mr. Stork joined the
Delaware Group in 1962 and has served in various executive capacities at
different times within the Delaware organization. A graduate of Brown
University, Mr. Unruh received his MBA from the University of Pennsylvania's
Wharton School and joined the Delaware Group in 1982 after 19 years of
investment management experience with Kidder, Peabody & Co. Inc. Mr. Unruh was
named an executive vice president of Global Funds, Inc. in 1994. He is also a
member of the Board of Directors of Delaware and the Manager and was named an
executive vice president of Delaware in 1994.

Paul A. Matlack and Gerald T. Nichols have responsibility for making
investment decisions for the high-yield securities portion of the Global Assets
Fund. They have had such responsibility since the Fund's inception. A
Chartered Financial Analyst, Mr. Matlack is a graduate of the University of
Pennsylvania with an MBA in Finance from George Washington University. He
began his career at Mellon Bank as a credit specialist, and later served as a
corporate loan officer for Mellon Bank and then Provident National Bank.
Mr. Nichols is a graduate of the University of Kansas, where he
received a BS in Business Administration and an MS in Finance. Prior to joining
the Delaware Group, he was a high yield credit analyst at Waddell & Reed, Inc.
and subsequently the investment officer for a private merchant banking firm.
He is a Chartered Financial Analyst.
In making investment decisions for this Fund, Mr. Matlack and Mr.
Nichols regularly consult with Paul E. Suckow. Mr. Suckow is Delaware's Chief
Investment Officer for Fixed Income. A Chartered Financial Analyst, he is a
graduate of Bradley University with an MBA from Western Illinois University.
Mr. Suckow was a fixed income portfolio manager at the Delaware Group from 1981
to 1985. He returned to the Delaware Group in 1993 after eight years with
Oppenheimer Management Corporation.
Ian G. Sims has primary responsibility for making day-to-day
investment decisions for the Global Bond Fund. He has been the senior
portfolio manager for this Fund since its inception. Mr. Sims is a graduate of
the University of Newcastle-Upon-Tyne. He joined Delaware International in
1990 as a senior international fixed income and currency manager. Mr. Sims
began his investment career with the Standard Life Assurance Co., and
subsequently moved to the Royal Bank of Canada Investment Management
International Company, where he was an international fixed income manager.
Prior to joining Delaware International, he was a senior fixed income and
currency portfolio manager with Hill Samuel Investment Advisers Ltd.
In making investment decisions for the Global Bond Fund, Mr. Sims
regularly consults with Hywel Morgan and Christopher A. Moth. Mr. Morgan was
educated at the University of Wales and was subsequently an Economics Lecturer
at Dundee University. Prior to joining Delaware International, he was
Associate Director of the international fixed income department and head of the
credit review committee at Hill Samuel Investment Management responsible for
over $500 million in multi-currency fixed interest accounts. His prior
experience included working as an economic adviser for Credit Suisse and the
Economic Intelligence Unit. Mr. Morgan started his business career as a
Corporate Economist & Strategist at Ford of Europe and Esso Petroleum.
Mr. Moth is a graduate of The City University of London. Mr. Moth
joined Delaware in 1992. He previously worked at the Guardian Royal Exchange
in an actuarial capacity where he was responsible for technical

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analysis, quantitative models and projections. Mr. Moth has been awarded the
certificate in Finance & Investment from the Institute of Actuaries in London.

PORTFOLIO TRADING PRACTICES
Each Fund normally will not invest for short-term trading purposes.
However, a Fund may sell securities without regard to the length of time they
have been held. The degree of portfolio activity will affect brokerage costs
of a Fund and may affect taxes payable by such Fund's shareholders to the
extent that net capital gains are realized. Given each Fund's investment
objective, it is anticipated that the portfolio turnover rate of each Fund will
not exceed 100%. During the past two fiscal years, the International Equity
Fund's portfolio turnover rates were 27% for 1994 and 21% for 1995. During the
period December 27, 1994 (date of initial public offering) through November 30,
1995, the annualized portfolio turnover rates of the Global Bond Fund and the
Global Assets Fund were 98% and 57%, respectively.
The Manager and the Sub-Adviser use their best efforts to obtain the
best available price and most favorable execution for portfolio transactions.
Orders may be placed with brokers or dealers who provide brokerage and research
services to the Manager and the Sub-Advisor or their advisory clients. These
services may be used by the Manager and the Sub-Adviser in servicing any of
their respective accounts. Subject to best price and execution, the Manager and
the Sub-Adviser may consider a broker/dealer's sales of a Fund's shares in
placing portfolio orders and may place orders with broker/dealers that have
agreed to defray certain Fund expenses such as custodian fees.

PERFORMANCE INFORMATION
From time to time, each Fund may quote total return performance of its
respective Class in advertising and other types of literature. The Global Bond
Fund may also quote the yield of its Class in advertisements and other types of
literature.
Total return will be based on a hypothetical $1,000 investment,
reflecting the reinvestment of all distributions at net asset value. Each
presentation will include the average annual total return for one-, five- and
ten-year (or life of fund, if applicable) periods. Each Fund may also advertise
aggregate and average total return information concerning the Class over
additional periods of time.
The current yield will be calculated by dividing the annualized net
investment income earned by the Global Bond Fund Institutional Class during a
recent 30-day period by the net asset value per share on the last day of the
period. The yield formula provides for semi-annual compounding which assumes
that net investment income is earned and reinvested at a constant rate and
annualized at the end of a six-month period.
Because securities prices fluctuate, investment results of the Classes
will fluctuate over time and past performance should not be considered as a
representation of future results.

STATEMENTS AND CONFIRMATIONS

FINANCIAL INFORMATION ABOUT THE FUNDS

Each fiscal year, you will receive an audited annual report and an
unaudited semi-annual report. These reports provide detailed information about
each Fund's investments and performance. Global Funds, Inc.'s fiscal year ends
on November 30.

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<PAGE> 115
DISTRIBUTION AND SERVICE

The Transfer Agent, Delaware Service Company, Inc., serves as the
shareholder servicing, dividend disbursing and transfer agent for each Fund,
with the exception of the Emerging Markets Fund, under separate Agreements
dated October 25, 1991. Delaware Service Company, Inc. serves as the
shareholder servicing, dividend disbursing and transfer agent for the Emerging
Markets Fund under an Agreement dated May 1, 1996. The directors annually
review service fees paid to the Transfer Agent. Certain record keeping and
other shareholder services that otherwise would be performed by the Transfer
Agent may be performed by certain other entities and the Transfer Agent may
elect to enter into an agreement to pay such other entities for those services.
In addition, participant account maintenance fees may be assessed for certain
record keeping provided as part of retirement plan and administration service
packages. These fees are based on the number of participants in the plan and
the various services selected by the employer. Fees will be quoted upon
request and are subject to change.

The Distributor and the Transfer Agent are indirect, wholly-owned
subsidiaries of DMH.

EXPENSES
Each Fund is responsible for all of its own expenses other than those
borne by the Manager under its Investment Management Agreements and those borne
by the Distributor under its Distribution Agreements.
The ratio of expenses to average daily net assets for the
International Equity Fund Institutional Class was 1.77% for the fiscal year
ended November 30, 1995. The ratio of expenses to average daily net assets for
each of the Global Bond Fund Institutional Class and the Global Assets Fund
Institutional Class from December 27, 1994 (date of initial public offering)
through November 30, 1995 was 0.95%, annualized, reflecting the waiver of fees
described above.

SHARES
Global Funds, Inc. is an open-end management investment company.
Global Funds, Inc. was organized as a Maryland corporation on May 30, 1991.
The shares of each Fund have a par value of $.01 and when issued will
be fully paid, non-assessable, fully transferable and redeemable at the option
of the holder. The shares have no preference as to conversion, exchange,
dividends, retirement or other features and have no preemptive rights. All
Global Funds, Inc.'s shares have noncumulative voting rights which means that
the holders of more than 50% of Global Funds, Inc.'s shares voting for the
election of directors can elect 100% of the directors if they choose to do so.
Under Maryland law, Global Funds, Inc. is not required, and does not intend, to
hold annual meetings of shareholders unless, under certain circumstances, it is
required to do so under the 1940 Act. Shareholders of 10% or more of Global
Funds, Inc.'s shares may request that a special meeting be called to consider
the removal of a director.
The International Equity Fund also offers the International Equity
Fund A Class, the International Equity Fund B Class and the International
Equity Fund C Class, the Global Bond Fund also offers the Global Bond Fund A

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<PAGE> 116

Class, the Global Bond Fund B Class and the Global Bond Fund C Class, the
Global Assets Fund also offers the Global Assets Fund A Class, the Global
Assets Fund B Class and the Global Assets Fund C Class and the Emerging Markets
Fund also offers the Emerging Markets Fund A Class, the Emerging Markets Fund B
Class and the Emerging Markets Fund C Class. Shares of each class of a Fund
represent proportionate interests in the assets of that Fund and have the same
voting and other rights and preferences as the other classes of the Fund,
except that shares of the Classes are not subject to, and may not vote on
matters affecting, the Distribution Plans under Rule 12b-1 relating to A Class,
B Class and C Class shares of a Fund.

Prior to September 6, 1994, the International Equity Fund
Institutional Class was known as the International Equity Fund (Institutional)
class and the International Equity Fund A Class was known as the International
Equity Fund class.

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<PAGE> 117
OTHER INVESTMENT POLICIES AND RISK CONSIDERATIONS

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<PAGE> 118
are making a market in the security; and (iv) the nature of the security and
the nature of the marketplace trades (e.g., the time needed to dispose of the
security, the method of soliciting offers, and the mechanics of transfer).
If the Manager determines that a Rule 144A Security which was
previously determined to be liquid is no longer liquid and, as a result, a
Fund's holdings of illiquid securities exceed a Fund's 10% limitation (or, in
the case of the Emerging Markets Fund, its 15% limitation) on investment in
such securities, the Manager will determine what action to take to ensure that
the Fund continues to adhere to its respective limitation.

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<PAGE> 119
A Fund may enter into forward contracts to "lock in" the price of a
security it has agreed to purchase or sell, in terms of U.S. dollars or other
currencies in which the transaction will be consummated. By entering into a
forward contract for the purchase or sale, for a fixed amount of U.S. dollars
or foreign currency, of the amount of foreign currency involved in the
underlying security transaction, the Fund will be able to protect itself
against a possible loss resulting from an adverse change in currency exchange
rates during the period between the date the security is purchased or sold and
the date on which payment is made or received.
When the Manager believes that the currency of a particular country
may suffer a significant decline against the U.S. dollar or against another
currency, a Fund may enter into a forward foreign currency contract to sell,
for a fixed amount of U.S. dollars or other appropriate currency, the amount
of foreign currency approximating the value of some or all of the Fund's
securities denominated in such foreign currency.
A Fund will not enter into forward contracts or maintain a net
exposure to such contracts where the consummation of the contracts would
obligate the Fund to deliver an amount of foreign currency in excess of the
value of the Fund's securities or other assets denominated in that currency.
At the maturity of a forward contract, a Fund may either sell the
portfolio security and make delivery of the foreign currency, or it may retain
the security and terminate its contractual obligation to deliver the foreign
currency by purchasing an "offsetting" contract with the same currency trader
obligating it to purchase, on the same maturity date, the same amount of the
foreign currency. The Fund may realize a gain or loss from currency
transactions.
A Fund also may purchase and write put and call options on foreign
currencies (traded on U.S. and foreign exchanges or over-the-counter) for
hedging purposes to protect against declines in the U.S. dollar cost of foreign
securities held by the Fund and against increases in the U.S. dollar cost of
such securities to be acquired. Call options on foreign currency written by a
Fund will be covered, which means that the Fund will own the underlying foreign
currency. With respect to put options on foreign currency written by a Fund,
the Fund will establish a segregated account with its Custodian Bank consisting
of cash, U.S. Government securities or other high-grade liquid debt securities
in an amount equal to the amount the Fund will be required to pay upon exercise
of the put.
As in the case of other kinds of options, the writing of an option on
foreign currency will constitute only a partial hedge, up to the amount of the
premium received, and a Fund could be required to purchase or sell foreign
currencies at disadvantageous exchange rates, thereby incurring losses. The
purchase of an option on foreign currency may constitute an effective hedge
against fluctuations in exchange rates, although, in the event of rate
movements adverse to a Fund's position, the Fund may forfeit the entire amount
of the premium plus related transaction costs. See Special Risk
Considerations.

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<PAGE> 120
advantage is that the purchaser may hedge against an increase in the price of
securities it ultimately wishes to buy or take advantage of a rise in a
particular index. A Fund will only purchase call options to the extent that
premiums paid on all outstanding call options do not exceed 2% of its total
assets.
A put option enables the purchaser of the option, in return for the
premium paid, to sell the security underlying the option to the writer at the
exercise price during the option period, and the writer of the option has the
obligation to purchase the security from the purchaser of the option. A Fund
will only purchase put options to the extent that the premiums on all
outstanding put options do not exceed 2% of its total assets. The advantage is
that the purchaser can be protected should the market value of the security
decline or should a particular index decline.
An option on a securities index gives the purchaser of the option, in
return for the premium paid, the right to receive from the seller cash equal to
the difference between the closing price of the index and the exercise price of
the option.
Closing transactions essentially let a Fund offset put options or call
options prior to exercise or expiration. If a Fund cannot effect closing
transactions, it may have to hold a security it would otherwise sell or deliver
a security it might want to hold.
In purchasing put and call options, the premium paid by a Fund plus
any transaction costs will reduce any benefit realized by the Fund upon
exercise of the option.
Each Fund may use both Exchange-traded and over-the-counter options.
Certain over-the-counter options may be illiquid. A Fund will only invest in
such options to the extent consistent with its 10% limitation (or, in the case
of the Emerging Markets Fund, its 15% limitation) on investment in illiquid
securities. The Funds will comply with U.S. Securities and Exchange Commission
asset segregation and coverage requirements when engaging in these types of
transactions.

A Fund may also purchase and write options to buy or sell futures
contracts. Options on futures are similar to options on securities except that
options on futures give the purchaser the right, in return for the premium
paid, to assume a position in a futures contract, rather than actually to
purchase or sell the futures contract, at a specified exercise price at any
time during the period of the option. When a Fund enters into a futures
transaction, it must deliver

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<PAGE> 121
to the futures commission merchant selected by the Fund an amount referred to
as "initial margin." This amount is maintained by the futures commission
merchant in an account at the Custodian Bank. Thereafter, a "variation margin"
may be paid by a Fund to, or drawn by the Fund from, such account in accordance
with controls set for such accounts, depending upon changes in the price of the
underlying securities subject to the futures contract.
To the extent that interest or exchange rates or securities prices
move in an unexpected direction, a Fund may not achieve the anticipated
benefits of investing in futures contracts and options thereon, or may realize
a loss. To the extent that the Fund purchases an option on a futures contract
and fails to exercise the option prior to the exercise date, it will suffer a
loss of the premium paid. Further, the possible lack of a secondary market
could prevent the Fund from closing out its positions relating to futures.

The use of interest rate swaps by the Global Bond Fund involves
investment techniques and risks different from those associated with ordinary
portfolio securities transactions. If the Manager is incorrect in its
forecasts of market values, interest rates and other applicable factors, the
investment performance of the Fund will be less favorable than it would have
been if this investment technique were never used. Interest rate swaps do not
involve the delivery of securities or other underlying assets or principal.
Thus, if the other party to an interest rate swap defaults, the Fund's risk of
loss consists of the net amount of interest payments that the Fund is
contractually entitled to receive.

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<PAGE> 122
DIVERSIFICATION
While the Global Bond, the Global Assets and the Emerging Markets
Funds each intend to seek to qualify as a "diversified" investment company
under provisions of Subchapter M of the Code, none of these three Funds will be
diversified under the 1940 Act. Thus, while at least 50% of each such Fund's
total assets will be represented by cash, cash items, and other securities
limited in respect of any one issuer to an amount not greater than 5% of the
Fund's total assets, it will not satisfy the 1940 Act requirement in this
respect, which applies that test to 75% of the Fund's assets. A nondiversified
portfolio is believed to be subject to greater risk because adverse effects on
the portfolio's security holdings may affect a larger portion of the overall
assets.

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<PAGE> 123
APPENDIX A--RATINGS

<TABLE>
<CAPTION>
Rating Moody's Average Weighted
and/or Percentage of
S&P Portfolio
----------------- ----------------------
<S> <C>
Baa/BBB 0.44%
Ba/BB 9.93%
B/B 1.74%
Not Rated/Other 0.41%
</TABLE>

General Rating Information

BONDS
Excerpts from Moody's description of its bond ratings: Aaa--judged to
be the best quality. They carry the smallest degree of investment risk;
Aa--judged to be of high quality by all standards; A--possess favorable
attributes and are considered "upper medium" grade obligations; Baa--considered
as medium grade obligations. Interest payments and principal security appear
adequate for the present but certain protective elements may be lacking or may
be characteristically unreliable over any great length of time; Ba--judged to
have speculative elements; their future cannot be considered as well assured.
Often the protection of interest and principal payments may be very moderate
and thereby not well safeguarded during both good and bad times over the
future. Uncertainty of position characterizes bonds in this class;
B--generally lack characteristics of the desirable investment. Assurance of
interest and principal payments or of maintenance of other terms of the
contract over any long period of time may be small; Caa--are of poor standing.
Such issues may be in default or there may be present elements of danger with
respect to principal or interest; Ca--represent obligations which are
speculative in a high degree. Such issues are often in default or have other
marked shortcomings; C--the lowest rated class of bonds and issues so rated can
be regarded as having extremely poor prospects of ever attaining any real
investment standing.
Excerpts from S&P's description of its bond ratings: AAA--highest grade
obligations. They possess the ultimate degree of protection as to principal and
interest; AA--also qualify as high grade obligations, and in the majority of
instances differ from AAA issues only in a small degree; A--strong ability to
pay interest and repay principal although more susceptible to changes in
circumstances; BBB--regarded as having an adequate capacity to pay interest and
repay principal; BB, B, CCC, CC--regarded, on balance, as predominantly
speculative with respect to capacity to pay interest and repay

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<PAGE> 124
principal in accordance with the terms of the obligation. BB indicates the
lowest degree of speculation and CC the highest degree of speculation. While
such debt will likely have some quality and protective characteristics, these
are outweighed by large uncertainties or major risk exposures to adverse
conditions; C--reserved for income bonds on which no interest is being paid;
D--in default, and payment of interest and/or repayment of principal is in
arrears.

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<PAGE> 125

The Delaware Group includes funds with a wide range of
investment objectives. Stock funds, income funds, tax-free funds, money market
funds, global and international funds and closed-end equity funds give
investors the ability to create a portfolio that fits their personal financial
goals. For more information, shareholders of the Fund Classes should contact
their financial adviser or call Delaware Group at 800-523-4640 and shareholders
of the Institutional Classes should contact Delaware Group at 800-828-5052.

The Chase Manhattan Bank, N.A.
4 Chase Metrotech Center
Brooklyn, NY 11245

- ----------------------------------------
DELAWARE GROUP

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

GLOBAL & INTERNATIONAL FUNDS, INC.

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

INTERNATIONAL EQUITY SERIES

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

GLOBAL BOND SERIES

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

GLOBAL ASSETS SERIES

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

EMERGING MARKETS SERIES

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

PART B

STATEMENT OF
ADDITIONAL INFORMATION

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

MAY 1, 1996

DELAWARE
GROUP
---------

<PAGE> 126

- --------------------------------------------------------------------------------
PART B--STATEMENT OF ADDITIONAL INFORMATION
MAY 1, 1996
- --------------------------------------------------------------------------------

DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS, INC.
- --------------------------------------------------------------------------------
1818 MARKET STREET
PHILADELPHIA, PA 19103
- --------------------------------------------------------------------------------
FOR MORE INFORMATION ABOUT THE INTERNATIONAL EQUITY FUND
INSTITUTIONAL CLASS, THE GLOBAL BOND FUND INSTITUTIONAL CLASS,
THE GLOBAL ASSETS FUND INSTITUTIONAL CLASS AND
THE EMERGING MARKETS FUND INSTITUTIONAL CLASS: 800-828-5052

FOR PROSPECTUS AND PERFORMANCE OF THE INTERNATIONAL EQUITY
FUND A CLASS, THE INTERNATIONAL EQUITY FUND B CLASS, THE
INTERNATIONAL EQUITY FUND C CLASS, THE GLOBAL BOND FUND A CLASS,
THE GLOBAL BOND FUND B CLASS, THE GLOBAL BOND FUND C CLASS, THE GLOBAL
ASSETS FUND A CLASS, THE GLOBAL ASSETS FUND B CLASS, THE GLOBAL
ASSETS FUND C CLASS, THE EMERGING MARKETS FUND A CLASS,
THE EMERGING MARKETS FUND B CLASS AND THE EMERGING MARKETS FUND C CLASS:
NATIONWIDE 800-523-4640

INFORMATION ON EXISTING ACCOUNTS OF THE FUND CLASSES:
(SHAREHOLDERS ONLY)
NATIONWIDE 800-523-1918

DEALER SERVICES:
(BROKER/DEALERS ONLY)
NATIONWIDE 800-362-7500
- --------------------------------------------------------------------------------
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
COVER PAGE
- --------------------------------------------------------------------------------
INVESTMENT POLICIES AND PORTFOLIO TECHNIQUES
- --------------------------------------------------------------------------------
ACCOUNTING AND TAX ISSUES
- --------------------------------------------------------------------------------
PERFORMANCE INFORMATION
- --------------------------------------------------------------------------------
TRADING PRACTICES AND BROKERAGE
- --------------------------------------------------------------------------------
PURCHASING SHARES
- --------------------------------------------------------------------------------
INVESTMENT PLANS
- --------------------------------------------------------------------------------
DETERMINING OFFERING PRICE AND
NET ASSET VALUE
- --------------------------------------------------------------------------------
REDEMPTION AND REPURCHASE
- --------------------------------------------------------------------------------
DISTRIBUTIONS
- --------------------------------------------------------------------------------

INVESTMENT MANAGEMENT AGREEMENTS AND SUB-ADVISORY AGREEMENT

- --------------------------------------------------------------------------------
OFFICERS AND DIRECTORS
- --------------------------------------------------------------------------------
EXCHANGE PRIVILEGE
- --------------------------------------------------------------------------------
GENERAL INFORMATION
- --------------------------------------------------------------------------------
APPENDIX A -- IRA INFORMATION
- --------------------------------------------------------------------------------
FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

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<PAGE> 127
Delaware Group Global & International Funds, Inc. ("Global Funds, Inc.")
is a professionally-managed mutual fund of the series type presently offering
four series of portfolios: the International Equity Series (the "International
Equity Fund"), the Global Bond Series (the "Global Bond Fund"), the Global
Assets Series (the "Global Assets Fund") and the Emerging Markets Series (the
"Emerging Markets Fund") (individually, a "Fund" and collectively, the
"Funds").
Each Fund of Global Funds, Inc. offers three retail classes: the
International Equity Fund A Class, the Global Bond Fund A Class, the Global
Assets Fund A Class and the Emerging Markets Fund A Class (the "Class A
Shares"); the International Equity Fund B Class, the Global Bond Fund B Class,
the Global Assets Fund B Class and the Emerging Markets Fund B Class (the
"Class B Shares"); and the International Equity Fund C Class, the Global Bond
Fund C Class, the Global Assets Fund C Class and the Emerging Markets Fund C
Class (the "Class C Shares"). (Class A Shares, Class B Shares and Class C
Shares are collectively referred to as the "Fund Classes.") Each Fund also
offers an institutional class: the International Equity Fund Institutional
Class, the Global Bond Fund Institutional Class, the Global Assets Fund
Institutional Class and the Emerging Markets Fund Institutional Class
(collectively, the "Institutional Classes").

Class B Shares, Class C Shares and Institutional Class shares of each
Fund may be purchased at a price equal to the next determined net asset value
per share. Class A Shares may be purchased at the public offering price, which
is equal to the next determined net asset value per share, plus a front-end
sales charge. Class A Shares are subject to a maximum front-end sales charge
of 4.75% and annual 12b-1 Plan expenses of up to .30%. Class B Shares are
subject to a contingent deferred sales charge ("CDSC") which may be imposed on
redemptions made within six years of purchase and annual 12b-1 Plan expenses of
up to 1% which are assessed against Class B Shares for approximately eight
years after purchase. See Automatic Conversion of Class B Shares under Classes
of Shares in the Prospectus for the Fund Classes. Class C Shares are subject
to a CDSC which may be imposed on redemptions made within 12 months of purchase
and annual 12b-1 Plan expenses of up to 1%, which are assessed against the
Class C Shares for the life of the investment.

This Statement of Additional Information ("Part B" of the registration
statement) supplements the information contained in the current Prospectus of
the Fund Classes dated May 1, 1996, and the current Prospectus of the
Institutional Classes dated May 1, 1996, as they may be amended from time to
time. It should be read in conjunction with the respective class' Prospectus.
Part B is not itself a prospectus but is, in its entirety, incorporated by
reference into each class' Prospectus. A Prospectus for each class may be
obtained by writing or calling your investment dealer or by contacting Global
Funds, Inc.'s national distributor, Delaware Distributors, L.P. (the
"Distributor"), 1818 Market Street, Philadelphia, PA 19103.

All references to "shares" in this Part B refer to all classes of shares
of Global Funds, Inc., except where noted.

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<PAGE> 128
INVESTMENT POLICIES AND PORTFOLIO TECHNIQUES

INVESTMENT RESTRICTIONS
Global Funds, Inc. has adopted the following restrictions for each Fund
(except where otherwise noted) which, along with its investment objective,
cannot be changed without approval by the holders of a "majority" of the
respective Fund's outstanding shares, which is a vote by the holders of the
lesser of a) 67% or more of the voting securities present in person or by proxy
at a meeting, if the holders of more than 50% of the outstanding voting
securities are present or represented by proxy; or b) more than 50% of the
outstanding voting securities. The percentage limitations contained in the
restrictions and policies set forth herein apply at the time of purchase of
securities.
Each Fund shall not:
1. For the International Equity Fund, as to 75% of its total assets,
and for the Global Bond, Global Assets and Emerging Markets Funds, as to 50% of
their respective total assets, invest more than 5% of their respective total
assets in the securities of any one issuer (other than obligations issued, or
guaranteed by, the U.S. Government, its agencies or instrumentalities).
2. For the International Equity, the Global Bond and the Global Assets
Funds, invest in securities of other open-end investment companies, except as
part of a merger, consolidation or other acquisition. This limitation does not
prohibit a Fund from investing in the securities of closed-end investment
companies at customary brokerage commission rates. The Emerging Markets Fund
may invest in securities of open-end, closed-end and unregistered investment
companies, in accordance with the limitations contained in the Investment
Company Act of 1940, as amended (the "1940 Act").
3. Make loans, except to the extent that purchases of debt obligations
(including repurchase agreements) in accordance with a Fund's investment
objective and policies, are considered loans and except that the Fund may loan
up to 25% of its assets to qualified broker/dealers or institutional investors
for their use relating to short sales or other security transactions.
4. Purchase or sell real estate or real estate limited partnerships,
but this shall not prevent a Fund from investing in securities secured by real
estate or interests therein.
5. For the International Equity Fund, purchase more than 10% of the
outstanding voting securities of any issuer, or invest in companies for the
purpose of exercising control or management.
6. Engage in the underwriting of securities of other issuers, except
that, in connection with the disposition of a security, the Fund may be deemed
to be an "underwriter" as that term is defined in the Securities Act of 1933.
7. Make any investment which would cause 25% or more of its total
assets to be invested in the securities of issuers all of which conduct their
principal business activities in the same industry. This restriction does not
apply to obligations issued or guaranteed by the U.S. Government, its agencies
or instrumentalities.
8. For the International Equity Fund, write, purchase or sell options,
puts, calls or combinations thereof, except that such Fund may: (a) purchase
call options to the extent that the premiums paid on all outstanding call
options do not exceed 2% of such Fund's total assets; (b) write secured put
options; (c) write covered call options; and (d) purchase put options if such
Fund owns the security covered by the put option at the time of purchase, and
provided that premiums paid on all put options outstanding do not exceed 2% of
its total assets. Such Fund may sell put or call options previously purchased
and enter into closing transactions with respect to the activities noted above.
9. Purchase or sell commodities or commodity contracts, except that
each Fund may enter into futures contracts and options on futures contracts in
accordance with its respective prospectuses, subject to investment restriction
10 below.
10. Enter into futures contracts or options thereon, except that a Fund
may enter into futures contracts and options thereon to the extent that not
more than 5% of the Fund's assets are required as futures contract margin
deposits and premiums on options and only to the extent that obligations under
such contracts and transactions represent not more than 20% of the Fund's
assets.

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<PAGE> 129
11. Make short sales of securities, or purchase securities on margin,
except that a Fund may satisfy margin requirements with respect to futures
transactions.
12. For the International Equity Fund, invest more than 5% of the value
of its total assets in securities of companies less than three years old. Such
three-year period shall include the operation of any predecessor company or
companies.
13. For the International Equity Fund, purchase or retain the securities
of any issuer which has an officer, director or security holder who is a
director or officer of Global Funds, Inc. or of its investment manager if or so
long as the directors and officers of Global Funds, Inc. and of its investment
manager together own beneficially more than 5% of any class of securities of
such issuer.
14. For the International Equity Fund, invest in interests in oil, gas
or other mineral exploration or development programs or leases.
15. For the International Equity Fund, invest more than 10% of the
Fund's total assets in repurchase agreements maturing in more than seven days
and other illiquid assets, and for the Emerging Markets Fund, invest more than
15% of the Fund's total assets in repurchase agreements maturing in
more than seven days and other illiquid assets.
16. Borrow money in excess of one-third of the value of its net assets
and then only as a temporary measure for extraordinary purposes or to
facilitate redemptions. Any borrowing will be done from a bank and to the
extent that such borrowing exceeds 5% of the value of a Fund's net assets,
asset coverage of at least 300% is required. In the event that such asset
coverage shall at any time fall below 300%, a Fund shall, within three days
thereafter (not including Sunday or holidays) or such longer period as the
Securities and Exchange Commission (the "SEC") may prescribe by rules and
regulations, reduce the amount of its borrowings to such an extent that the
asset coverage of such borrowings shall be at least 300%. A Fund will not
pledge more than 10% of its net assets. A Fund will not issue senior
securities as defined in the 1940 Act, except for notes to banks.
Although not considered to be a fundamental policy, restriction 5 above
will apply to each of the Funds of Global Funds, Inc. as a whole. In addition,
although not considered a fundamental policy, for purposes of restriction 15
above, securities of foreign issuers which are not listed on a recognized
domestic or foreign exchange or for which a bona fide market does not exist at
the time of purchase or subsequent valuation are included in the category of
illiquid assets. As to the International Equity Fund, the Global Assets Fund
and the Emerging Markets Fund, although not considered to be a fundamental
investment restriction, each Fund will invest no more than 5% of its respective
assets in warrants. Investment restrictions 5, 8, 12, 13, 14, and 15 above are
nonfundamental policies of the Global Bond Fund, the Global Assets Fund and the
Emerging Markets Fund. Investment restrictions 1 and 2 above are
nonfundamental policies of the Emerging Markets Fund.

FOREIGN SECURITIES
Investors should recognize that investing in foreign issuers involves
certain considerations, including those set forth in the Funds' Prospectuses,
which are not typically associated with investing in United States issuers.
Since the stocks of foreign companies are frequently denominated in foreign
currencies, and since a Fund may temporarily hold uninvested reserves in bank
deposits in foreign currencies, a Fund will 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.
The investment policies of each Fund permit it to enter into forward foreign
currency exchange contracts in order to hedge each Fund's holdings and
commitments against changes in the level of future currency rates. Such
contracts involve an obligation to purchase or sell a specific currency at a
future date at a price set at the time of the contract.
There has been in the past, and there may be again in the future, an
interest equalization tax levied by the United States in connection with the
purchase of foreign securities such as those purchased by a Fund. Payment of
such interest equalization tax, if imposed, would reduce a Fund's rate of
return on its investment. Dividends paid by foreign issuers may be subject to
withholding and other foreign taxes which may decrease the net

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return on such investments as compared to dividends paid to a Fund by United
States corporations. Special rules govern the federal income tax treatment of
certain transactions denominated in terms of a currency other than the U.S.
dollar or determined by reference to the value of one or more currencies other
than the U.S. dollar. The types of transactions covered by the special rules
generally include the following: (i) the acquisition of, or becoming the
obligor under, a bond or other debt instrument (including, to the extent
provided in Treasury Regulations, preferred stock); (ii) the accruing of
certain trade receivables and payables; and (iii) the entering into or
acquisition of any forward contract, futures contract, option and similar
financial instruments other than any "regulated futures contract" or "nonequity
option" marked to market. The disposition of a currency other than the U.S.
dollar by a U.S. taxpayer is also treated as a transaction subject to the
special currency rules. However, foreign currency-related regulated futures
contracts and nonequity options are generally not subject to the special
currency rules, if they are or would be treated as sold for their fair market
value at year-end under the marking to market rules applicable to other futures
contracts, unless an election is made to have such currency rules apply. With
respect to transactions covered by the special rules, foreign currency gain or
loss is calculated separately from any gain or loss on the underlying
transaction and is normally taxable as ordinary gain or loss. A taxpayer may
elect to treat as capital gain or loss foreign currency gain or loss arising
from certain identified forward contracts, futures contracts and options that
are capital assets in the hands of the taxpayer and which are not part of a
straddle. Certain transactions subject to the special currency rules that are
part of a "section 988 hedging transaction" (as defined in the Internal Revenue
Code of 1986, as amended (the "Code"), and the Treasury Regulations) will be
integrated and treated as a single transaction or otherwise treated
consistently for purposes of the Code. The income tax effects of integrating
and treating a transaction as a single transaction are generally to create a
synthetic debt instrument that is subject to the original discount provisions.
It is anticipated that some of the non-U.S. dollar denominated investments and
foreign currency contracts each Fund may make or enter into will be subject to
the special currency rules described above.

REPURCHASE AGREEMENTS
While each Fund is permitted to do so, it normally does not invest in
repurchase agreements, except to invest cash balances.
The funds in the Delaware Group have obtained an exemption from the
joint-transaction prohibitions of Section 17(d) of the 1940 Act to allow the
Delaware Group funds jointly to invest cash balances. Each Fund may invest
cash balances in a joint repurchase agreement in accordance with the terms of
the Order and subject generally to the conditions described below.
A repurchase agreement is a short-term investment by which the purchaser
acquires ownership of a debt security and the seller agrees to repurchase the
obligation at a future time and set price, thereby determining the yield during
the purchaser's holding period. Should an issuer of a repurchase agreement
fail to repurchase the underlying security, the loss to a Fund, if any, would
be the difference between the repurchase price and the market value of the
security. Each Fund will limit its investments in repurchase agreements to
those which Delaware International Advisers Ltd. (the "Manager"), under the
guidelines of the Board of Directors, determines to present minimal credit
risks and which are of high quality. In addition, a Fund must have collateral
of at least 100% of the repurchase price, including the portion representing a
Fund's yield under such agreements which is monitored on a daily basis.

PORTFOLIO LOAN TRANSACTIONS
Each Fund may loan up to 25% of its assets to qualified broker/dealers or
institutional investors for their use relating to short sales or other security
transactions.
It is the understanding of the Manager that the staff of the SEC permits
portfolio lending by registered investment companies if certain conditions are
met. These conditions are as follows: 1) each transaction must have 100%
collateral in the form of cash, short-term U.S. Government securities, or
irrevocable letters of credit payable by banks acceptable to Global Funds,

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Inc. from the borrower; 2) this collateral must be valued daily and should the
market value of the loaned securities increase, the borrower must furnish
additional collateral to the Fund; 3) the Fund must be able to terminate the
loan after notice, at any time; 4) the Fund must receive reasonable interest on
any loan, and any dividends, interest or other distributions on the lent
securities, and any increase in the market value of such securities; 5) the
Fund may pay reasonable custodian fees in connection with the loan; and 6) the
voting rights on the lent securities may pass to the borrower; however, if the
directors of Global Funds, Inc. know that a material event will occur affecting
an investment loan, they must either terminate the loan in order to vote the
proxy or enter into an alternative arrangement with the borrower to enable the
directors to vote the proxy.
The major risk to which a Fund would be exposed on a loan transaction is
the risk that the borrower would go bankrupt at a time when the value of the
security goes up. Therefore, a Fund will only enter into loan arrangements
after a review of all pertinent facts by the Manager, under the supervision of
the Board of Directors, including the creditworthiness of the borrowing broker,
dealer or institution and then only if the consideration to be received from
such loans would justify the risk. Creditworthiness will be monitored on an
ongoing basis by the Manager.

FOREIGN CURRENCY TRANSACTIONS
A Fund may purchase or sell currencies and/or engage in forward foreign
currency transactions in order to expedite settlement of portfolio transactions
and to minimize currency value fluctuations.
Forward foreign currency contracts are traded in the interbank market
conducted directly between currency traders (usually large commercial banks)
and their customers. A forward contract generally has no deposit requirement,
and no commissions are charged at any stage for trades. A Fund will account
for forward contracts by marking to market each day at daily exchange rates.
When a Fund enters into a forward contract to sell, for a fixed amount of
U.S. dollars or other appropriate currency, the amount of foreign currency
approximating the value of some or all of a Fund's assets denominated in such
foreign currency, the Fund's Custodian Bank or subcustodian will place cash or
liquid high grade debt securities in a separate account of the Fund in an
amount not less than the value of the Fund's total assets committed to the
consummation of such forward contracts. If the additional cash or securities
placed in the separate account declines, additional cash or securities will be
placed in the account on a daily basis so that the value of the account will
equal the amount of a Fund's commitments with respect to such contracts.

OPTIONS
Each Fund may purchase call options or purchase put options and will not
engage in option strategies for speculative purposes.
Each Fund may invest in options that are either listed on U.S. or
recognized foreign exchanges or traded over-the-counter. Certain
over-the-counter options may be illiquid. Thus, it may not be possible to
close options positions and this may have an adverse impact on a Fund's ability
to effectively hedge its securities. A Fund will not, however, invest more
than 10% (or, in the case of the Emerging Markets Fund, 15%) of its assets in
illiquid securities.

PURCHASING CALL OPTIONS--Each Fund may purchase call options to the extent
that premiums paid by the Fund do not aggregate more than 2% of the Fund's
total assets. When a Fund purchases a call option, in return for a premium
paid by a Fund to the writer of the option, the Fund obtains the right to buy
the security underlying the option at a specified exercise price at any time
during the term of the option. The writer of the call option, who receives the
premium upon writing the option, has the obligation, upon exercise of the
option, to deliver the underlying security against payment of the exercise
price. The advantage of purchasing call options is that a Fund may alter
portfolio characteristics and modify portfolio maturities without incurring the
cost associated with portfolio transactions.
A Fund may, following the purchase of a call option, liquidate its
position by effecting a closing sale transaction. This is accomplished by
selling an

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option of the same series as the option previously purchased. A Fund will
realize a profit from a closing sale transaction if the price received on the
transaction is more than the premium paid to purchase the original call option;
a Fund will realize a loss from a closing sale transaction if the price
received on the transaction is less than the premium paid to purchase the
original call option.
Although a Fund will generally purchase only those call options for which
there appears to be an active secondary market, there is no assurance that a
liquid secondary market on an Exchange will exist for any particular option, or
at any particular time, and for some options no secondary market on an Exchange
may exist. In such event, it may not be possible to effect closing
transactions in particular options, with the result that a Fund would have to
exercise its options in order to realize any profit and would incur brokerage
commissions upon the exercise of such options and upon the subsequent
disposition of the underlying securities acquired through the exercise of such
options. Further, unless the price of the underlying security changes
sufficiently, a call option purchased by a Fund may expire without any value to
the Fund.

PURCHASING PUT OPTIONS--Each Fund may invest up to 2% of its total assets
in the purchase of put options. A Fund will, at all times during which it
holds a put option, own the security covered by such option.
A put option purchased by a Fund gives it the right to sell one of its
securities for an agreed price up to an agreed date. A Fund intends to
purchase put options in order to protect against a decline in the market value
of the underlying security below the exercise price less the premium paid for
the option ("protective puts"). The ability to purchase put options will allow
a Fund to protect unrealized gain in an appreciated security in its portfolio
without actually selling the security. If the security does not drop in value,
a Fund will lose the value of the premium paid. A Fund may sell a put option
which it has previously purchased prior to the sale of the securities
underlying such option. Such sale will result in a net gain or loss depending
on whether the amount received on the sale is more or less than the premium and
other transaction costs paid on the put option which is sold.
A Fund may sell a put option purchased on individual portfolio securities.
Additionally, a Fund may enter into closing sale transactions. A closing sale
transaction is one in which a Fund, when it is the holder of an outstanding
option, liquidates its position by selling an option of the same series as the
option previously purchased.

FUTURES
Each Fund may enter into contracts for the purchase or sale for future
delivery of securities or foreign currencies. While futures contracts provide
for the delivery of securities, deliveries usually do not occur. Contracts are
generally terminated by entering into an offsetting transaction. When a Fund
enters into a futures transaction, it must deliver to the futures commission
merchant selected by the Fund an amount referred to as "initial margin." This
amount is maintained by the futures commission merchant in an account at the
Fund's Custodian Bank. Thereafter, a "variation margin" may be paid by a Fund
to, or drawn by the Fund from, such account in accordance with controls set for
such accounts, depending upon changes in the price of the underlying securities
subject to the futures contract.
In addition, when a Fund engages in futures transactions, to the extent
required by the SEC, it will maintain with its Custodian Bank, assets in a
segregated account to cover its obligations with respect to such contracts,
which assets will consist of cash, cash equivalents or high quality debt
securities from its portfolio in an amount equal to the difference between the
fluctuating market value of such futures contracts and the aggregate value of
the margin payments made by a Fund with respect to such futures contracts.
Each Fund may enter into such futures contracts to protect against the
adverse affects of fluctuations in interest or foreign exchange rates without
actually buying or selling the securities or foreign currency. For example, if
interest rates are expected to increase, a Fund might enter into futures
contracts for the sale of debt securities. Such a sale would have much the
same effect as selling an equivalent value of the debt securities owned by a
Fund. If interest rates did increase, the value of the debt securities in the
portfolio would

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decline, but the value of the futures contracts to a Fund would increase at
approximately the same rate, thereby keeping the net asset value of the Fund
from declining as much as it otherwise would have. Similarly, when it is
expected that interest rates may decline, futures contracts may be purchased to
hedge in anticipation of subsequent purchases of securities at higher prices.
Since the fluctuations in the value of futures contracts should be similar to
those of debt securities, a Fund could take advantage of the anticipated rise
in value of debt securities without actually buying them until the market had
stabilized. At that time, the futures contracts could be liquidated and the
Fund could then buy debt securities on the cash market.
With respect to options on futures contracts, when a Fund is not fully
invested, it may purchase a call option on a futures contract to hedge against
a market advance due to declining interest rates. The purchase of a call
option on a futures contract is similar in some respects to the purchase of a
call option on an individual security. Depending on the pricing of the option
compared to either the price of the futures contract upon which it is based, or
the price of the underlying debt securities, it may or may not be less risky
than ownership of the futures contract or underlying debt securities. As with
the purchase of futures contracts, when a Fund is not fully invested, it may
purchase a call option on a futures contract to hedge against a market advance
due to declining interest rates.
The writing of a call option on a futures contract constitutes a partial
hedge against the declining price of the security or foreign currency which is
deliverable upon exercise of the futures contract. If the futures price at the
expiration of the option is below the exercise price, a Fund will retain the
full amount of the option premium which provides a partial hedge against any
decline that may have occurred in the Fund's portfolio holdings. The writing
of a put option on a futures contract constitutes a partial hedge against the
increasing price of the security or foreign currency which is deliverable upon
exercise of the futures contract. If the futures price at the expiration of
the option is higher than the exercise price, the Fund will retain the full
amount of the option premium which provides a partial hedge against any
increase in the price of securities which the Fund intends to purchase.
If a put or call option a Fund has written is exercised, the Fund will
incur a loss which will be reduced by the amount of the premium it receives.
Depending on the degree of correlation between changes in the value of its
portfolio securities and changes in the value of its futures positions, a
Fund's losses from existing options on futures may, to some extent, be reduced
or increased by changes in the value of portfolio securities. The purchase of
a put option on a futures contract is similar in some respects to the purchase
of protective puts on portfolio securities. For example, a Fund will purchase
a put option on a futures contract to hedge the Fund's portfolio against the
risk of rising interest rates.
To the extent that interest rates move in an unexpected direction, a Fund
may not achieve the anticipated benefits of futures contracts or options on
futures contracts or may realize a loss. For example, if a Fund is hedged
against the possibility of an increase in interest rates which would adversely
affect the price of securities held in its portfolio and interest rates
decrease instead, the Fund will lose part or all of the benefit of the
increased value of its securities which it has because it will have offsetting
losses in its futures position. In addition, in such situations, if the Fund
had insufficient cash, it may be required to sell securities from its portfolio
to meet daily variation margin requirements. Such sales of securities may, but
will not necessarily, be at increased prices which reflect the rising market.
A Fund may be required to sell securities at a time when it may be
disadvantageous to do so.
Further, with respect to options on futures contracts, a Fund may seek to
close out an option position by writing or buying an offsetting position
covering the same securities or contracts and have the same exercise price and
expiration date. The ability to establish and close out positions on options
will be subject to the maintenance of a liquid secondary market, which cannot
be assured.

OPTIONS ON FOREIGN CURRENCIES
Each Fund may purchase and write options on foreign currencies for hedging
purposes in a manner similar to that in which futures contracts on

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foreign currencies, or forward contracts, will be utilized. For example, a
decline in the dollar value of a foreign currency in which portfolio securities
are denominated will reduce the dollar value of such securities, even if their
value in the foreign currency remains constant. In order to protect against
such diminutions in the value of portfolio securities, a Fund may purchase put
options on the foreign currency. If the value of the currency does decline, a
Fund will have the right to sell such currency for a fixed amount in dollars
and will thereby offset, in whole or in part, the adverse effect on its
portfolio which otherwise would have resulted.
Conversely, where a rise in the dollar value of a currency in which
securities to be acquired are denominated is projected, thereby increasing the
cost of such securities, a Fund may purchase call options thereon. The
purchase of such options could offset, at least partially, the effects of the
adverse movement in exchange rates. As in the case of other types of options,
however, the benefit to a Fund deriving from purchases of foreign currency
options will be reduced by the amount of the premium and related transaction
costs. In addition, where currency exchange rates do not move in the direction
or to the extent anticipated, a Fund could sustain losses on transactions in
foreign currency options which would require it to forego a portion or all of
the benefits of advantageous changes in such rates.
A Fund may write options on foreign currencies for the same types of
hedging purposes. For example, where a Fund anticipates a decline in the
dollar value of foreign currency denominated securities due to adverse
fluctuations in exchange rates, it could, instead of purchasing a put option,
write a call option on the relevant currency. If the expected decline occurs,
the option will most likely not be exercised, and the diminution in the value
of portfolio securities will be offset by the amount of the premium received.
Similarly, instead of purchasing a call option to hedge against an
anticipated increase in the dollar cost of securities to be acquired, a Fund
could write a put option on the relevant currency which, if rates move in the
manner projected, will expire unexercised and allow a Fund to hedge such
increased cost up to the amount of the premium. As in the case of other types
of options, however, the writing of a foreign currency option will constitute
only a partial hedge up to the amount of the premium, and only if rates move in
the expected direction. If this does not occur, the option may be exercised
and the Fund would be required to purchase or sell the underlying currency at a
loss which may not be offset by the amount of the premium. Through the writing
of options on foreign currencies, a Fund also may be required to forego all or
a portion of the benefit which might otherwise have been obtained from
favorable movements in exchange rates.
Each Fund intends to write covered call options on foreign currencies. A
call option written on a foreign currency by a Fund is "covered" if the Fund
owns the underlying foreign currency covered by the call or has an absolute and
immediate right to acquire that foreign currency without additional cash
consideration (or for additional cash consideration held in a segregated
account by the Custodian Bank) upon conversion or exchange of other foreign
currency held in its portfolio. A call option is also covered if the Fund has
a call on the same foreign currency and in the same principal amount as the
call written where the exercise price of the call held (a) is equal to or less
than the exercise price of the call written, or (b) is greater than the
exercise price of the call written if the difference is maintained by the Fund
in cash, U.S. Government securities or other high-grade liquid debt securities
in a segregated account with its Custodian Bank.
With respect to writing put options, at the time the put is written, a
Fund will establish a segregated account with its Custodian Bank consisting of
cash, U.S. Government securities or other high-grade liquid debt securities in
an amount equal in value to the amount the Fund will be required to pay upon
exercise of the put. The account will be maintained until the put is
exercised, has expired, or the Fund has purchased a closing put of the same
series as the one previously written.
In order to comply with the securities laws of one state, a Fund will not
write put or call options if the aggregate value of the securities underlying
the calls or obligations underlying the puts

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determined as of the date the options are sold exceed 25% of the Fund's net
assets. Should state laws change or Global Funds, Inc. receive a waiver of
their application for a Fund, the Funds reserve the right to increase this
percentage.

OPTIONS ON STOCK INDICES
A stock index assigns relative values to the common stocks included in the
index with the index fluctuating with changes in the market values of the
underlying common stock.
Options on stock indices are similar to options on stocks but have
different delivery requirements. Stock options provide the right to take or
make delivery of the underlying stock at a specified price. A stock index
option gives the holder the right to receive a cash "exercise settlement
amount" equal to (i) the amount by which the fixed exercise price of the option
exceeds (in the case of a put) or is less than (in the case of a call) the
closing value of the underlying index on the date of exercise, multiplied by
(ii) a fixed "index multiplier." Receipt of this cash amount will depend upon
the closing level of the stock index upon which the option is based being
greater than (in the case of a call) or less than (in the case of a put) the
exercise price of the option. The amount of cash received will be equal to
such difference between the closing price of the index and exercise price of
the option expressed in dollars times a specified multiple. The writer of the
option is obligated, in return for the premium received, to make delivery of
this amount. Gain or loss to a Fund on transactions in stock index options
will depend on price movements in the stock market generally (or in a
particular industry or segment of the market) rather than price movements of
individual securities.
As with stock options, a Fund may offset its position in stock index
options prior to expiration by entering into a closing transaction on an
Exchange or it may let the option expire unexercised.
A stock index fluctuates with changes in the market values of the stock so
included. Some stock index options are based on a broad market index such as
the Standard & Poor's 500 or the New York Stock Exchange Composite Index, or a
narrower market index such as the Standard & Poor's 100. Indices are also
based on an industry or market segment such as the AMEX Oil and Gas Index or
the Computer and Business Equipment Index. Options on stock indices are
currently traded on domestic exchanges such as: The Chicago Board Options
Exchange, the New York Stock Exchange and American Stock Exchange as well as on
foreign exchanges.
A Fund's ability to hedge effectively all or a portion of its securities
through transactions in options on stock indices depends on the degree to which
price movements in the underlying index correlate with price movements in the
Fund's portfolio securities. Since a Fund's portfolio will not duplicate the
components of an index, the correlation will not be exact. Consequently, a
Fund bears the risk that the prices of the securities being hedged will not
move in the same amount as the hedging instrument. It is also possible that
there may be a negative correlation between the index or other securities which
would result in a loss on both such securities and the hedging instrument.
Positions in stock index options may be closed out only on an Exchange
which provides a secondary market. There can be no assurance that a liquid
secondary market will exist for any particular stock index option. Thus, it
may not be possible to close such an option. The inability to close options
positions could have an adverse impact on a Fund's ability effectively to hedge
its securities. A Fund will enter into an option position only if there
appears to be a liquid secondary market for such options.
A Fund will not engage in transactions in options on stock indices for
speculative purposes but only to protect appreciation attained and to take
advantage of the liquidity available in the option markets.

RULE 144A SECURITIES
A Fund may invest in restricted securities, including unregistered
securities eligible for resale without registration pursuant to Rule 144A
("Rule 144A Securities") under the Securities Act of 1933 (the "1933 Act").
Rule 144A Securities may be freely traded among qualified institutional
investors without registration under the 1933 Act.

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Investing in Rule 144A Securities could have the effect of increasing the
level of a Fund's illiquidity to the extent that qualified institutional buyers
become, for a time, uninterested in purchasing these securities. After the
purchase of a Rule 144A Security, however, the Board of Directors and the
Manager will continue to monitor the liquidity of that security to ensure that
a Fund has no more than 10% (or, in the case of the Emerging Markets Fund, 15%)
of its net assets in illiquid securities.

NON-TRADITIONAL EQUITY SECURITIES
The Emerging Markets Fund may invest in convertible preferred stocks that
offer enhanced yield features, such as Preferred Equity Redemption Cumulative
Stock ("PERCS"), which provide an investor, such as the Fund, with the
opportunity to earn higher dividend income than is available on a company's
common stock. A PERCS is a preferred stock which generally features a
mandatory conversion date, as well as a capital appreciation limit which is
usually expressed in terms of a stated price. Upon the conversion date, most
PERCS convert into common stock of the issuer (PERCS are generally not
convertible into cash at maturity). Under a typical arrangement, if after a
predetermined number of years the issuer's common stock is trading at a price
below that set by the capital appreciation limit, each PERCS would convert to
one share of common stock. If, however, the issuer's common stock is trading
at a price above that set by the capital appreciation limit, the holder of the
PERCS would receive less than one full share of common stock. The amount of
that fractional share of common stock received by the PERCS holder is
determined by dividing the price set by the capital appreciation limit of the
PERCS by the market price of the issuer's common stock. PERCS can be called at
any time prior to maturity, and hence do not provide call protection. However,
if called early, the issuer may pay a call premium over the market price to the
investor. This call premium declines at a preset rate daily, up to the
maturity date of the PERCS.
The Emerging Markets Fund may also invest in other enhanced convertible
securities. These include but are not limited to ACES (Automatically
Convertible Equity Securities), PEPS (Participating Equity Preferred Stock),
PRIDES (Preferred Redeemable Increased Dividend Equity Securities), SAILS
(Stock Appreciation Income Linked Securities), TECONS (Term Convertible Notes),
QICS (Quarterly Income Cumulative Securities) and DECS (Dividend Enhanced
Convertible Securities). ACES, PEPS, PRIDES, SAILS, TECONS, QICS, and DECS all
have the following features: they are company-issued convertible preferred
stock; unlike PERCS, they do not have capital appreciation limits; they seek to
provide the investor with high current income, with some prospect of future
capital appreciation; they are typically issued with three to four-year
maturities; they typically have some built-in call protection for the first two
to three years; investors have the right to convert them into shares of common
stock at a preset conversion ratio or hold them until maturity; and upon
maturity, they will automatically convert to either cash or a specified number
of shares of common stock.

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ACCOUNTING AND TAX ISSUES

When a Fund writes a call, or purchases a put option, an amount equal to
the premium received or paid by it is included in the Fund's assets and
liabilities as an asset and as an equivalent liability.
In writing a call, the amount of the liability is subsequently "marked to
market" to reflect the current market value of the option written. The current
market value of a written option is the last sale price on the principal
Exchange on which such option is traded or, in the absence of a sale, the mean
between the last bid and asked prices. If an option which a Fund has written
expires on its stipulated expiration date, the Fund recognizes a capital gain.
If a Fund enters into a closing purchase transaction with respect to an option
which the Fund has written, the Fund realizes a gain (or loss if the cost of
the closing transaction exceeds the premium received when the option was sold)
without regard to any unrealized gain or loss on the underlying security, and
the liability related to such option is extinguished. If a call option which a
Fund has written is exercised, the Fund realizes a capital gain or loss from
the sale of the underlying security and the proceeds from such sale are
increased by the premium originally received.
The premium paid by a Fund for the purchase of a put option is recorded in
the Fund's assets and liabilities as an investment and subsequently adjusted
daily to the current market value of the option. For example, if the current
market value of the option exceeds the premium paid, the excess would be
unrealized appreciation and, conversely, if the premium exceeds the current
market value, such excess would be unrealized depreciation. The current market
value of a purchased option is the last sale price on the principal Exchange on
which such option is traded or, in the absence of a sale, the mean between the
last bid and asked prices. If an option which a Fund has purchased expires on
the stipulated expiration date, the Fund realizes a short-term or long-term
capital loss for federal income tax purposes in the amount of the cost of the
option. If a Fund exercises a put option, it realizes a capital gain or loss
(long-term or short-term, depending on the holding period of the underlying
security) from the sale of the underlying security and the proceeds from such
sale will be decreased by the premium originally paid.

OPTIONS ON CERTAIN STOCK INDICES
Accounting for options on certain stock indices will be in accordance with
generally accepted accounting principles. The amount of any realized gain or
loss on closing out such a position will result in a realized gain or loss for
tax purposes. Such options held by a Fund at the end of each fiscal year on a
broad-based stock index will be required to be "marked to market" for federal
income tax purposes. Generally, 60% of any net gain or loss recognized on such
deemed sales or on any actual sales will be treated as long-term capital gain
or loss, and the remainder will be treated as short-term capital gain or loss.

OTHER TAX REQUIREMENTS
Each Fund has qualified (or, in the case of the Emerging Markets Fund,
intends to qualify), and intends to continue to qualify, as a regulated
investment company under Subchapter M of the Code. Each Fund of Global Funds,
Inc. must meet several requirements to maintain its status as a regulated
investment company. Among these requirements are that at least 90% of its
investment company taxable income be derived from dividends, interest, payment
with respect to securities loans and gains from the sale or disposition of
securities; that at the close of each quarter of its taxable year at least 50%
of the value of its assets consist of cash and cash items, government
securities, securities of other regulated investment companies and, subject to
certain diversification requirements, other securities; and that less than 30%
of its gross income be derived from sales of securities held for less than
three months.
The requirement that not more than 30% of a Fund's gross income be derived
from gains from the sale or other disposition of securities held for less than
three months may restrict a Fund in its ability to write covered call options
on securities which it has held less than three months, to write options which
expire in less than three months, to sell securities which have been held less
than three months and to effect closing purchase transactions

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with respect to options which have been written less than three months prior to
such transactions. Consequently, in order to avoid realizing a gain within the
three-month period, a Fund may be required to defer the closing out of a
contract beyond the time when it might otherwise be advantageous to do so. A
Fund may also be restricted in the sale of purchased put options and the
purchase of put options for the purpose of hedging underlying securities
because of the application of the short sale holding period rules with respect
to such underlying securities.
The straddle rules of Section 1092 may apply. Generally, the straddle
provisions require the deferral of losses to the extent of unrecognized gains
related to the offsetting positions in the straddle. Excess losses, if any,
can be recognized in the year of loss. Deferred losses will be carried forward
and will be subject to the same limitation in subsequent years.
The federal income tax rules governing the taxation of interest rate swaps
are not entirely clear and may require the Global Bond Fund to treat payments
received under such arrangements as ordinary income and to amortize such
payments under certain circumstances. The Global Bond Fund will limit its
activity in this regard in order to maintain its qualification as a regulated
investment company.

-13-
<PAGE> 139

PERFORMANCE INFORMATION

From time to time, each Fund may state its Classes' total return in
advertisements and other types of literature. Any statement of total return
performance data for a Class will be accompanied by information on the average
annual compounded rate of return for that Class over, as relevant, the most
recent one-, five- and ten-year (or life of fund, if applicable) periods. Each
Fund may also advertise aggregate and average total return information of its
Classes over additional periods of time.
The average annual total rate of return for each Class is based on a
hypothetical $1,000 investment that includes capital appreciation and
depreciation during the stated periods. The following formula will be used for
the actual computations:

n
P(1 + T) = ERV

Where: P = a hypothetical initial purchase order of $1,000 from which, in
the case of only Class A Shares, the maximum front-end sales
charge is deducted;

T = average annual total return;

n = number of years;

ERV = redeemable value of the hypothetical $1,000 purchase at the
end of the period after the deduction of the applicable CDSC,
if any, with respect to Class B Shares and Class C Shares.

In presenting performance information for Class A Shares, the Limited
CDSC, applicable only to certain redemptions of those shares, will not be
deducted from any computation of total return. See the Prospectus for the
Fund Classes for a description of the Limited CDSC and the limited instances
in which it applies. All references to a CDSC will apply to Class B Shares or
Class C Shares.

Aggregate or cumulative total return is calculated in a similar manner,
except that the results are not annualized. Each calculation assumes the
maximum front-end sales charge, if any, is deducted from the initial $1,000
investment at the time it is made with respect to Class A Shares and that all
distributions are reinvested at net asset value, and, with respect to Class B
Shares and Class C Shares, reflects the deduction of the CDSC that would be
applicable upon complete redemption of such shares. In addition, each Fund may
present total return information that does not reflect the deduction of the
maximum front-end sales charge or any applicable CDSC.

The performance of the International Equity Fund A Class, the
International Equity Fund B Class and the International Equity Fund
Institutional Class, as shown below, is the average annual total return
quotations through November 30, 1995, computed as described above. Class C
Shares commenced operations on November 29, 1995 and, therefore, total return
for such a short period of time is not included. The average annual total
return for the International Equity Fund A Class at offer reflects the maximum
front-end sales charges paid on the purchase of shares. The average annual
total return for International Equity Fund A Class at net asset value (NAV)
does not reflect the payment of the maximum front-end sales charge of 4.75%.

The average annual total return for International Equity Fund B Class
including deferred sales charge reflects the deduction of the applicable CDSC
that would be paid if the shares were redeemed on November 30, 1995. The
average annual total return for International Equity Fund B Class excluding
deferred sales charge assumes the shares were not redeemed on November 30, 1995
and, therefore, does not reflect the deduction of a CDSC.

Pursuant to applicable regulation, total return shown for the
International Equity Fund Institutional Class for the periods prior to the
commencement of operations of such Class is calculated by taking the
performance of the

-14-
<PAGE> 140

International Equity Fund A Class and adjusting it to reflect the elimination
of all front-end sales charges. However, for those periods, no adjustment has
been made to eliminate the impact of 12b-1 payments, and performance would have
been affected had such an adjustment been made.

Securities prices fluctuated during the periods covered and the past
results should not be considered as representative of future performance.

AVERAGE ANNUAL TOTAL RETURN(1)

<TABLE>
<CAPTION>
INTERNATIONAL INTERNATIONAL INTERNATIONAL
EQUITY FUND EQUITY FUND EQUITY FUND
A CLASS A CLASS INSTITUTIONAL
(AT OFFER)(2) (AT NAV) CLASS(3)
<S> <C> <C> <C>
1 year
ended
11/30/95 3.07% 8.17% 8.46%

3 years
ended
11/30/95 11.46% 13.29% 13.61%

Period
10/31/91(4)
through
11/30/95 7.32% 8.61% 8.83%
</TABLE>

<TABLE>
<CAPTION>
INTERNATIONAL INTERNATIONAL
EQUITY FUND EQUITY FUND
B CLASS B CLASS
(INCLUDING (EXCLUDING
DEFERRED SALES DEFERRED SALES
CHARGE) CHARGE)
<S> <C> <C>
1 year
ended
11/30/95 3.46% 7.46%

Period
9/6/94(5)
through
5/31/95 (3.32%) (0.26%)
</TABLE>

(1) Beginning December 1, 1995, the Manager had elected voluntarily to waive
that portion, if any, of the annual management fees payable by the
International Equity Fund to the extent necessary to ensure that the Total
Operating Expenses of the International Equity Fund A Class, International
Equity Fund B Class and International Equity Fund Institutional Class do
not exceed 1.85%, 2.55% and 1.55%, respectively (exclusive of taxes,
interest, brokerage commissions and extraordinary expenses, but inclusive
of applicable 12b-1 expenses), through May 31, 1996. From June 1, 1994
through November 30, 1994, a waiver and reimbursement commitment was in
place to ensure that Total Operating Expenses of the International Equity
Fund A Class and the International Equity Fund Institutional Class did not
exceed 1.50% (exclusive of taxes, interest, brokerage commissions,
extraordinary expenses and 12b-1 expenses) through November 30, 1994.
Through November 30, 1994, this waiver was also applicable to the
International Equity Fund B Class. Prior to June 1, 1994, a waiver and
reimbursement commitment was in place to ensure that expenses did not
exceed 1.25% (exclusive of taxes, interest, brokerage commissions and
extraordinary expenses, but inclusive of 12b-1 fees) for the International
Equity Fund A Class and 0.95% (exclusive of taxes, interest, brokerage
commissions and extraordinary expenses) for the International Equity Fund
Institutional Class. In the absence of such waiver, performance would have
been affected negatively.

(2) Prior to November 29, 1995, the maximum front-end sales charge was 5.75%.
Effective November 29, 1995, the maximum front-end sales charge was reduced
to 4.75%. The above performance numbers are calculated using 4.75% as the
applicable sales charge, and are more favorable than they would have been
had they been calculated using the former front-end sales charge.

(3) Date of initial public offering was November 9, 1992.

(4) Date of initial public offering of International Equity Fund A Class.
(5) Date of initial public offering of International Equity Fund B Class.

The performance for the Class A Shares, Class B Shares and the
Institutional Class of the Global Bond Fund and the Global Assets Fund, as
shown below, is aggregate total return through November 30, 1995. Class C
Shares commenced operations on November 29, 1995 and, therefore, total return
for such a short period of time is not included. The aggregate total return
for the Class A Shares of these Funds at offer reflects the maximum front-end
sales charge paid on the purchase of shares. The aggregate total return for
the Class A Shares of

-15-
<PAGE> 141

these Funds at NAV does not reflect the deduction of the maximum front-end
sales charge of 4.75%.

The aggregate total return for the Class B Shares of these Funds
including deferred sales charge reflects the deduction of the applicable CDSC
that would be paid if the shares were redeemed on November 30, 1995. The
aggregate total return for the Class B Shares of these Funds excluding deferred
sales charge assumes the shares were not redeemed on November 30, 1995 and,
therefore, does not reflect the deduction of a CDSC.

AGGREGATE TOTAL RETURN(1)

<TABLE>
<CAPTION>
GLOBAL BOND GLOBAL BOND GLOBAL BOND
FUND A FUND A FUND
CLASS CLASS INSTITUTIONAL
(AT OFFER) (AT NAV) CLASS
<S> <C> <C> <C>
Period
12/27/94(2)
through
11/30/95 13.14% 18.79% 19.21%
</TABLE>

<TABLE>
<CAPTION>
GLOBAL BOND GLOBAL BOND
FUND B FUND B
CLASS CLASS
(INCLUDING (EXCLUDING
DEFERRED SALES DEFERRED SALES
CHARGE) CHARGE)
<S> <C> <C>
Period
12/27/94(2)
through
11/30/95 14.23% 18.23%
</TABLE>

(1) The Manager had elected to voluntarily waive that portion, if any, of the
annual management fees payable by the Global Bond Fund to ensure that the
Total Operating Expenses of the Class A Shares, Class B Shares and
Institutional Class shares of this Fund, respectively, do not exceed 1.25%,
1.95% and 0.95% (in each case, exclusive of taxes, interest, brokerage
commissions and extraordinary expenses, but inclusive of applicable 12b-1
expenses) through May 31, 1996.

(2) Date of initial public offering; total return for this short of a time
period may not be representative of longer-term results.

AVERAGE ANNUAL TOTAL RETURN(1)

<TABLE>
<CAPTION>
GLOBAL ASSETS GLOBAL ASSETS GLOBAL ASSETS
FUND A FUND A FUND
CLASS CLASS INSTITUTIONAL
(AT OFFER)(2) (AT NAV) CLASS
<S> <C> <C> <C>
Period
12/27/94(3)
through
11/30/95 15.69% 21.48% 21.88%
</TABLE>

<TABLE>
<CAPTION>
GLOBAL ASSETS GLOBAL ASSETS
FUND B FUND B
CLASS CLASS
(INCLUDING (EXCLUDING
DEFERRED SALES DEFERRED SALES
CHARGE) CHARGE)
<S> <C> <C>
Period
12/27/94(3)
through
11/30/95 16.73% 20.73%
</TABLE>

(1) The Manager had elected to voluntarily waive that portion, if any, of the
annual management fees payable by the Global Assets Fund to ensure that the
Total Operating Expenses of the Class A Shares, Class B Shares and
Institutional Class shares, respectively, do not exceed 1.25%, 1.95% and
0.95%, respectively, (in each case, exclusive of taxes, interest, brokerage
commissions and extraordinary expenses, but inclusive of applicable 12b-1
expenses) through May 31, 1996.

(3) Date of initial public offering; total return for this short of a time
period may not be representative of longer-term results.

Each Fund may also state total return performance for its Classes in
the form of an average annual return. This average annual return figure will
be computed by taking the sum of a Class' annual returns, then dividing that
figure by the number of years in the overall period indicated. The computation
will reflect the impact of the maximum front-end sales charge or CDSC, if any,
paid on the illustrated investment amount against

-16-
<PAGE> 142
the first year's return. From time to time, each Fund may quote actual total
return performance for its Classes in advertising and other types of literature
compared to indices or averages of alternative financial products available to
prospective investors. For example, the performance comparisons may include the
average return of various bank instruments, some of which may carry certain
return guarantees offered by leading banks and thrifts as monitored by Bank
Rate Monitor, and those of generally-accepted corporate bond and government
security price indices of various durations prepared by Lehman Brothers and
Salomon Brothers, Inc. These indices are not managed for any investment goal.

Total return performance for a Class will be computed by adding all
reinvested income and realized securities profits distributions plus the change
in net asset value during a specific period and dividing by the offering price
at the beginning of the period. It will also reflect, as applicable, the
maximum front-end sales charge or CDSC paid with respect to the illustrated
investment amount, but not any income taxes payable by shareholders on the
reinvested distributions included in the calculation. Because securities
prices fluctuate, past performance should not be considered as a representation
of the results which may be realized from an investment in a Fund in the
future.

From time to time, each Fund may also quote its Classes' actual total
return performance, dividend results and other performance information of each
Class in advertising and other types of literature and may compare that
information to, or may separately illustrate similar information reported by,
the Standard & Poor's 500 Stock Index and the Dow Jones Industrial Average and
other unmanaged indices.
The Standard & Poor's 500 Stock Index and the Dow Jones Industrial
Average are industry-accepted unmanaged indices of generally-conservative
securities used for measuring general market performance. The total return
performance reported for these indices will reflect the reinvestment of all
distributions on a quarterly basis and market price fluctuations. The indices
do not take into account any sales charges or other fees.
As stated in the Prospectuses, the Global Bond Fund may also quote the
current yield of each of its Classes in advertisements and investor
communications.
The yield computation is determined by dividing the net investment
income per share earned during the period by the maximum offering price per
share on the last day of the period and annualizing the resulting figure,
according to the following formula.

a-b
--- 6
YIELD = 2[( cd + 1) - 1]

Where: a = dividends and interest earned during the period;

b = expenses accrued for the period (net of reimbursements);

c = the average daily number of shares outstanding during the period
that were entitled to receive dividends;

d = the maximum offering price per share on the last day of the
period.

The above formula will be used in calculating quotations of yield, based
on specific 30-day periods identified in advertising by the Global Bond Fund.
Yield assumes the maximum front-end sales charge, if any, and does not reflect
the deduction of any CDSC or Limited CDSC. The yields of the Global Bond Fund
A Class, the Global Bond Fund B Class and the Global Bond Fund Institutional
Class as of November 30, 1995 were 6.60%, 6.20% and 7.20%, respectively,
reflecting the waiver of fees by the Manager. Information regarding Global
Bond Fund C Class is not included because such Class was not offered to the
public until November 29, 1995. Actual yield may be affected by variations in
sales charges on investments.

Past performance, such as yields quoted in advertisements, should not be
considered as representative of the results which may be realized from an
investment in a Fund in the future.

-17-
<PAGE> 143
Investors should note that the income earned and dividends paid by the
Global Bond Fund and the Global Assets Fund will vary with the fluctuation of
interest rates and performance of the portfolio to the extent of a Fund's
investments in debt securities. The net asset value of any Fund may change.
Unlike money market funds, the Funds invest in longer-term securities that
fluctuate in value and do so in a manner inversely correlated with changing
interest rates. A Fund's net asset value will tend to rise when interest rates
fall. Conversely, a Fund's net asset value will tend to fall as interest rates
rise. Normally, fluctuations in interest rates have a greater effect on the
prices of longer-term bonds. The value of the securities held in a Fund will
vary from day to day and investors should consider the volatility of a Fund's
net asset value as well as its yield before making a decision to invest.
Comparative information on the Consumer Price Index may also be included.
The Consumer Price Index, as prepared by the U.S. Bureau of Labor Statistics,
is the most commonly used measure of inflation. It indicates the cost
fluctuations of a representative group of consumer goods. It does not
represent a return from an investment.
Statistical and performance information and various indices compiled and
maintained by organizations such as the following, may also be used in
preparing exhibits comparing certain industry trends to comparable Fund
activity and performance and in illustrating general financial planning
principles. Any indices used are not managed for any investment goal.

CDA Technologies, Inc. is a performance evaluation service that maintains
a statistical database of performance, as reported by a diverse universe
of independently-managed mutual funds.

Ibbotson Associates, Inc. is a consulting firm that provides a variety of
historical data including total return, capital appreciation and income on
the stock market as well as other investment asset classes, and inflation.
With their permission, this information will be used primarily for
comparative purposes and to illustrate general financial planning
principles.

Interactive Data Corporation is a statistical access service that
maintains a database of various international industry indicators, such as
historical and current price/earning information, individual equity and
fixed income price and return information.

Compustat Industrial Databases, a service of Standard & Poor's, may also
be used in preparing performance and historical stock and bond market
exhibits. This firm maintains fundamental databases that provide
financial, statistical and market information covering more than 7,000
industrial and non-industrial companies.

Russell Indexes is an investment analysis service that provides both
current and historical stock performance information, focusing on the
business fundamentals of those firms issuing the security.

Morgan Stanley Capital International is a statistical and research firm
that maintains a statistical database of international securities. This
firm also compiles and maintains a number of unmanaged indices of
international securities. These indices are designed to measure the
performance of the stock markets of the USA, Europe, Canada, Mexico,
Australia and the Far East, and that of international industry groups.

FT-Actuaries World Indices are jointly compiled by The Financial Times,
Ltd.; Goldman, Sachs & Co.; and Wood Mackenzie & Co., Ltd. in conjunction
with the Institute of Actuaries and the Faculty of Actuaries. Indices
maintained by this group primarily focus on compiling statistical
information on international financial markets and industry sectors, stock
and bond issues and certain fundamental information about the companies
issuing the securities. Statistical information on international
currencies is also maintained.

-18-
<PAGE> 144
Salomon Brothers is a statistical research firm that maintains databases
of international markets and bond markets (corporate and government-issued
securities). This information, as well as unmanaged indices compiled and
maintained by Salomon, will be used in preparing comparative
illustrations.

Current interest rate and yield information on government debt obligations
of various durations, as reported weekly by the Federal Reserve (Bulletin
H.15), may also be used. As well, current industry rate and yield information
on all industry available fixed income securities, as reported weekly by The
Bond Buyer, may also be used in preparing comparative illustrations.
Each Fund may also promote its Classes' yield and/or total return
performance and use comparative performance information computed by and
available from certain industry and general market research and publications,
such as Lipper Analytical Services, Inc., IBC/Donoghue's Money Market Report
and Morningstar, Inc.

The following tables are examples, for purposes of illustration only, of
cumulative total return performance for the Class A Shares, the Class B Shares
and the Institutional Class of each Fund through November 30, 1995. Class C
Shares of each Fund commenced operations on November 29, 1995 and, therefore,
total return for such a short period of time is not included. The performance
reflects maximum sales charges, if any, but not any income taxes payable by
shareholders on the reinvested distributions included in the calculations. The
performance of Class B Shares is calculated both with the applicable CDSC
included and excluded. The net asset value of a class fluctuates so shares,
when redeemed, may be worth more or less than the original investment, and a
class' results should not be considered as representative of future
performance. For these purposes, the calculations assume the reinvestment of
any realized securities profits distributions and income dividends paid during
the indicated periods. Pursuant to applicable regulation, total return shown
for the International Equity Fund Institutional Class for the periods prior to
the commencement of operations of such Class is calculated by taking the
performance of the International Equity Fund A Class and adjusting it to
reflect the elimination of all sales charges. However, for those periods, no
adjustment has been made to eliminate the impact of 12b-1 payments, and
performance may have been affected had such an adjustment been made.

CUMULATIVE TOTAL RETURN(1)

<TABLE>
<CAPTION>
INTERNATIONAL INTERNATIONAL
EQUITY FUND EQUITY FUND
A CLASS INSTITUTIONAL
(AT OFFER)(2) CLASS(3)
<S> <C> <C>
3 months
ended
11/30/95 (4.38%) 0.49%

6 months
ended
11/30/95 (1.68%) 3.29%

9 months
ended
11/30/95 3.92% 9.24%

1 year
ended
11/30/95 3.07% 8.46%

3 years
ended
11/30/95 38.49% 46.64%

Period
10/31/91(4)
through
11/30/95 33.45% 41.31%
</TABLE>

-19-
<PAGE> 145
<TABLE>
<CAPTION>
INTERNATIONAL INTERNATIONAL
EQUITY FUND EQUITY FUND
B CLASS B CLASS
(INCLUDING (EXCLUDING
DEFERRED SALES DEFERRED SALES
CHARGE) CHARGE)
<S> <C> <C>
3 months
ended
11/30/95 (3.67%) 0.33%

6 months
ended
11/30/95 (1.12%) 2.88%

9 months
ended
11/30/95 4.47% 8.47%

1 year
ended
11/30/95 3.46% 7.46%

Period
9/6/94(5)
through
11/30/95 (3.72%) (0.26%)
</TABLE>

(1) Beginning December 1, 1995, the Manager had elected voluntarily to waive
that portion, if any, of the annual management fees payable by the
International Equity Fund to the extent necessary to ensure that the Total
Operating Expenses of the International Equity Fund A Class, International
Equity Fund B Class and International Equity Fund Institutional Class do
not exceed 1.85%, 2.55% and 1.55%, respectively (exclusive of taxes,
interest, brokerage commissions and extraordinary expenses, but inclusive
of applicable 12b-1 expenses) through May 31, 1996. From June 1, 1994
through November 30, 1994, a waiver and reimbursement commitment was in
place to ensure that Total Operating Expenses of the International Equity
Fund A Class and the International Equity Fund Institutional Class did not
exceed 1.50% (exclusive of taxes, interest, brokerage commissions,
extraordinary expenses and 12b-1 expenses) through November 30, 1994.
Through November 30, 1994, this waiver was also applicable to the
International Equity Fund B Class. Prior to June 1, 1994, a waiver and
reimbursement commitment was in place to ensure that expenses did not
exceed 1.25% (exclusive of taxes, interest, brokerage commissions and
extraordinary expenses, but inclusive of 12b-1 fees) for the International
Equity Fund A Class and 0.95% (exclusive of taxes, interest, brokerage
commissions and extraordinary expenses) for the International Equity Fund
Institutional Class. In the absence of such waiver, performance would
have been affected negatively.

(2) Prior to November 29, 1995, the maximum front-end sales charge was 5.75%.
Effective November 29, 1995, the maximum front-end sales charge was
reduced to 4.75%. The above performance numbers are calculated using
4.75% as the applicable sales charge, and are more favorable than they
would have been had they been calculated using the former front-end sales
charge.

(3) Date of initial public offering was November 9, 1992.

(4) Date of initial public offering of International Equity Fund A Class.
(5) Date of initial public offering of International Equity Fund B Class.

-20-
<PAGE> 146
CUMULATIVE TOTAL RETURN(1)

<TABLE>
<CAPTION>
GLOBAL GLOBAL
BOND BOND
GLOBAL FUND B FUND B
GLOBAL BOND CLASS CLASS
BOND FUND (INCLUDING (EXCLUDING
FUND INSTITU- DEFERRED DEFERRED
A CLASS TIONAL SALES SALES
(AT OFFER) CLASS CHARGE) CHARGE)
<S> <C> <C> <C> <C>
3 months
ended
11/30/95 0.91% 6.15% 1.89% 5.89%

6 months
ended
11/30/95 4.28% 9.78% 5.23% 9.23%

9 months
ended
11/30/95 10.58% 16.41% 11.42% 15.42%

Period
12/27/94(2)
through
11/30/95 13.14% 19.21% 14.23% 18.23%
</TABLE>

(1) The Manager had elected to voluntarily waive that portion, if any, of the
annual management fees payable by the Global Bond Fund to ensure that the
Total Operating Expenses of the Class A Shares, Class B Shares and
Institutional Class shares, respectively, do not exceed 1.25%, 1.95% and
0.95% (in each case, exclusive of taxes, interest, brokerage commissions
and extraordinary expenses, but inclusive of applicable 12b-1 expenses)
through May 31, 1996.

(2) Date of initial public offering; total return for this short of a time
period may not be representative of longer-term results.

CUMULATIVE TOTAL RETURN(1)

<TABLE>
<CAPTION>
GLOBAL GLOBAL
ASSETS ASSETS
GLOBAL FUND B FUND B
GLOBAL ASSETS CLASS CLASS
ASSETS FUND (INCLUDING (EXCLUDING
FUND INSTITU- DEFERRED DEFERRED
A CLASS TIONAL SALES SALES
(AT OFFER)(2) CLASS CHARGE) CHARGE)
<S> <C> <C> <C> <C>
3 months
ended
11/30/95 (1.39%) 3.63% (0.62%) 3.38%

6 months
ended
11/30/95 3.49% 8.88% 4.25% 8.25%

9 months
ended
11/30/95 12.27% 18.10% 12.98% 16.98%

Period
12/27/94(3)
through
11/30/95 15.69% 21.88% 16.73% 20.73%
</TABLE>

(1) The Manager had elected to voluntarily waive that portion, if any, of the
annual management fees payable by the Global Assets Fund to ensure that
the Total Operating Expenses of the Class A Shares, Class B Shares and
Institutional Class shares, respectively, do not exceed 1.25%, 1.95% and
0.95% (in each case, exclusive of taxes, interest, brokerage commissions
and extraordinary expenses, but inclusive of applicable 12b-1 expenses)
through May 31, 1996.

(2) Prior to November 29, 1995, the maximum front-end sales charge was 5.75%.
Effective November 29, 1995, the maximum front-end sales charge was
reduced to 4.75%. The above performance numbers are calculated using
4.75% as the applicable sales charge, and are more favorable than they
would have been had they been calculated using the former front-end sales
charge.

(3) Date of initial public offering; total return for this short of a time
period may not be representative of longer-term results.

-21-
<PAGE> 147

Because every investor's goals and risk threshold are different, the
Distributor, as distributor for Global Funds, Inc. and other mutual funds in
the Delaware Group, will provide general information about investment
alternatives and scenarios that will allow investors to assess their personal
goals. This information will include general material about investing as well
as materials reinforcing various industry-accepted principles of prudent and
responsible personal financial planning. One typical way of addressing these
issues is to compare an individual's goals and the length of time the
individual has to attain these goals to his or her risk threshold. In
addition, the Distributor may also provide information that discusses the
overriding investment philosophy of Delaware Management Company, Inc.
("Delaware" or the "Sub-Adviser"), Delaware Investment Advisers, a division of
Delaware, and the Manager, an affiliate of Delaware, and how that philosophy
impacts Fund investment disciplines and strategies employed in seeking each
Fund's objectives. The Distributor may also from time to time cite general or
specific information about the institutional clients of Delaware, including the
number of such clients serviced by Delaware.

DOLLAR-COST AVERAGING

For many people, deciding when to invest can be a difficult decision.
Security prices tend to move up and down over various market cycles and logic
says to invest when prices are low. However, even experts can't always pick
the highs and the lows. By using a strategy known as dollar-cost averaging,
you schedule your investments ahead of time. If you invest a set amount on a
regular basis, that money will always buy more shares when the price is low and
fewer when the price is high. You can choose to invest at any regular
interval--for example, monthly or quarterly--as long as you stick to your
regular schedule. Dollar-cost averaging looks simple and it is, but there are
important things to remember.

Dollar-cost averaging works best over longer time periods, and it doesn't
guarantee a profit or protect against losses in declining markets. If you need
to sell your investment when prices are low, you may not realize a profit no
matter what investment strategy you utilize. That's why dollar-cost averaging
can make sense for long-term goals. Since the potential success of a
dollar-cost averaging program depends on continuous investing, even through
periods of fluctuating prices, you should consider your dollar-cost averaging
program a long-term commitment and invest an amount you can afford and probably
won't need to withdraw. Investors also should consider their financial ability
to continue to purchase shares during periods of low fund share prices.
Delaware Group offers three services -- Automatic Investing Program, Direct
Deposit Program and the Wealth Builder Option -- that can help to keep your
regular investment program on track. See Investing by Electronic Fund
Transfer - Direct Deposit Purchase Plan and Automatic Investing Plan under
Investment Plans and Wealth Builder Option under Redemption and Repurchase
for a complete description of these services including restrictions or
limitations.

The example below illustrates how dollar-cost averaging can work. In a
fluctuating market, the average cost per share over a period of time will be
lower than the average price per share for the same time period.

<TABLE>
<CAPTION>
NUMBER
INVESTMENT PRICE PER OF SHARES
AMOUNT SHARE PURCHASED
<S> <C> <C> <C>
Month 1 $100 $10.00 10
Month 2 $100 $12.50 8
Month 3 $100 $ 5.00 20
Month 4 $100 $10.00 10

- ----------------------------------------------------------
$400 $37.50 48
</TABLE>

Total Amount Invested: $400
Total Number of Shares Purchased: 48
Average Price Per Share: $9.38 ($37.50/4)
Average Cost Per Share: $8.33 ($400/48 shares)

This example is for illustration purposes only. It is not intended to
represent the actual performance of the Fund.

-22-
<PAGE> 148
THE POWER OF COMPOUNDING
When you opt to reinvest your current income for additional shares in a
Fund, your investment is given yet another opportunity to grow. It's called
the Power of Compounding and the following charts illustrate just how powerful
it can be.

Compounded Returns
Results for various assumed fixed rates of return on a $10,000 investment
compounded monthly for 10 years:
<TABLE>
<CAPTION>

6% 8% 10% 12%
RATE OF RATE OF RATE OF RATE OF
RETURN RETURN RETURN RETURN
<S> <C> <C> <C> <C>
1 Year $10,617 $10,830 $11,047 $11,268
2 Years $11,272 $11,729 $12,204 $12,697
3 Years $11,967 $12,702 $13,482 $14,308
4 Years $12,705 $13,757 $14,894 $16,122
5 Years $13,488 $14,898 $16,453 $18,167
6 Years $14,320 $16,135 $18,176 $20,471
7 Years $15,203 $17,474 $20,079 $23,067
8 Years $16,141 $18,924 $22,182 $25,993
9 Years $17,137 $20,495 $24,504 $29,290
10 Years $18,194 $22,196 $27,070 $33,004
</TABLE>

Results for various assumed fixed rates of return on a $10,000
investment compounded quarterly for 10 years:

<TABLE>
<CAPTION>
6% 8% 10% 12%
RATE OF RATE OF RATE OF RATE OF
RETURN RETURN RETURN RETURN
<S> <C> <C> <C> <C>
1 Year $10,614 $10,824 $11,038 $11,255
2 Years $11,265 $11,717 $12,184 $12,668
3 Years $11,956 $12,682 $13,449 $14,258
4 Years $12,690 $13,728 $14,845 $16,047
5 Years $13,468 $14,859 $16,386 $18,061
6 Years $14,295 $16,084 $18,087 $20,328
7 Years $15,172 $17,410 $19,965 $22,879
8 Years $16,103 $18,845 $22,038 $25,751
9 Years $17,091 $20,399 $24,326 $28,983
10 Years $18,140 $22,080 $26,851 $32,620
</TABLE>

The figures are calculated assuming a fixed constant investment return and
assume no fluctuation in the value of principal. These figures, which do not
reflect payment of applicable taxes or sales charges, are not intended to be a
projection of investment results and do not reflect the actual performance
results of any of the classes.

-23-
<PAGE> 149
TRADING PRACTICES AND BROKERAGE

The Manager selects brokers or dealers to execute transactions on behalf
of each Fund for the purchase or sale of portfolio securities on the basis of
its judgment of their professional capability to provide the service. The
Sub-Adviser performs this function with respect to transactions on behalf of
the Global Assets Fund for the purchase and sale of U.S. securities. The
primary consideration is to have brokers or dealers execute transactions at
best price and execution. Best price and execution refers to many factors,
including the price paid or received for a security, the commission charged,
the promptness and reliability of execution, the confidentiality and placement
accorded the order and other factors affecting the overall benefit obtained by
the account on the transaction. A number of trades are made on a net basis
where a Fund either buys securities directly from the dealer or sells them to
the dealer. In these instances, there is no direct commission charged but
there is a spread (the difference between the buy and sell price) which is the
equivalent of a commission. When a commission is paid, the Fund involved pays
reasonably competitive brokerage commission rates based upon the professional
knowledge of the Manager or the Sub-Adviser as to rates paid and charged for
similar transactions throughout the securities industry. In some instances,
the Fund may pay a minimal share transaction cost when the transaction presents
no difficulty.
During the fiscal years ended November 30, 1993, 1994 and 1995, the
aggregate dollar amounts of brokerage commissions paid by the International
Equity Fund were $71,517, $137,192 and $85,113, respectively. During the
period December 27, 1994 (date of initial public offering) through November 30,
1995, the aggregate dollar amounts of brokerage commissions paid by the Global
Assets Fund were $5,155.
The Manager or the Sub-Adviser may allocate out of all commission business
generated by all of the funds and accounts under its management, brokerage
business to brokers or dealers who provide brokerage and research services.
These services include advice, either directly or through publications or
writings, as to the value of securities, the advisability of investing in,
purchasing or selling securities, and the availability of securities or
purchasers or sellers of securities; furnishing of analyses and reports
concerning issuers, securities or industries; providing information on economic
factors and trends; assisting in determining portfolio strategy; providing
computer software and hardware used in security analyses; and providing
portfolio performance evaluation and technical market analyses. Such services
are used by the Manager or the Sub-Adviser in connection with its investment
decision-making process with respect to one or more funds and accounts managed
by it, and may not be used, or used exclusively, with respect to the fund or
account generating the brokerage.

During the fiscal year ended November 30, 1995, portfolio transactions of
the International Equity Fund in the amount of $1,343,368, resulting in
brokerage commissions of $2,827, were directed to brokers for brokerage and
research services provided. During the period December 27, 1994 (date of
initial public offering) through November 30, 1995, portfolio transactions of
the Global Assets Fund in the amount of $236,045, resulting in brokerage
commissions of $503, were directed to brokers for brokerage and research
services provided.

As provided in the Securities Exchange Act of 1934 and each Fund's
Investment Management Agreement, higher commissions are permitted to be paid to
broker/dealers who provide brokerage and research services than to
broker/dealers who do not provide such services if such higher commissions are
deemed reasonable in relation to the value of the brokerage and research
services provided. Although transactions are directed to broker/dealers who
provide such brokerage and research services, the Funds believe that the
commissions paid to such broker/dealers are not, in general, higher than
commissions that would be paid to broker/dealers not providing such services
and that such commissions are reasonable in relation to the value of the
brokerage and research services provided. In some instances, services may be
provided to the Manager or the Sub-Adviser which constitute in some part
brokerage and research services used by the Manager or the Sub-Adviser in
connection with its investment decision-making process and

-24-
<PAGE> 150
constitute in some part services used by the Manager or the Sub-Adviser in
connection with administrative or other functions not related to its investment
decision-making process. In such cases, the Manager or the Sub-Adviser will
make a good faith allocation of brokerage and research services and will pay
out of its own resources for services used by the Manager or the Sub-Adviser in
connection with administrative or other functions not related to its investment
decision-making process. In addition, so long as no fund is disadvantaged,
portfolio transactions which generate commissions or their equivalent are
allocated to broker/dealers who provide daily portfolio pricing services to the
Funds and to other funds in the Delaware Group. Subject to best price and
execution, commissions allocated to brokers providing such pricing services may
or may not be generated by the funds receiving the pricing service.
The Manager or the Sub-Adviser may place a combined order for two or more
accounts or funds engaged in the purchase or sale of the same security if, in
its judgment, joint execution is in the best interest of each participant and
will result in best price and execution. Transactions involving commingled
orders are allocated in a manner deemed equitable to each account or fund.
When a combined order is executed in a series of transactions at different
prices, each account participating in the order may be allocated an average
price obtained from the executing broker. It is believed that the ability of
the accounts to participate in volume transactions will generally be beneficial
to the accounts and funds. Although it is recognized that, in some cases, the
joint execution of orders could adversely affect the price or volume of the
security that a particular account or fund may obtain, it is the opinion of the
Manager, the Sub-Adviser and Global Funds, Inc.'s Board of Directors that the
advantages of combined orders outweigh the possible disadvantages of separate
transactions.
Consistent with the Rules of Fair Practice of the National Association of
Securities Dealers, Inc. (the "NASD"), and subject to seeking best price and
execution, the Funds may place orders with broker/dealers that have agreed to
defray certain Fund expenses such as custodian fees, and may, at the request of
the Distributor, give consideration to sales of shares of a Fund as a factor in
the selection of brokers and dealers to execute Fund portfolio transactions.

PORTFOLIO TURNOVER
A Fund is free to dispose of portfolio securities at any time, subject to
complying with the Code and the 1940 Act, when changes in circumstances or
conditions make such a move desirable in light of its investment objective. A
Fund will not attempt to achieve or be limited to a predetermined rate of
portfolio turnover, such a turnover always being incidental to transactions
undertaken with a view to achieving a Fund's investment objective.
The degree of portfolio activity may affect brokerage costs of a Fund and
taxes payable by a Fund's shareholders. A turnover rate of 100% would occur,
for example, if all the investments in the Fund's portfolio at the beginning of
the year were replaced by the end of the year. In investing for capital
appreciation, a Fund may hold securities for any period of time. Portfolio
turnover will also be increased if a Fund writes a large number of call options
which are subsequently exercised. To the extent a Fund realizes gains on
securities held for less than six months, such gains are taxable to the
shareholder or to the Fund at ordinary income tax rates. The turnover rate
also may be affected by cash requirements from redemptions and repurchases of
Fund shares. Total brokerage costs generally increase with higher portfolio
turnover rates.
Under certain market conditions, a Fund may experience a high rate of
portfolio turnover which could exceed 100%. The portfolio turnover rate of a
Fund is calculated by dividing the lesser of purchases or sales of portfolio
securities for the particular fiscal year by the monthly average of the value
of the portfolio securities owned by the Fund during the particular fiscal
year, exclusive of securities whose maturities at the time of acquisition are
one year or less.

-25-
<PAGE> 151
[/R]
During the past two fiscal years, the International Equity Fund's
portfolio turnover rates were 27% for 1994 and 21% for 1995. During the period
December 27, 1994 (date of initial public offering) through November 30, 1995,
the annualized portfolio turnover rate for the Global Bond Fund was 98% and for
the Global Assets Fund was 57%. It is anticipated that the Emerging Markets
Fund's portfolio turnover rate will be approximately 100%.
[/R]

-26-
<PAGE> 152
PURCHASING SHARES

The Distributor serves as the national distributor for each Fund's classes
of shares and has agreed to use its best efforts to sell shares of each Fund.
See the Prospectuses for additional information on how to invest. Shares of
each Fund are offered on a continuous basis and may be purchased through
authorized investment dealers or directly by contacting Global Funds, Inc. or
its agent.
The minimum initial investment generally is $1,000 for Class A Shares,
Class B Shares and Class C Shares. Subsequent purchases generally must be at
least $100. The initial and subsequent investment minimums for Class A Shares
will be waived for purchases by officers, directors and employees of any
Delaware Group fund, the Manager or Sub-Adviser or any of their affiliates if
the purchases are made pursuant to a payroll deduction program. Shares
purchased pursuant to the Uniform Gifts to Minors Act or Uniform Transfers to
Minors Act and shares purchased in connection with an Automatic Investing Plan
are subject to a minimum initial purchase of $250 and a minimum subsequent
purchase of $25. Accounts opened under the Delaware Group Asset Planner
service are subject to a minimum initial investment of $2,000 per Asset Planner
Strategy selected. There are no minimum purchase requirements for the
Institutional Classes, but certain eligibility requirements must be satisfied.

There is a maximum purchase limitation of $250,000 with respect to each
purchase of Class B Shares. For Class C Shares, each purchase must be in an
amount that is less than $1,000,000. See Investment Plans for purchase
limitations applicable to retirement plans. Global Funds, Inc. will reject any
purchase order for more than $250,000 of Class B Shares and $1,000,000 or more
for Class C Shares. An investor may exceed these limitations by making
cumulative purchases over a period of time. An investor should keep in mind,
however, that reduced front-end sales charges apply to investments of $100,000
or more in Class A Shares, which are subject to lower annual 12b-1 Plan
expenses than Class B Shares and Class C Shares and generally are not subject
to a CDSC.

Selling dealers have the responsibility of transmitting orders promptly.
Global Funds, Inc. reserves the right to reject any order for the purchase of
shares of the Funds if in the opinion of management such rejection is in a
Fund's best interest.

The NASD has adopted amendments to its Rules of Fair Practice relating to
investment company sales charges. Global Funds, Inc. and the Distributor
intend to operate in compliance with these rules.
Class A Shares are purchased at the offering price which reflects a
maximum front-end sales charge of 4.75%; however, lower front-end sales charges
apply for larger purchases. See the table below. Class A Shares are also
subject to annual 12b-1 Plan expenses.

Class B Shares are purchased at net asset value and are subject to a CDSC
of: (i) 4% if shares are redeemed within two years of purchase; (ii) 3% if
shares are redeemed during the third or fourth year following purchase; (iii)
2% if shares are redeemed during the fifth year following purchase; and (iv) 1%
if shares are redeemed during the sixth year following purchase. Class B
Shares are also subject to annual 12b-1 Plan expenses which are higher than
those to which Class A Shares are subject and are assessed against Class B
Shares for approximately eight years after purchase. See Automatic Conversion
of Class B Shares under Classes of Shares in the Fund Classes' Prospectus.

Class C Shares are purchased at net asset value and are subject to a CDSC
of 1% if shares are redeemed within 12 months following purchase. Class C
Shares are also subject to annual 12b-1 Plan expenses for the life of the
investment which are equal to those to which Class B Shares are subject.
Shares of the Institutional Classes are purchased at the net asset value
per share without the imposition of a front-end or contingent deferred sales
charge or 12b-1 Plan expenses. See Determining Offering Price and Net Asset
Value and Plans Under Rule 12b-1 for the Fund Classes in this Part B.

-27-
<PAGE> 153

Institutional Class shares, Class A Shares, Class B Shares and Class C
Shares represent a proportionate interest in a Fund's assets and will receive a
proportionate interest in that Fund's income, before application, as to the
Class A, Class B and Class C Shares, of any expenses under a Fund's 12b-1
Plans.

Certificates representing shares purchased are not ordinarily issued
unless a shareholder submits a specific request. Certificates are not issued
in the case of Class B Shares or Class C Shares. However, purchases not
involving the issuance of certificates are confirmed to the investor and
credited to the shareholder's account on the books maintained by Delaware
Service Company, Inc. (the "Transfer Agent"). The investor will have the same
rights of ownership with respect to such shares as if certificates had been
issued. An investor that is permitted to obtain a certificate may receive a
certificate representing shares purchased by sending a letter to the Transfer
Agent requesting the certificate. No charge is assessed by Global Funds, Inc.
for any certificate issued. Investors who hold certificates representing any
of their shares may only redeem those shares by written request. The
investor's certificate(s) must accompany such request.

ALTERNATIVE PURCHASE ARRANGEMENTS

The alternative purchase arrangements of Class A Shares, Class B Shares
and Class C Shares of each Fund permit investors to choose the method of
purchasing shares that is most suitable for their needs given the amount of
their purchase, the length of time they expect to hold their shares and other
relevant circumstances. Investors should determine whether, under their
particular circumstances, it is more advantageous to purchase Class A Shares of
a Fund and incur a front-end sales charge and annual 12b-1 Plan expenses of up
to a maximum of .30% of the average daily net assets of Class A Shares or to
purchase either Class B or Class C Shares of a Fund and have the entire initial
purchase amount invested in a Fund with the investment thereafter subject to a
CDSC and annual 12b-1 Plan expenses. Class B Shares are subject to a CDSC if
the shares are redeemed within six years of purchase, and Class C Shares are
subject to a CDSC if the shares are redeemed within 12 months of purchase.
Class B and Class C Shares are each subject to annual 12b-1 Plan expenses of up
to a maximum of 1% (.25% of which are service fees to be paid to the
Distributor, dealers or others for providing personal service and/or
maintaining shareholder accounts) of average daily net assets of the respective
class. Class B Shares will automatically convert to Class A Shares at the end
of approximately eight years after purchase and, thereafter, be subject to
annual 12b-1 Plan expenses of up to a maximum of .30% of average daily net
assets of such shares. Unlike Class B Shares, Class C Shares do not convert
into another class.

CLASS A SHARES - INTERNATIONAL EQUITY FUND, GLOBAL BOND FUND, GLOBAL ASSETS
FUND AND EMERGING MARKETS FUND

Purchases of $100,000 or more of Class A Shares at the offering price
carry reduced front-end sales charges as shown in the accompanying table, and
may include a series of purchases over a 13-month period under a Letter of
Intention signed by the purchaser. See Special Purchase Features - Class A
Shares, below, for more information on ways in which investors can avail
themselves of reduced front-end sales charges and other purchase features.

-28-
<PAGE> 154
INTERNATIONAL EQUITY FUND A CLASS
GLOBAL BOND FUND A CLASS
GLOBAL ASSETS FUND A CLASS
EMERGING MARKETS FUND A CLASS

- ----------------------------------------------------------------------------------------------------------------------------------
Dealer's
Front-End Sales Charge as % of Commission***
Amount of Purchase Offering Amount as % of
Price Invested** Offering Price
- ----------------------------------------------------------------------------------------------------------------------------------
International Global Global Emerging
Equity Assets Bond Markets
Fund Fund Fund Fund

<S> <C> <C> <C> <C> <C> <C>
Less than $100,000 4.75% 5.01% 4.96% 4.99% 4.95% 4.00%

$100,000 but under $250,000 3.75 3.86 3.87 3.92 3.86 3.00

$250,000 but under $500,000 2.50 2.55 2.61 2.59 2.60 2.00

$500,000 but under $1,000,000* 2.00 2.06 2.02 2.05 2.01 1.60
</TABLE>

* There is no front-end sales charge on purchases of $1 million or more
of Class A Shares but, under certain limited circumstances, a 1%
contingent deferred sales charge may apply upon redemption of such
shares. The contingent deferred sales charge ("Limited CDSC") that
may be applicable arises only in the case of certain shares that were
purchased at net asset value and triggered the payment of a dealer's
commission.

** Based on the net asset values per share of Class A Shares as of the
end of Global Funds, Inc.'s most recent fiscal year, which for the
Emerging Markets Fund is a date that is prior to the commencement of
its operations.

*** Financial institutions or their affiliated brokers may receive an
agency transaction fee in the percentages set forth above.

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

A Fund must be notified when a sale takes place which would qualify
for the reduced front-end sales charge on the basis of previous or
current purchases. The reduced front-end sales charge will be granted
upon confirmation of the shareholder's holdings by such Fund. Such
reduced front-end sales charges are not retroactive.

From time to time, upon written notice to all of its dealers, the
Distributor may hold special promotions for specified periods during
which the Distributor may reallow to dealers up to the full amount of
the front-end sales charges shown above. Dealers who receive 90% or
more of the sales charge may be deemed to be underwriters under the
1933 Act.

-29-
<PAGE> 155
Certain dealers who enter into an agreement to provide extra training and
information on Delaware Group products and services and who increase sales of
Delaware Group funds may receive an additional commission of up to .15% of the
offering price in connection with sales of Class A Shares. Such dealers must
meet certain requirements in terms of organization and distribution
capabilities and their ability to increase sales. The Distributor should be
contacted for further information on these requirements as well as the basis
and circumstances upon which the additional commission will be paid.
Participating dealers may be deemed to have additional responsibilities under
the securities laws.

DEALER'S COMMISSION
For initial purchases of Class A Shares of $1,000,000 or more, a dealer's
commission may be paid by the Distributor to financial advisers through whom
such purchases are effected in accordance with the following schedule:

In determining a financial adviser's eligibility for the dealer's
commission, purchases of Class A Shares of other Delaware Group funds as to
which a Limited CDSC applies (see Contingent Deferred Sales Charge for Certain
Redemptions of Class A Shares Purchased at Net Asset Value under Redemption and
Exchange in the Fund Classes' Prospectus) may be aggregated with those of Class
A Shares of a Fund. Financial advisers also may be eligible for a dealer's
commission in connection with certain purchases made under a Letter of
Intention or pursuant to an investor's Right of Accumulation. Financial
advisers should contact the Distributor concerning the applicability and
calculation of the dealer's commission in the case of combined purchases.

An exchange from other Delaware Group funds will not qualify for payment
of the dealer's commission, unless a dealer's commission or similar payment has
not been previously paid on the assets being exchanged. The schedule and
program for payment of the dealer's commission are subject to change or
termination at any time by the Distributor at its discretion.

CONTINGENT DEFERRED SALES CHARGE - CLASS B SHARES AND CLASS C SHARES
Class B and Class C Shares are purchased without a front-end sales charge.
Class B Shares redeemed within six years of purchase may be subject to a CDSC
at the rates set forth below, and Class C Shares redeemed within 12 months of
purchase may be subject to a CDSC of 1%. CDSCs are charged as a percentage of
the dollar amount subject to the CDSC. The charge will be assessed on an
amount equal to the lesser of the net asset value at the time of purchase of
the shares being redeemed or the net asset value of those shares at the time of
redemption. No CDSC will be imposed on increases in net asset value above the
initial purchase price. Nor will a CDSC be assessed on redemptions of shares
acquired through the reinvestment of dividends or capital gains distributions.
See Waiver of Contingent Deferred Sales Charge - Class B and Class C Shares
under Redemption and Exchange in the Fund Classes' Prospectus for a list of the
instances in which the CDSC is waived.
The following table sets forth the rates of the CDSC for Class B Shares of
each Fund:

During the seventh year after purchase and, thereafter, until converted
automatically into Class A Shares, Class B Shares will still be subject to the
annual 12b-1 Plan expenses of up to 1% of average daily net assets of those
shares. At the end of approximately eight years after purchase, the investor's
Class B Shares will be automatically converted into Class A Shares of the Fund.
See Automatic Conversion of Class B Shares under

-30-
<PAGE> 156

Classes of Shares in the Fund Classes' Prospectus. Such conversion will
constitute a tax-free exchange for federal income tax purposes. See Taxes in
the Prospectus for the Fund Classes.

PLANS UNDER RULE 12b-1 FOR THE FUND CLASSES
Pursuant to Rule 12b-1 under the 1940 Act, Global Funds, Inc. has adopted
a separate plan for each of the Class A Shares, the Class B Shares and the
Class C Shares of a Fund (the "Plans"). Each Plan permits the relevant Fund to
pay for certain distribution, promotional and related expenses involved in the
marketing of only the class to which the Plan applies. The Plans do not apply
to the Institutional Classes of shares. Such shares are not included in
calculating the Plans' fees, and the Plans are not used to assist in the
distribution and marketing of shares of the Institutional Classes.
Shareholders of the Institutional Classes may not vote on matters affecting the
Plans.
The Plans permit a Fund, pursuant to its Distribution Agreement, to pay
out of the assets of the Class A Shares, Class B Shares and Class C Shares
monthly fees to the Distributor for its services and expenses in distributing
and promoting sales of shares of such classes. These expenses include, among
other things, preparing and distributing advertisements, sales literature and
prospectuses and reports used for sales purposes, compensating sales and
marketing personnel, and paying distribution and maintenance fees to securities
brokers and dealers who enter into dealer's agreements with the Distributor.
The Plan expenses relating to Class B and Class C Shares are also used to pay
the Distributor for advancing the commission costs to dealers with respect to
the initial sale of such shares.
In addition, each Fund may make payments out of the assets of its Class A
Shares, Class B Shares and Class C Shares directly to other unaffiliated
parties, such as banks, who either aid in the distribution of shares of, or
provide services to, such classes.

The maximum aggregate fee payable by a Fund under its Plans and the
Fund's Distribution Agreement, is on an annual basis up to .30% of the Class A
Shares' average daily net assets for the year, and up to 1% (.25% of which are
service fees to be paid to the Distributor, dealers and others for providing
personal service and/or maintaining shareholder accounts) of its Class B
Shares' and Class C Shares' average daily net assets for the year. Global
Funds, Inc.'s Board of Directors may reduce these amounts at any time.

All of the distribution expenses incurred by the Distributor and others,
such as broker/dealers, in excess of the amount paid on behalf of Class A,
Class B and Class C Shares would be borne by such persons without any
reimbursement from such classes. Subject to seeking best price and execution,
a Fund may, from time to time, buy or sell portfolio securities from or to
firms which receive payments under the Plans.
From time to time, the Distributor may pay additional amounts from its
own resources to dealers for aid in distribution or for aid in providing
administrative services to shareholders.
The Plans and the Distribution Agreements, as amended, have all been
approved by the Board of Directors of Global Funds, Inc., including a majority
of the directors who are not "interested persons" (as defined in the 1940 Act)
of Global Funds, Inc. and who have no direct or indirect financial interest in
the Plans, by vote cast in person at a meeting duly called for the purpose of
voting on the Plans and such Agreements. Continuation of the Plans and the
Distribution Agreements, as amended, must be approved annually by the Board of
Directors in the same manner as specified above.
Each year, the directors must determine whether continuation of the Plans
is in the best interest of shareholders of, respectively, Class A Shares, Class
B Shares and Class C Shares of each Fund and that there is a reasonable
likelihood of the Plan relating to a Fund Class providing a benefit to that
class. The Plans and the Distribution Agreements, as amended, may be
terminated at any time without penalty by a majority of those directors who are
not "interested persons" or by a majority vote of the outstanding voting
securities of the relevant Fund Class. Any amendment materially increasing the
percentage payable under a Plan must likewise be approved by a majority vote of
the outstanding voting securities of the relevant Fund Class, as well as by a
majority vote of those directors who are not "interested persons."

-31-
<PAGE> 157
With respect to each Class A Shares' Plans any material increase in the maximum
percentage payable thereunder must be approved by a majority of the outstanding
voting Class B Shares of the same Fund. Also, any other material amendment to
the Plans must be approved by a majority vote of the directors including a
majority of the noninterested directors of Global Funds, Inc. having no
interest in the Plans. In addition, in order for the Plans to remain
effective, the selection and nomination of directors who are not "interested
persons" of Global Funds, Inc. must be effected by the directors who
themselves are not "interested persons" and who have no direct or indirect
financial interest in the Plans. Persons authorized to make payments under the
Plans must provide written reports at least quarterly to the Board of Directors
for its review.
For the fiscal year ended November 30, 1995, payments from the
International Equity Fund A Class pursuant to its Plan amounted to $173,135 and
such payments were used for the following purposes: Annual/Semi-Annual Reports
- - $2,191; Broker Trails - $136,499; Commission to Wholesalers - $9,976;
Promotional-Other - $13,908; Promotional-Broker Meetings - $1,896; Advertising
- - $128; and Prospectus Printing - $8,537. For the fiscal year ended November
30, 1995, payments from the International Equity Fund B Class pursuant to its
Plan amounted to $17,353 and such payments were used for the following
purposes: Broker Sales Charges - $6,773; Broker Trails - $4,138; Commission to
Wholesalers - $960; Telephone - $13; Promotional-Broker Meetings - $93; and
Interest on Broker Sales Charges - $5,376. For the period November 29, 1995
(date of initial public offering) through November 30, 1995, there were no
payments from the International Equity Fund C Class pursuant to its Plan.
For the period December 27, 1994 (date of initial public offering)
through November 30, 1995, payments from the Global Bond Fund A Class pursuant
to its Plan amounted to $1,228 and such payments were used for the following
purposes: Broker Trails - $642; Commission to Wholesalers - $304; and
Promotional-Other - $282. For the period December 27, 1994 (date of initial
public offering) through November 30, 1995, payments from the Global Bond Fund
B Class pursuant to its Plan amounted to $321 and such payments were used for
the following purposes: Broker Sales Charges - $70; Broker Trails - $80;
Commission to Wholesalers - $3; Telephone - $3; Wholesaler Expenses - $2;
Promotional-Broker Meetings - $42; Dealer Service Expenses - $45; and Interest
on Broker Sales Charges - $76. For the period November 29, 1995 (date of
initial public offering) through November 30, 1995, there were no payments from
the Global Bond Fund C Class pursuant to its Plan.

For the period December 27, 1994 (date of initial public offering)
through November 30, 1995, payments from the Global Assets Fund A Class
pursuant to its Plan amounted to $1,824 and such payments were used for the
following purposes: Broker Trails - $1,107; Commission to Wholesalers - $353;
Promotional-Other - $358; and Promotional-Broker Meetings - $6. For the period
December 27, 1994 (date of initial public offering) through November 30, 1995,
payments from the Global Assets Fund B Class pursuant to its Plan amounted to
$724 and such payments were used for the following purposes: Broker Sales
Charges - $231; Broker Trails - $194; Commission to Wholesalers - $10;
Wholesaler Expenses - $1; Telephone - $7; Promotional-Broker Meetings - $31;
Dealer Service Expenses - $35; and Interest on Broker Sales Charges - $215.
For the period November 29, 1995 (date of initial public offering) through
November 30, 1995, there were no payments from the Global Assets Fund C Class
pursuant to its Plan.

The staff of the SEC has proposed amendments to Rule 12b-1 and other
related regulations that could impact Rule 12b-1 Distribution Plans. Global
Funds, Inc. intends to amend the Plans, if necessary, to comply with any new
rules or regulations the SEC may adopt with respect to Rule 12b-1.

OTHER PAYMENTS TO DEALERS - CLASS A, CLASS B AND CLASS C SHARES
From time to time, at the discretion of the Distributor, all registered
broker/dealers whose aggregate sales of Fund Classes exceed certain limits as
set by the Distributor, may receive from the Distributor an additional payment
of up to .25%

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of the dollar amount of such sales. The Distributor may also provide
additional promotional incentives or payments to dealers that sell shares of
the Delaware Group of funds. In some instances, these incentives or payments
may be offered only to certain dealers who maintain, have sold or may sell
certain amounts of shares.

Payments to dealers made in connection with seminars, conferences or
contests relating to the promotion of fund shares may be in an amount up to
100% of the expenses incurred or awards made. The Distributor may also pay a
portion of the expense of preapproved dealer advertisements promoting the sale
of Delaware Group fund shares.

SPECIAL PURCHASE FEATURES - CLASS A SHARES

BUYING CLASS A SHARES AT NET ASSET VALUE
Class A Shares may be purchased without a front-end sales charge under
the Dividend Reinvestment Plan and, under certain circumstances, the Exchange
Privilege and the 12-Month Reinvestment Privilege.

Current and former officers, directors and employees of the Global Funds,
Inc., any other fund in the Delaware Group, the Sub-Adviser, including the
Manager, or any of the Sub-Adviser's affiliates that may in the future be
created, legal counsel to the funds and registered representatives and
employees of broker/dealers who have entered into Dealer's Agreements with the
Distributor may purchase Class A Shares of the Funds and any of the funds in
the Delaware Group, including any fund that may be created, at the net asset
value per share. Family members of such persons at their direction, and any
employee benefit plan established by any of the foregoing funds, corporations,
counsel or broker/dealers may also purchase Class A Shares at net asset value.
Purchases of Class A Shares may also be made by clients of registered
representatives of an authorized investment dealer at net asset value within
12 months after the registered representative changes employment, if the
purchase is funded by proceeds from an investment where a front-end sales
charge, contingent deferred sales charge or other sales charge has been
assessed. Purchases of Class A Shares may also be made at net asset value by
bank employees who provide services in connection with agreements between the
bank and unaffiliated brokers or dealers concerning sales of shares of Delaware
Group funds. Officers, directors and key employees of institutional clients of
the Manager, the Sub-Adviser or any of their affiliates may purchase Class A
Shares at net asset value. Moreover, purchases may be effected at net asset
value for the benefit of the clients of brokers, dealers and registered
investment advisers affiliated with a broker or dealer, if such broker, dealer
or investment adviser has entered into an agreement with the Distributor
providing specifically for the purchase of Class A Shares in connection with
special investment products, such as wrap accounts or similar fee based
programs. Such purchasers are required to sign a letter stating that the
purchase is for investment only and that the securities may not be resold
except to the issuer. Such purchasers may also be required to sign or deliver
such other documents as Global Funds, Inc. may reasonably require to establish
eligibility for purchase at net asset value. Global Funds, Inc. must be
notified in advance that the trade qualifies for purchase at net asset value.

Class A Shares of each Fund also may be purchased at net asset value by
any investor within 90 days after a redemption of shares from a fund outside
the Delaware Group of funds provided that: 1) the redeemed shares were
purchased no more than five years before the proposed purchase of Class A
Shares of a Fund; and 2) a front-end sales charge was paid in connection with
the purchase of the redeemed shares or a CDSC was paid upon their redemption.

Investors who held shares in any class of any Delaware Group fund as of
December 1, 1995, may purchase Class A Shares at net asset value through the
Delaware Group Asset Planner service if such shares are being purchased with
proceeds from the redemption of shares of a fund (other than a money market
fund) outside of the Delaware Group of funds. The Investment Application and
check for such a transaction should note that the investment is being made
under the "NAV/Asset Planner Accommodation Program." Class A Shares may also
be purchased at net asset value in an IRA through the Delaware Group Asset
Planner service if the assets being invested are being transferred from an
existing IRA held outside of the Delaware Group or are part of a distribution

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received from an employer-sponsored or other retirement plan. See Delaware
Group Asset Planner under How To Buy Shares in the Prospectus for the Fund
Classes.

LETTER OF INTENTION
The reduced front-end sales charges described above with respect to Class
A Shares are also applicable to the aggregate amount of purchases made by any
such purchaser previously enumerated within a 13-month period pursuant to a
written Letter of Intention provided by the Distributor and signed by the
purchaser, and not legally binding on the signer or Global Funds, Inc., which
provides for the holding in escrow by the Transfer Agent of 5% of the total
amount of the Class A Shares intended to be purchased until such purchase is
completed within the 13-month period. A Letter of Intention may be dated to
include shares purchased up to 90 days prior to the date the Letter is signed.
The 13-month period begins on the date of the earliest purchase. If the
intended investment is not completed, except as noted below, the purchaser will
be asked to pay an amount equal to the difference between the front-end sales
charge on Class A Shares purchased at the reduced rate and the front-end sales
charge otherwise applicable to the total shares purchased. If such payment is
not made within 20 days following the expiration of the 13-month period, the
Transfer Agent will surrender an appropriate number of the escrowed shares for
redemption in order to realize the difference. Such purchasers may include the
value (at offering price at the level designated in their Letter of Intention)
of all their shares of a Fund and of any class of any of the other mutual funds
in the Delaware Group (except shares of any Delaware Group fund which do not
carry a front-end sales charge, CDSC or Limited CDSC, other than shares of
Delaware Group Premium Fund, Inc. beneficially owned in connection with the
ownership of variable insurance products, unless they were acquired through an
exchange from a Delaware Group fund which carried a front-end sales charge,
CDSC or Limited CDSC) previously purchased and still held as of the date of
their Letter of Intention toward the completion of such Letter. For purposes
of satisfying an investor's obligation under a Letter of Intention, Class B
Shares and Class C Shares of a Fund and the corresponding classes of shares of
other Delaware Group funds which offer such shares may be aggregated with Class
A Shares of the Fund and the corresponding class of shares of the other
Delaware Group funds.
Employers offering a Delaware Group retirement plan may also complete a
Letter of Intention to obtain a reduced front-end sales charge on investments
of Class A Shares made by the plan. The aggregate investment level of the
Letter of Intention will be determined and accepted by the Transfer Agent at
the point of plan establishment. The level and any reduction in front-end
sales charge will be based on actual plan participation and the projected
investments in Delaware Group funds that are offered with a front-end sales
charge, CDSC or Limited CDSC for a 13-month period. The Transfer Agent
reserves the right to adjust the signed Letter of Intention based on this
acceptance criteria. The 13-month period will begin on the date this Letter of
Intention is accepted by the Transfer Agent. If actual investments exceed the
anticipated level and equal an amount that would qualify the plan for further
discounts, any front-end sales charges will be automatically adjusted. In the
event this Letter of Intention is not fulfilled within the 13-month period, the
plan level will be adjusted (without completing another Letter of Intention)
and the employer will be billed for the difference in front-end sales charges
due, based on the plan's assets under management at that time. Employers may
also include the value (at offering price at the level designated in their
Letter of Intention) of all their shares intended for purchase that are offered
with a front-end sales charge, CDSC or Limited CDSC of any class. Class B
Shares and Class C Shares of a Fund and other Delaware Group funds which offer
corresponding classes of shares may also be aggregated for this purpose.

COMBINED PURCHASES PRIVILEGE
In determining the availability of the reduced front-end sales charge
previously set forth with respect to Class A Shares, purchasers may

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combine the total amount of any combination of the Fund Classes' shares as well
as shares of any other class of any of the other Delaware Group funds (except
shares of any Delaware Group fund which do not carry a front-end sales charge,
CDSC or Limited CDSC, other than shares of Delaware Group Premium Fund, Inc.
beneficially owned in connection with the ownership of variable insurance
products, unless they were acquired through an exchange from a Delaware Group
fund which carried a front-end sales charge, CDSC or Limited CDSC).
The privilege also extends to all purchases made at one time by an
individual; or an individual, his or her spouse and their children under 21; or
a trustee or other fiduciary of trust estates or fiduciary accounts for the
benefit of such family members (including certain employee benefit programs).

RIGHT OF ACCUMULATION

In determining the availability of the reduced front-end sales charge
with respect to Class A Shares, purchasers may also combine any subsequent
purchases of Class A Shares, Class B Shares and Class C Shares of a Fund as
well as shares of any other class of any of the other Delaware Group funds
which offer such classes (except shares of any Delaware Group fund which do not
carry a front-end sales charge, CDSC or Limited CDSC, other than shares of
Delaware Group Premium Fund, Inc. beneficially owned in connection with the
ownership of variable insurance products, unless they were acquired through an
exchange from shares from a Delaware Group fund which carried a front-end sales
charge, CDSC or Limited CDSC). If, for example, any such purchaser has
previously purchased and still holds Class A Shares and/or shares of any other
of the classes described in the previous sentence with a value of $40,000 and
subsequently purchases $60,000 at offering price of additional shares of Class
A Shares, the charge applicable to the $60,000 purchase would currently be
3.75%. For the purpose of this calculation, the shares presently held shall be
valued at the public offering price that would have been in effect were the
shares purchased simultaneously with the current purchase. Investors should
refer to the table of sales charges for Class A Shares to determine the
applicability of the Right of Accumulation to their particular circumstances.

12-MONTH REINVESTMENT PRIVILEGE

Holders of Class A Shares (and of Institutional Class shares which were
acquired through an exchange from one of the other mutual funds in the Delaware
Group offered with a front-end sales charge) who redeem such shares have one
year from the date of redemption to reinvest all or part of their redemption
proceeds in Class A Shares of that Fund or in Class A Shares of any of the
other funds in the Delaware Group, subject to applicable eligibility and
minimum purchase requirements, in states where shares of such other funds may
be sold, at net asset value without the payment of a front-end sales charge.
This privilege does not extend to Class A Shares where the redemption of the
shares triggered the payment of a Limited CDSC. Persons investing redemption
proceeds from direct investments in mutual funds in the Delaware Group offered
without a front-end sales charge will be required to pay the applicable sales
charge when purchasing Class A Shares. The reinvestment privilege does not
extend to a redemption of either Class B or Class C Shares.

Any such reinvestment cannot exceed the redemption proceeds (plus any
amount necessary to purchase a full share). The reinvestment will be made at
the net asset value next determined after receipt of remittance. A redemption
and reinvestment could have income tax consequences. It is recommended that a
tax adviser be consulted with respect to such transactions. Any reinvestment
directed to a fund in which the investor does not then have an account will be
treated like all other initial purchases of a fund's shares. Consequently, an
investor should obtain and read carefully the prospectus for the fund in which
the investment is proposed to be made before investing or sending money. The
prospectus contains more complete information about the fund, including charges
and expenses.
Investors should consult their financial advisers or the Transfer Agent,
which also serves as the Funds' shareholder servicing agent, about the
applicability of the Limited CDSC (see Contingent Deferred Sales Charge for
Certain Redemptions of Class A Shares Purchased at Net Asset Value under
Redemption and Exchange in the Fund Classes'

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Prospectus) in connection with the features described above.

GROUP INVESTMENT PLANS
Group Investment Plans that are not eligible to purchase shares of the
Institutional Classes may also benefit from the reduced front-end sales charges
for investments in Class A Shares set forth in the table on page _______, based
on total plan assets. If a company has more than one plan investing in the
Delaware Group of funds, then the total amount invested in all plans would be
used in determining the applicable front-end sales charge reduction upon each
purchase, both initial and subsequent, upon notification to the Fund in which
the investment is being made at the time of each such purchase. Employees
participating in such Group Investment Plans may also combine the investments
made in their plan account when determining the applicable front-end sales
charge on purchases to non-retirement Delaware Group investment accounts if
they so notify the Fund in which the investment is being made in connection
with each purchase. For other retirement plans and special services, see
Retirement Plans for the Fund Classes under Investment Plans.

THE INSTITUTIONAL CLASSES
Each Fund's Institutional Class is available for purchase only by: (a)
retirement plans introduced by persons not associated with brokers or dealers
that are primarily engaged in the retail securities business and rollover
individual retirement accounts from such plans; (b) tax-exempt employee benefit
plans of the Manager, the Sub-Adviser or their affiliates and securities dealer
firms with a selling agreement with the Distributor; (c) institutional advisory
accounts of the Manager, the Sub-Adviser or their affiliates and those having
client relationships with Delaware Investment Advisers, a division of the
Sub-Adviser, or its affiliates and their corporate sponsors, as well as
subsidiaries and related employee benefit plans and rollover individual
retirement accounts from such institutional advisory accounts; (d) banks, trust
companies and similar financial institutions investing for their own account or
for the account of their trust customers for whom such financial institution is
exercising investment discretion in purchasing shares of an Institutional
Class; and (e) registered investment advisers investing on behalf of clients
that consist solely of institutions and high net-worth individuals having at
least $1,000,000 entrusted to the adviser for investment purposes, but only if
the adviser is not affiliated or associated with a broker or dealer and derives
compensation for its services exclusively from its clients for such advisory
services.
Shares of the Institutional Classes are available for purchase at net
asset value, without the imposition of a front-end or contingent deferred sales
charge and are not subject to Rule 12b-1 expenses.

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INVESTMENT PLANS

REINVESTMENT PLAN/OPEN ACCOUNT
Unless otherwise designated by shareholders in writing, dividends from
net investment income and distributions from realized securities profits, if
any, will be automatically reinvested in additional shares of the respective
Fund Class in which an investor has an account (based on the net asset value in
effect on the reinvestment date) and will be credited to the shareholder's
account on that date. All dividends and distributions of an Institutional
Class are reinvested in the accounts of the holders of such shares (based on
the net asset value in effect on the reinvestment date). A confirmation of
each dividend payment from net investment income and of distributions from
realized securities profits, if any, will be mailed to shareholders in the
first quarter of the fiscal year.
Under the Reinvestment Plan/Open Account, shareholders may purchase and
add full and fractional shares to their plan accounts at any time either
through their investment dealers or by sending a check or money order to the
specific Fund and class in which the shares are being purchased. Such
purchases, which must meet the minimum subsequent purchase requirements set
forth in the Prospectuses and this Part B, are made, for Class A Shares at the
public offering price, and for Class B Shares, Class C Shares and Institutional
Classes at the net asset value, at the end of the day of receipt. A
reinvestment plan may be terminated at any time. This plan does not assure a
profit nor protect against depreciation in a declining market.

REINVESTMENT OF DIVIDENDS IN OTHER DELAWARE GROUP FUNDS

Subject to applicable eligibility and minimum initial purchase
requirements and the limitations set forth below, holders of Class A, Class B
and Class C Shares may automatically reinvest their dividends and/or
distributions in any of the mutual funds in the Delaware Group, including the
Funds, in states where their shares may be sold. Such investments will be at
net asset value at the close of business on the reinvestment date without any
front-end sales charge or service fee. The shareholder must notify the
Transfer Agent in writing and must have established an account in the fund into
which the dividends and/or distributions are to be invested. Any reinvestment
directed to a fund in which the investor does not then have an account will be
treated like all other initial purchases of a fund's shares. Consequently, an
investor should obtain and read carefully the prospectus for the fund in which
the investment is proposed to be made before investing or sending money. The
prospectus contains more complete information about the fund, including charges
and expenses. See also Additional Methods of Adding to Your Investment -
Dividend Reinvestment Plan under How to Buy Shares in the Prospectus for the
Fund Classes.

Subject to the following limitations, dividends and/or distributions from
other funds in the Delaware Group may be invested in shares of the Funds,
provided an account has been established. Dividends from Class A Shares may
not be directed to Class B Shares or Class C Shares. Dividends from Class B
Shares may only be directed to other Class B Shares and dividends from Class C
Shares may only be directed to other Class C Shares. See Classes Offered under
Classes of Shares in the Prospectus for the Fund Classes for the funds in the
Delaware Group that are eligible for investment by holders of Fund shares.

INVESTING BY ELECTRONIC FUND TRANSFER
Direct Deposit Purchase Plan--Investors may arrange for a Fund to accept
for investment in Class A, Class B or Class C Shares, through an agent bank,
preauthorized government or private recurring payments. This method of
investment assures the timely credit to the shareholder's account of payments
such as social security, veterans' pension or compensation benefits, federal
salaries, Railroad Retirement benefits, private payroll checks, dividends, and
disability or pension fund benefits. It also eliminates lost, stolen and
delayed checks.
Automatic Investing Plan--Shareholders of Class A Shares, Class B Shares
and Class C Shares

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may make automatic investments by authorizing, in advance, monthly payments
directly from their checking account for deposit into their Fund account. This
type of investment will be handled in either of the two ways noted below. (1)
If the shareholder's bank is a member of the National Automated Clearing House
Association ("NACHA"), the amount of the investment will be electronically
deducted from his or her account by Electronic Fund Transfer ("EFT"). The
shareholder's checking account will reflect a debit each month at a specified
date although no check is required to initiate the transaction. (2) If the
shareholder's bank is not a member of NACHA, deductions will be made by
preauthorized checks, known as Depository Transfer Checks. Should the
shareholder's bank become a member of NACHA in the future, his or her
investments would be handled electronically through EFT.
This option is not available to participants in the following plans:
SAR/SEP, SEP/IRA, Profit Sharing and Money Purchase Pension Plans, 401(k)
Defined Contribution Plans, 403(b)(7) Deferred Compensation Plans or 457
Deferred Compensation Plans.

* * *

Initial investments under the Direct Deposit Purchase Plan and the
Automatic Investing Plan must be for $250 or more and subsequent investments
under such Plans must be for $25 or more. An investor wishing to take
advantage of either service must complete an authorization form. Either
service can be discontinued by the shareholder at any time without penalty by
giving written notice.

Payments to a Fund from the federal government or its agencies on behalf
of a shareholder may be credited to the shareholder's account after such
payments should have been terminated by reason of death or otherwise. Any such
payments are subject to reclamation by the federal government or its agencies.
Similarly, under certain circumstances, investments from private sources may be
subject to reclamation by the transmitting bank. In the event of a
reclamation, a Fund may liquidate sufficient shares from a shareholder's
account to reimburse the government or the private source. In the event there
are insufficient shares in the shareholder's account, the shareholder is
expected to reimburse the Fund.

DIRECT DEPOSIT PURCHASES BY MAIL
Shareholders may authorize a third party, such as a bank or employer, to
make investments directly to their Fund accounts. A Fund will accept these
investments, such as bank-by-phone, annuity payments and payroll allotments, by
mail directly from the third party. Investors should contact their employers
or financial institutions who in turn should contact Global Funds, Inc. for
proper instructions.

RETIREMENT PLANS FOR THE FUND CLASSES

An investment in any Fund may be suitable for tax-deferred retirement
plans. Among the retirement plans noted below, Class B Shares are available
for investment only by Individual Retirement Accounts, Simplified Employee
Pension Plans, 457 Deferred Compensation Plans and 403(b)(7) Deferred
Compensation Plans. The CDSC may be waived on certain redemptions of Class B
Shares and Class C Shares. See Waiver of Contingent Deferred Sales Charge -
Class B and Class C Shares under Redemption and Exchange in the Prospectus for
the Fund Classes for a list of the instances in which the CDSC is waived.

Each purchase of Class B Shares is subject to a maximum purchase
limitation of $250,000 for retirement plans. Each purchase of Class C Shares
must be in an amount that is less than $1,000,000 for such plans. The maximum
purchase limitations apply only to the initial purchase of shares by the
retirement plan.
Minimum investment limitations generally applicable to other investors do
not apply to retirement plans other than Individual Retirement Accounts, for
which there is a minimum initial purchase of $250 and a minimum subsequent
purchase of $25 regardless of which Fund or class is selected. Retirement
plans may be subject to plan establishment fees, annual maintenance fees and/or
other administrative or trustee fees. Fees are based upon the number of
participants in the plan

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as well as the services selected. Additional information about fees is
included in retirement plan materials. Fees are quoted upon request. Annual
maintenance fees may be shared by Delaware Management Trust Company, the
Transfer Agent, other affiliates of the Manager and others that provide
services to such plans.
Certain shareholder investment services available to non-retirement plan
shareholders may not be available to retirement plan shareholders. Certain
retirement plans may qualify to purchase shares of the Institutional Classes.
See The Institutional Classes above. For additional information on any of the
plans and Delaware's retirement services, call the Shareholder Service Center
telephone number.
IT IS ADVISABLE FOR AN INVESTOR CONSIDERING ANY ONE OF THE RETIREMENT
PLANS DESCRIBED BELOW TO CONSULT WITH AN ATTORNEY, ACCOUNTANT OR A QUALIFIED
RETIREMENT PLAN CONSULTANT. FOR FURTHER DETAILS, INCLUDING APPLICATIONS FOR
ANY OF THESE PLANS, CONTACT YOUR INVESTMENT DEALER OR THE DISTRIBUTOR.
Taxable distributions from the retirement plans described below may be
subject to withholding.
Please contact your investment dealer or the Distributor for the special
application forms required for the plans described below.

PROTOTYPE PROFIT SHARING OR MONEY PURCHASE PENSION PLANS
Prototype plans are available for self-employed individuals, partnerships
and corporations which replace the former Keogh and corporate retirement plans.
These plans contain profit sharing or money purchase pension plan provisions.
Contributions may be invested only in Class A and Class C Shares.

INDIVIDUAL RETIREMENT ACCOUNT ("IRA")
A document is available for an individual who wants to establish an IRA
by making contributions which may be tax-deductible, even if the individual is
already participating in an employer-sponsored retirement plan. Even if
contributions are not deductible for tax purposes, as indicated below, earnings
will be tax-deferred. In addition, an individual may make contributions on
behalf of a spouse who has no compensation for the year or elects to be treated
as having no compensation for the year. Investments in each of the Fund
Classes are permissible.
The Tax Reform Act of 1986 (the "Act") restructured, and in some cases
eliminated, the tax deductibility of IRA contributions. Under the Act, the
full deduction for IRAs ($2,000 for each working spouse and $2,250 for
one-income couples) was retained for all taxpayers who are not covered by an
employer-sponsored retirement plan. Even if a taxpayer (or his or her spouse)
is covered by an employer-sponsored retirement plan, the full deduction is
still available if the taxpayer's adjusted gross income is below $25,000
($40,000 for taxpayers filing joint returns). A partial deduction is allowed
for married couples with incomes between $40,000 and $50,000, and for single
individuals with incomes between $25,000 and $35,000. The Act does not permit
deductions for contributions to IRAs by taxpayers whose adjusted gross income
before IRA deductions exceeds $50,000 ($35,000 for singles) and who are active
participants in an employer-sponsored retirement plan. Taxpayers who are not
allowed deductions on IRA contributions still can make nondeductible IRA
contributions of as much as $2,000 for each working spouse ($2,250 for
one-income couples), and defer taxes on interest or other earnings from the
IRAs. Special rules apply for determining the deductibility of contributions
made by married individuals filing separate returns.
A company or association may establish a Group IRA for employees or
members who want to purchase shares of a Fund. Purchases of $1 million or more
of Class A Shares qualify for purchase at net asset value but may, under
certain circumstances, be subject to a Limited CDSC. See Purchasing Shares for
information on reduced front-end sales charges applicable to Class A Shares.
Investments generally must be held in the IRA until age 59 1/2 in order
to avoid premature distribution penalties, but distributions generally must
commence no later than April 1 of the calendar year following the year in which
the participant reaches age 70 1/2. Individuals are

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entitled to revoke the account, for any reason and without penalty, by mailing
written notice of revocation to Delaware Management Trust Company within seven
days after the receipt of the IRA Disclosure Statement or within seven days
after the establishment of the IRA, except, if the IRA is established more than
seven days after receipt of the IRA Disclosure Statement, the account may not
be revoked. Distributions from the account (except for the pro-rata portion of
any nondeductible contributions) are fully taxable as ordinary income in the
year received. Excess contributions removed after the tax filing deadline,
plus extensions, for the year in which the excess contributions were made are
subject to a 6% excise tax on the amount of excess. Premature distributions
(distributions made before age 59 1/2, except for death, disability and certain
other limited circumstances) will be subject to a 10% excise tax on the amount
prematurely distributed, in addition to the income tax resulting from the
distribution. See Class B Shares and Class C Shares under Alternative Purchase
Arrangements, Contingent Deferred Sales Charge - Class B Shares and Class C
Shares, and Waiver of Contingent Deferred Sales Charge - Class B and Class C
Shares in the Fund Classes' Prospectus concerning the applicability of a CDSC
upon redemption.

See Appendix A for additional IRA information.

SALARY REDUCTION SIMPLIFIED EMPLOYEE PENSION PLAN ("SAR/SEP")
Employers with 25 or fewer eligible employees can establish this plan
which permits employer contributions and salary deferral contributions in Class
A Shares and Class C Shares only.

PROTOTYPE 401(k) DEFINED CONTRIBUTION PLAN
Section 401(k) of the Code permits employers to establish qualified plans
based on salary deferral contributions. Plan documents are available to enable
employers to establish a plan. An employer may also elect to make profit
sharing contributions and/or matching contributions with investments in only
Class A Shares and Class C Shares or certain other funds in the Delaware Group.
Purchases under the plan may be combined for purposes of computing the reduced
front-end sales charge applicable to Class A Shares as set forth in the table
on page .

DEFERRED COMPENSATION PLAN FOR PUBLIC SCHOOLS AND NON-PROFIT ORGANIZATIONS
("403(b)(7)")
Section 403(b)(7) of the Code permits public school systems and certain
non-profit organizations to use mutual fund shares held in a custodial account
to fund deferred compensation arrangements for their employees. A custodial
account agreement is available for those employers who wish to purchase any of
the Fund Classes in conjunction with such an arrangement. Applicable front-end
sales charges with respect to Class A Shares for such purchases are set forth
in the table on page .

DEFERRED COMPENSATION PLAN FOR STATE AND LOCAL GOVERNMENT EMPLOYEES ("457")
Section 457 of the Code permits state and local governments, their
agencies and certain other entities to establish a deferred compensation plan
for their employees who wish to participate. This enables employees to defer a
portion of their salaries and any federal (and possibly state) taxes thereon.
Such plans may invest in shares of any of the Fund Classes. Although investors
may use their own plan, there is available a Delaware Group 457 Deferred
Compensation Plan. Interested investors should contact the Distributor or
their investment dealers to obtain further information. Applicable front-end
sales charges for such purchases of Class A Shares are set forth in the table
on page .

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DETERMINING OFFERING PRICE AND NET ASSET VALUE

Orders for purchases of Class A Shares are effected at the offering price
next calculated after receipt of the order by the Fund in which shares are
being purchased or its agent. Orders for purchases of Class B Shares, Class C
Shares and the Institutional Classes are effected at the net asset value per
share next calculated after receipt of the order by the Fund in which shares
are being purchased or its agent. Selling dealers have the responsibility of
transmitting orders promptly.
The offering price for Class A Shares consists of the net asset value per
share plus any applicable front-end sales charges. Offering price and net
asset value are computed as of the close of regular trading on the New York
Stock Exchange (ordinarily, 4 p.m., Eastern time) on days when the Exchange is
open. The New York Stock Exchange is scheduled to be open Monday through
Friday throughout the year except for New Year's Day, Presidents' Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas.
When the New York Stock Exchange is closed, the Funds will generally be closed,
pricing calculations will not be made and purchase and redemption orders will
not be processed.
An example showing how to calculate the net asset value per share and, in
the case of Class A Shares, the offering price per share, is included in the
Funds' financial statements which are incorporated by reference into this Part
B.

Each Fund's net asset value per share is computed by adding the value of
all the securities and other assets in the Fund's portfolio, deducting any
liabilities of the Fund, and dividing by the number of Fund shares outstanding.
Expenses and fees are accrued daily. In determining a Fund's total net assets,
portfolio securities primarily listed or traded on a national or foreign
securities exchange, except for bonds, are valued at the last sale price on
that exchange. Exchange traded options are valued at the last reported sale
price or, if no sales are reported, at the mean between bid and asked prices.
Non-exchange traded options are valued at fair value using a mathematical
model. Futures contracts are valued at their daily quoted settlement price.
For valuation purposes, foreign securities initially expressed in foreign
currency values will be converted into U.S. dollar values at the mean between
the bid and offered quotations of such currencies against U.S. dollars as last
quoted by any recognized dealer or major bank which is a regular participant in
the institutional foreign exchange markets. Securities not traded on a
particular day, over-the-counter securities, and government and agency
securities are valued at the mean value between bid and asked prices. Money
market instruments having a maturity of less than 60 days are valued at
amortized cost. Debt securities (other than short-term obligations) are valued
on the basis of valuations provided by a pricing service when such prices are
believed to reflect the fair value of such securities. Use of a pricing
service has been approved by the Board of Directors. Prices provided by a
pricing service take into account appropriate factors such as institutional
trading in similar groups of securities, yield, quality, coupon rate, maturity,
type of issue, trading characteristics and other market data. Subject to the
foregoing, securities for which market quotations are not readily available and
other assets are valued at fair value as determined in good faith and in a
method approved by the Board of Directors.

Each class of a Fund will bear, pro-rata, all of the common expenses of
that Fund. The net asset values of all outstanding shares of each class of a
Fund will be computed on a pro-rata basis for each outstanding share based on
the proportionate participation in a Fund represented by the value of shares of
that class. All income earned and expenses incurred by a Fund will be borne on
a pro-rata basis by each outstanding share of a class, based on each class'
percentage in a Fund represented by the value of shares of such classes, except
that the Institutional Classes will not incur any of the expenses under Global
Funds, Inc.'s 12b-1 Plans and shares of the Fund Classes alone will bear the
12b-1 Plan fees payable under their respective Plans. Due to the specific
distribution expenses and other costs that will be allocable to each class, the
net asset value of each class of a Fund will vary.

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REDEMPTION AND REPURCHASE

Any shareholder may require a Fund to redeem shares by sending a WRITTEN
REQUEST, signed by the record owner or owners exactly as the shares are
registered, to the Fund at 1818 Market Street, Philadelphia, PA 19103. In
addition, certain redemption methods described below are available when stock
certificates have not been issued. Certificates are issued for Class A Shares
and Institutional Class shares only if a shareholder specifically requests them.
Certificates are not issued for Class B Shares or Class C Shares. If stock
certificates have been issued for shares being redeemed, they must accompany the
written request. For redemptions of $50,000 or less paid to the shareholder at
the address of record, the request must be signed by all owners of the shares or
the investment dealer of record, but a signature guarantee is not required. When
the redemption is for more than $50,000, or if payment is made to someone else
or to another address, signatures of all record owners are required and a
signature guarantee may be required. Each signature guarantee must be supplied
by an eligible guarantor institution. Each Fund reserves the right to reject a
signature guarantee supplied by an eligible institution based on its
creditworthiness. The Funds may request further documentation from
corporations, retirement plans, executors, administrators, trustees or
guardians.

In addition to redemption of Fund shares by the Funds, the Distributor,
acting as agent of the Funds, offers to repurchase Fund shares from
broker/dealers acting on behalf of shareholders. The redemption or repurchase
price, which may be more or less than the shareholder's cost, is the net asset
value per share next determined after receipt of the request in good order by
the respective Fund or its agent, subject to any applicable CDSC or Limited
CDSC. This is computed and effective at the time the offering price and net
asset value are determined. See Determining Offering Price and Net Asset Value.
The Funds and the Distributor end their business days at 5 p.m., Eastern time.
This offer is discretionary and may be completely withdrawn without further
notice by the Distributor.
Orders for the repurchase of Fund shares which are submitted to the
Distributor prior to the close of its business day will be executed at the net
asset value per share computed that day (subject to any applicable CDSC or
Limited CDSC), if the repurchase order was received by the broker/dealer from
the shareholder prior to the time the offering price and net asset value are
determined on such day. The selling dealer has the responsibility of
transmitting orders to the Distributor promptly. Such repurchase is then
settled as an ordinary transaction with the broker/dealer (who may make a charge
to the shareholder for this service) delivering the shares repurchased.

Certain redemptions of Class A Shares purchased at net asset value may
result in the imposition of a Limited CDSC. See Contingent Deferred Sales
Charge for Certain Redemptions of Class A Shares Purchased at Net Asset Value
under Redemption and Exchange in the Prospectus for the Fund Classes. Class B
Shares are subject to a CDSC of: (i) 4% if shares are redeemed within two years
of purchase; (ii) 3% if shares are redeemed during the third or fourth year
following purchase; (iii) 2% if shares are redeemed during the fifth year
following purchase; and (iv) 1% if shares are redeemed during the sixth year
following purchase. Class C Shares are subject to a CDSC of 1% if shares are
redeemed within 12 months following purchase. See Contingent Deferred Sales
Charge - Class B Shares and Class C Shares under Classes of Shares in the
Prospectus for the Fund Classes. Except for the applicable CDSC or Limited
CDSC, and with respect to the expedited payment by wire described below, for
which there is currently a $7.50 bank wiring cost, neither the Funds nor the
Funds' Distributor charges a fee for redemptions or repurchases, but such fees
could be charged at any time in the future.

Payment for shares redeemed will ordinarily be mailed the next business
day, but in no case later than seven days, after receipt of a redemption request
in good order.

Each Fund will process written redemption requests to the extent that the
purchase orders for the shares being redeemed have already settled. No Fund will
honor redemption requests as to shares for which a check was tendered as payment
until the Fund is reasonably satisfied that the check has cleared.

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This potential delay can be avoided by making investments by wiring Federal
Funds.
If a shareholder has been credited with a purchase by a check which is
subsequently returned unpaid for insufficient funds or for any other reason,
the Fund involved will automatically redeem from the shareholder's account the
shares purchased by the check plus any dividends earned thereon. Shareholders
may be responsible for any losses to the Fund or to the Distributor.
In case of a suspension of the determination of the net asset value
because the New York Stock Exchange is closed for other than weekends or
holidays, or trading thereon is restricted or an emergency exists as a result
of which disposal by a Fund of securities owned by it is not reasonably
practical, or it is not reasonably practical for a Fund fairly to value its
assets, or in the event that the SEC has provided for such suspension for the
protection of shareholders, a Fund may postpone payment or suspend the right of
redemption or repurchase. In such case, the shareholder may withdraw the
request for redemption or leave it standing as a request for redemption at the
net asset value next determined after the suspension has been terminated.
Payment for shares redeemed or repurchased may be made either in cash or
kind, or partly in cash and partly in kind. Any portfolio securities paid or
distributed in kind would be valued as described in Determining Offering Price
and Net Asset Value. Subsequent sale by an investor receiving a distribution
in kind could result in the payment of brokerage commissions. However, Global
Funds, Inc. has elected to be governed by Rule 18f-1 under the 1940 Act
pursuant to which each Fund is obligated to redeem shares solely in cash up to
the lesser of $250,000 or 1% of the net asset value of such Fund during any
90-day period for any one shareholder.
The value of a Fund's investment is subject to changing market prices.
Thus, a shareholder reselling shares to a Fund may sustain either a gain or
loss, depending upon the price paid and the price received for such shares.

SMALL ACCOUNTS

Before a Fund involuntarily redeems shares from an account that, under
the circumstances listed in the relevant Prospectus, has remained below the
minimum amounts required by Global Funds, Inc.'s Prospectuses and sends the
proceeds to the shareholder, the shareholder will be notified in writing that
the value of the shares in the account is less than the minimum required and
will be allowed 60 days from the date of notice to make an additional
investment to meet the required minimum. See The Conditions of Your Purchase
under How to Buy Shares in Global Funds, Inc.'s Prospectuses. Any redemption
in an inactive account established with a minimum investment may trigger
mandatory redemption. No CDSC or Limited CDSC will apply to the redemptions
described in this paragraph.

With respect to the International Equity Fund and the Global Assets Fund
only, effective November 29, 1995, the minimum initial investment in Class A
Shares was increased from $250 to $1,000. Class A accounts that were
established prior to November 29, 1995 and maintain a balance in excess of $250
will not presently be subject to the $9 quarterly service fee that may be
assessed on accounts with balances below the stated minimum nor be subject to
involuntarily redemption.

* * *

Each Fund has made available certain redemption privileges, as described
below. The Funds reserve the right to suspend or terminate these expedited
payment procedures upon 60 days' written notice to shareholders.

EXPEDITED TELEPHONE REDEMPTIONS
Shareholders of the Fund Classes or their investment dealers of record
wishing to redeem any amount of shares of $50,000 or less for which
certificates have not been issued may call the Shareholder Service Center at
800-523-1918 or, in the case of shareholders of the Institutional Classes,
their Client Services Representative at 800-828-5052 prior to the time the
offering price and net asset value are determined, as noted above, and have the
proceeds mailed to them at the record address. Checks payable to the
shareholder(s) of record will normally be mailed the next business

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day, but no later than seven days, after the receipt of the redemption request.
This option is only available to individual, joint and individual
fiduciary-type accounts.

In addition, redemption proceeds of $1,000 or more can be transferred to
your predesignated bank account by wire or by check by calling the phone
numbers listed above. An authorization form must have been completed by the
shareholder and filed with the relevant Fund before the request is received.
Payment will be made by wire or check to the bank account designated on the
authorization form as follows:
1. PAYMENT BY WIRE: Request that Federal Funds be wired to the bank
account designated on the authorization form. Redemption proceeds will
normally be wired on the next business day following receipt of the redemption
request. There is a $7.50 wiring fee (subject to change) charged by CoreStates
Bank, N.A. which will be deducted from the withdrawal proceeds each time the
shareholder requests a redemption. If the proceeds are wired to the
shareholder's account at a bank which is not a member of the Federal Reserve
System, there could be a delay in the crediting of the funds to the
shareholder's bank account.
2. PAYMENT BY CHECK: Request a check be mailed to the bank account
designated on the authorization form. Redemption proceeds will normally be
mailed the next business day, but no later than seven days, from the date of
the telephone request. This procedure will take longer than the Payment by
Wire option (1 above) because of the extra time necessary for the mailing and
clearing of the check after the bank receives it.

REDEMPTION REQUIREMENTS: In order to change the name of the bank and the
account number it will be necessary to send a written request to the relevant
Fund and a signature guarantee may be required. Each signature guarantee must
be supplied by an eligible guarantor institution. The Funds reserve the right
to reject a signature guarantee supplied by an eligible institution based on
its creditworthiness.
To reduce the shareholder's risk of attempted fraudulent use of the
telephone redemption procedure, payment will be made only to the bank account
designated on the authorization form.

Each Fund will process telephone redemption requests to the extent that
the purchase orders for the shares being redeemed have already settled. No Fund
will honor redemption requests as to shares for which a check was tendered as
payment until the Fund is reasonably satisfied that the check has cleared.

If expedited payment under these procedures could adversely affect a
Fund, the Fund may take up to seven days to pay the shareholder.
Neither the Funds nor the Funds' Transfer Agent is responsible for any
shareholder loss incurred in acting upon written or telephone instructions for
redemption or exchange of Fund shares which are reasonably believed to be
genuine. With respect to such telephone transactions, each Fund will follow
reasonable procedures to confirm that instructions communicated by telephone
are genuine (including verification of a form of personal identification) as,
if it does not, such Fund or the Transfer Agent may be liable for any losses
due to unauthorized or fraudulent transactions. Telephone instructions
received by shareholders of the Fund Classes are generally tape recorded. A
written confirmation will be provided for all purchase, exchange and redemption
transactions initiated by telephone.

SYSTEMATIC WITHDRAWAL PLANS
Shareholders of Class A, Class B and Class C Shares who own or purchase
$5,000 or more of shares at the offering price, or net asset value, as
applicable, for which certificates have not been issued may establish a
Systematic Withdrawal Plan for monthly withdrawals of $25 or more, or quarterly
withdrawals of $75 or more, although the Funds do not recommend any specific
amount of withdrawal. This $5,000 minimum does not apply for a Fund's
prototype retirement plans. Shares purchased with the initial investment and
through reinvestment of cash dividends and realized securities profits
distributions will be credited to the shareholder's account and sufficient full
and fractional shares will be redeemed at the net asset value calculated on the
third business day preceding the mailing date.
Checks are dated either the 1st or the 15th of the month, as selected by
the shareholder (unless such date falls on a holiday or a weekend) and are
normally mailed within two business days. Both

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ordinary income dividends and realized securities profits distributions will be
automatically reinvested in additional shares of a class at net asset value.
This plan is not recommended for all investors and should be started only after
careful consideration of its operation and effect upon the investor's savings
and investment program. To the extent that withdrawal payments from the plan
exceed any dividends and/or realized securities profits distributions paid on
shares held under the plan, the withdrawal payments will represent a return of
capital and the share balance may in time be depleted, particularly in a
declining market.
The sale of shares for withdrawal payments constitutes a taxable event
and a shareholder may incur a capital gain or loss for federal income tax
purposes. This gain or loss may be long-term or short-term depending on the
holding period for the specific shares liquidated. Premature withdrawals from
retirement plans may have adverse tax consequences.
Withdrawals under this plan made concurrently with the purchases of
additional shares of the same Fund may be disadvantageous to the shareholder.
Purchases of Class A Shares through a periodic investment program in a fund
managed by the Manager must be terminated before a Systematic Withdrawal Plan
with respect to such shares can take effect, except if the shareholder is a
participant in one of our retirement plans or is investing in Delaware Group
funds which do not carry a sales charge. Redemptions of Class A Shares pursuant
to a Systematic Withdrawal Plan may be subject to a Limited CDSC if the
purchase was made at net asset value and a dealer's commission has been paid on
that purchase. Redemptions of Class B Shares or Class C Shares pursuant to a
Systematic Withdrawal Plan may be subject to a CDSC, unless the annual amount
selected to be withdrawn is less than 12% of the account balance on the date
that the Systematic Withdrawal Plan was established. See Waiver of Contingent
Deferred Sales Charge - Class B and Class C Shares and Waiver of Limited
Contingent Deferred Sales Charge - Class A Shares under Redemption and Exchange
in the Prospectus for the Fund Classes. Shareholders should consult their
financial advisers to determine whether a Systematic Withdrawal Plan would be
suitable for them.
An investor wishing to start a Systematic Withdrawal Plan must complete
an authorization form. If the recipient of Systematic Withdrawal Plan payments
is other than the registered shareholder, the shareholder's signature on this
authorization must be guaranteed. Each signature guarantee must be supplied by
an eligible guarantor institution. The Funds reserve the right to reject a
signature guarantee supplied by an eligible institution based on its
creditworthiness. This plan may be terminated by the shareholder or the
Transfer Agent at any time by giving written notice.
The Systematic Withdrawal Plan is not available for the Institutional
Classes.

WEALTH BUILDER OPTION
Shareholders of the Fund Classes may elect to invest in one or more of
the other mutual funds in the Delaware Group through our Wealth Builder Option.
Under this automatic exchange program, shareholders can authorize regular
monthly investments (minimum of $100 per fund) to be liquidated from their
account and invested automatically into other mutual funds in the Delaware
Group, subject to the conditions and limitations set forth in the Fund Classes'
Prospectus. See Wealth Builder Option and Redemption and Exchange in the
Prospectus for the Fund Classes.
The investment will be made on the 20th day of each month (or, if the
fund selected is not open that day, the next business day) at the public
offering price or net asset value, as applicable, of the fund selected on the
date of investment. No investment will be made for any month if the value of
the shareholder's account is less than the amount specified for investment.
Periodic investment through the Wealth Builder Option does not insure
profits or protect against losses in a declining market. The price of the fund
into which investments are made could fluctuate. Since this program involves
continuous investment regardless of such fluctuating value, investors selecting
this option should consider their financial ability to continue to participate
in the program through periods of low fund share prices.

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This program involves automatic exchanges between two or more fund accounts and
is treated as a purchase of shares of the fund into which investments are made
through the program. See Exchange Privilege for a brief summary of the tax
consequences of exchanges.
Shareholders can also use the Wealth Builder Option to invest in the Fund
Classes through regular liquidations of shares in their accounts in other
mutual funds in the Delaware Group, subject to the conditions and limitations
described in the Fund Classes' Prospectus. Shareholders can terminate their
participation at any time by written notice to their Fund.
This option is not available to participants in the following plans:
SAR/SEP, SEP/IRA, Profit Sharing and Money Purchase Pension Plans, 401(k)
Defined Contribution Plans, 403(b)(7) Deferred Compensation Plans or 457
Deferred Compensation Plans. This option also is not available to shareholders
of the Institutional Classes.

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DISTRIBUTIONS

The International Equity Fund and the Global Assets Fund will normally
declare and make payments from net investment income on a quarterly basis. The
Global Bond Fund will normally declare and make payments from net investment
income on a monthly basis. The Emerging Markets Fund will normally declare and
make payments from net investment income on an annual basis.

Payments from net realized securities profits of a Fund, if any, will be
distributed annually in the quarter following the close of the fiscal year.
Dividend payments of $1.00 or less will be automatically reinvested,
notwithstanding a shareholder's election to receive dividends in cash. If such
a shareholder's dividends increase to greater than $1.00, the shareholder would
have to file a new election in order to begin receiving dividends in cash
again. Any check in payment of dividends or other distributions which cannot
be delivered by the United States Post Office or which remains uncashed for a
period of more than one year may be reinvested in the shareholder's account at
the then-current net asset value and the dividend option may be changed from
cash to reinvest. A Fund may deduct from a shareholder's account the costs of
the Fund's effort to locate a shareholder if a shareholder's mail is returned
by the U.S. Post Office or the Fund is otherwise unable to locate the
shareholder or verify the shareholder's mailing address. These costs may
include a percentage of the account when a search company charges a percentage
fee in exchange for their location services. See also Other Tax Requirements
under Accounting and Tax Issues.
Each class of shares of a Fund will share proportionately in the
investment income and expenses of that Fund, except that Class A Shares, Class
B Shares and Class C Shares alone will incur distribution fees under their
respective 12b-1 Plans. See Plans Under Rule 12b-1 for the Fund Classes.

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INVESTMENT MANAGEMENT AGREEMENTS AND SUB-ADVISORY AGREEMENT

Delaware International Advisers Ltd. ("Delaware International" or the
"Manager"), located at Veritas House, 125 Finsbury Pavement, London, England
EC2A 1NQ, furnishes investment management services to each Fund, subject to the
supervision and direction of Global Funds, Inc.'s Board of Directors. Delaware
International is affiliated with Delaware Management Company, Inc.
("Delaware"). Delaware International has entered into a Sub-Advisory Agreement
with Delaware for the Global Assets Fund.
Delaware and its predecessors have been managing the funds in the
Delaware Group since 1938. The aggregate assets of these funds on November 30,
1995 were approximately $10,383,560,000. Investment advisory services are also
provided to institutional accounts with assets on November 30, 1995 of
approximately $17,389,902,000.

The Investment Management Agreement for each Fund, with the exception of
the Emerging Markets Fund, and the Sub-Advisory Agreement for the Global Assets
Fund are dated April 3, 1995 and were approved by shareholders on March 29,
1995. The Investment Management Agreement for the Emerging Markets Fund is
dated May 1, 1996 and was approved by shareholders on April 30, 1996.

The Agreements have an initial term of two years and may be further
renewed after their initial terms only so long as such renewal and continuance
are specifically approved at least annually by the Board of Directors or by
vote of a majority of the outstanding voting securities of the Fund to which
the Agreement relates, and only if the terms of the renewal thereof have been
approved by the vote of a majority of the directors of Global Funds, Inc. who
are not parties thereto or interested persons of any such party, cast in person
at a meeting called for the purpose of voting on such approval. The Agreements
are terminable without penalty on 60 days' notice by the directors of Global
Funds, Inc. or by the Manager. The Agreements will terminate automatically in
the event of their assignment.

The Manager manages each Fund's investments. The compensation paid by
each Fund, with the exception of the Emerging Markets Fund, for investment
management services is equal to (on an annual basis) .75% of each Fund's
respective average daily net assets, less all directors' fees paid to the
unaffiliated directors by the Fund. The compensation paid by the Emerging
Markets Fund for investment management (on an annual basis) 1.25% of the
Fund's average daily net assets. The fees paid to Delaware International,
while higher than the advisory fees paid to other mutual funds in general,
are comparable to fees paid by other mutual funds with similar objectives
and policies.

Under the Sub-Advisory Agreement, Delaware manages the Global Assets
Fund's investments in U.S. securities. Delaware will receive from the Manager,
25% of the investment management fees under the Manager's Investment Management
Agreement with Global Funds, Inc. on behalf of the Global Assets Fund.
On November 30, 1995, the total net assets of Global Funds, Inc. were
$85,224,032, broken down as follows: International Equity Fund - $77,386,950;
Global Bond Fund - $1,905,845 and Global Assets Fund - $5,931,237. The
Emerging Markets Fund was not offered to the public prior to the date of this
Part B.

Beginning December 1, 1995, Delaware International had elected
voluntarily to waive that portion, if any, of the annual management fees
payable by the International Equity Fund, the Global Bond Fund and the Global
Assets Fund to the extent necessary to ensure that the Total Operating Expenses
(i) of the Class A Shares of those Funds do not exceed 1.85%, 1.25% and 1.25%,
respectively, (ii) of the Class B Shares of those Funds do not exceed 2.55%,
1.95% and 1.95%, respectively, and (iii) of the Institutional Classes of those
Funds do not exceed 1.55%, 0.95% and 0.95%, respectively (in each case,
exclusive of taxes, interest, brokerage commissions and extraordinary expenses,
but inclusive of 12b-1 expenses) through November 30, 1996.

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From June 1, 1994 through November 30, 1994, Delaware International
elected voluntarily to waive that portion, if any, of the annual management
fees payable by the International Equity Fund and to reimburse the Fund to the
extent necessary to ensure that the Total Operating Expenses of the
International Equity Fund A Class and the International Equity Fund
Institutional Class did not exceed 1.50% (exclusive of taxes, interest,
brokerage commissions, extraordinary expenses and, in the case of the
International Equity Fund A Class, 12b-1 expenses). Through November 30, 1994,
the waiver and reimbursement noted above with respect to the International
Equity Fund A Class also applied to the International Equity Fund B Class.
Prior to June 1, 1994, a waiver and reimbursement commitment was in place to
ensure expenses did not exceed 1.25% (exclusive of taxes, interest, brokerage
commissions and extraordinary expenses, but inclusive of 12b-1 expenses) and
0.95% (exclusive of taxes, interest, brokerage commissions and extraordinary
expenses) for the International Equity Fund A Class and the International
Equity Fund Institutional Class, respectively. Delaware International had also
elected to voluntarily waive that portion, if any, of the annual management
fees payable by the Global Bond Fund and the Global Assets Fund to ensure that
the Total Operating Expenses of these Funds (exclusive of taxes, interest,
brokerage commissions, extraordinary expenses and, in the case of the Global
Bond Fund A Class, the Global Bond Fund B Class, the Global Assets Fund A Class
and the Global Assets Fund B Class, 12b-1 expenses) did not exceed 0.95%
through November 30, 1995.

For the fiscal year ended November 30, 1993, the Manager voluntarily
waived its entire investment management fee of $146,221, and reimbursed the
International Equity Fund for expenses in the amount of $36,188. For the
fiscal year ended November 30, 1994, the investment management fee of the
International Equity Fund amounted to $415,544 of which $149,271 was waived and
$266,273 was paid. For the fiscal year ended November 30, 1995, the investment
management fee paid by the International Equity Fund was $512,638.
For the period December 27, 1994 (date of initial public offering) though
November 30, 1995, the Manager voluntarily waived its entire investment
management fees in the amounts of $4,777 and $12,907, respectively, for the
Global Bond Fund and the Global Assets Fund and reimbursed these Funds in the
amounts of $128,531 and $131,397, respectively.
Delaware International and Delaware are controlled and indirectly,
wholly-owned by Delaware Management Holdings, Inc.
Except for those expenses borne by the Manager under the Investment
Management Agreements and the Distributor under the Distribution Agreements,
each Fund is responsible for all of its own expenses. Among others, these
include each Fund's proportionate share of rent and certain other
administrative expenses; the investment management fees; transfer and dividend
disbursing agent fees and costs; custodian expenses; federal and state
securities registration fees; proxy costs; and the costs of preparing
prospectuses and reports sent to shareholders.
For the fiscal year ended November 30, 1995, the ratios of expenses to
average net assets for the Class A Shares, the Class B Shares and the
Institutional Class of the International Equity Fund were 2.07%, 2.77% and
1.77%, respectively. For the period December 27, 1994 (date of initial public
offering) through November 30, 1995, the ratios of expenses to average net
assets for the Class A Shares, the Class B Shares and the Institutional Class
of the Global Bond Fund were, annualized, 1.25%, 1.95% and 0.95%, respectively.
For the period December 27, 1994 (date of initial public offering) through
November 30, 1995, the ratios of expenses to average net assets for the Class A
Shares, the Class B Shares and the Institutional Class of the Global Assets
Fund were, annualized, 1.25%, 1.95% and 0.95%, respectively. The ratios for
the Class A Shares and the Class B Shares for each Fund reflect the impact of
its 12b-1 Plan. The ratios for the Global Bond Fund and the Global Assets Fund
reflect the waiver of fees noted above. Each Fund anticipates that the ratio
of expenses to average daily net assets of Class C Shares of a Fund will be
approximately equal to that of Class B Shares of the same Fund.

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By California regulation, the Manager is required to waive certain fees
and reimburse a Fund for certain expenses to the extent that such Fund's
operating expenses, exclusive of taxes, interest, brokerage commissions and
extraordinary expenses, exceed 2 1/2% of its first $30 million of average daily
net assets, 2% of the next $70 million of average daily net assets and 1 1/2%
of any additional average daily net assets. For the fiscal year ended November
30, 1995, no such reimbursement was necessary or paid for any of the Funds.

DISTRIBUTION AND SERVICE

The Distributor, Delaware Distributors, L.P. (which formerly conducted
business as Delaware Distributors, Inc.), located at 1818 Market Street, serves
as the national distributor of each Fund's shares, with the exception of the
Emerging Markets Fund, under separate Distribution Agreements dated April 3,
1995, as amended on November 29, 1995. The Distributor serves as the national
distributor of the Emerging Markets Fund's shares under a Distribution
Agreement dated May 1, 1996. The Distributor is an affiliate of the Manager
and bears all of the costs of promotion and distribution, except for payments
by each Fund on behalf of its respective Class A Shares, Class B Shares and
Class C Shares under the 12b-1 Plan for each class. Prior to January 3, 1995,
Delaware Distributors, Inc. ("DDI") served as the national distributor of each
Fund's shares. On that date, Delaware Distributors, L.P., a newly formed
limited partnership, succeeded to the business of DDI. All officers and
employees of DDI became officers and employees of Delaware Distributors, L.P.
DDI is the corporate general partner of Delaware Distributors, L.P. and both
DDI and Delaware Distributors, L.P. are indirect, wholly-owned subsidiaries of
Delaware Management Holdings, Inc.

The Transfer Agent, Delaware Service Company, Inc., another affiliate of
the Manager located at 1818 Market Street, Philadelphia, PA 19103, serves as
the Fund's shareholder servicing, dividend disbursing and transfer agent
pursuant to a Shareholders Services Agreement dated October 25, 1991. Delaware
Service Company, Inc. serves as the shareholder servicing, dividend disbursing
and transfer agent for the Emerging Markets Fund under an Agreement dated May
1, 1996. The Transfer Agent is also an indirect, wholly-owned subsidiary of
Delaware Management Holdings, Inc.

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OFFICERS AND DIRECTORS

The business and affairs of Global Funds, Inc. are managed under the
direction of its Board of Directors.

On March 29, 1996, Global Funds, Inc.'s officers and directors owned less
than 1% of the outstanding shares of the International Equity Fund A Class, the
International Equity Fund B Class and the International Equity Fund C Class,
respectively, and approximately 6.10% of the outstanding shares of the
International Equity Fund Institutional Class; approximately 25.99% of the
outstanding shares of the Global Bond Fund Institutional Class, and less than
1% of the outstanding shares of the Global Bond Fund A Class, the Global Bond
Fund B Class and Global Bond Fund C Class; and approximately 14.18% of the
outstanding shares of the Global Assets Fund Institutional Class and less than
1% of the outstanding shares of the Global Assets Fund A Class, the Global
Assets Fund B Class and Global Assets Fund C Class, respectively.

As of March 29, 1996, management believes the following accounts held 5%
or more of the outstanding shares of, respectively, the International Equity
Fund B Class, International Equity Fund C Class and International Equity Fund
Institutional Class: Merrill, Lynch, Pierce, Fenner & Smith Inc., Mutual Fund
Operations, Attention Book Entry, 4800 Deer Lake Drive East, 3rd Fl.,
Jacksonville, FL 32246 held of record for the benefit of others 31,677 shares
(7.67%) of the outstanding shares of the International Equity Fund B Class.
Merrill, Lynch, Pierce, Fenner & Smith Inc., Mutual Fund Operations, Attention
Book Entry, 4800 Deer Lake Drive East, 3rd Fl., Jacksonville, FL 32246 held of
record for the benefit of others 4,904 shares (16.42%); A G Edwards Sons Inc.,
C/F Erwin I. Lewis, IRA Account, 96347 La Granada Avenue, Fountain Vly, CA
92708 held 3,230 shares (10.82%); Prudential Securities FBO Mary A. Otte
Lammers, P.O. Box 240656, Apple Valley, MN 55124 held 2,339 shares (7.83%);
Dain Bosworth, Inc. FBO SMACNA Northern IL Inc., Attn: Sheena Baker, 4010 E.
State Street, Room 204, Rockford, IL 61108 held 1,971 shares (6.60%);
Prudential Securities FBO Mary E. G. Fountain, Charles W. Fountain Co-ttees,
Mary E. G. Fountain Rev Lvg Tr, UA dtd 9/27/91, Brighton, MI 48116 held 1,948
shares (6.52%); and William B Grosh M.D. and Janet E. Grosh, 718 Buck Wood Ln.,
Lititz, PA 17543 held 1,577 shares (5.29%) of the outstanding shares of the
International Equity Fund C Class. Northern Telecom Inc. Long Term Investing
Plan, C/O Btny Service, Attn: John Sawicki, 34 Exchange Place MS 3064, Jersey
City, NJ 07302 held 471,691 shares (30.10%); Price Waterhouse, LLP Savings
Plan, National Administrative Center, P.O. Box 3004, Tampa, FL 33630 held
446,991 shares (28.48%); Delaware Management Company, Inc. Employee Profit
Sharing Trust, C/O Rick Seidel, 1818 Market Street, Philadelphia, PA 19103 held
106,974 shares (18.06%); and Charles Schwab & Co. Inc., Attn. Mutual Fund
Dept., 101 Montgomery Street, San Francisco, CA 94104 held 106,974 shares
(6.82%) of the outstanding shares of the International Equity Fund
Institutional Class. Shares held by Delaware Management Company, Inc. Employee
Profit Sharing Trust are beneficially owned by the participants in that plan.

As of March 29, 1996, management believes the following accounts held 5%
or more of the outstanding shares of, respectively, the Global Bond Fund A
Class, Global Bond Fund B Class, Global Bond Fund C Class and Global Bond Fund
Institutional Class: Paine Webber FBO Norman B. Chenevert and Raymond B.
Chenevert Ten Com, 1111 South Clank St., P.O. Box 13099, New Orleans, LA 70125
held 11,123 shares (8.10%); Prudential Securities FBO Russell W. Bagley IRA dtd
4/13/95, 5700 Northwood Ridge, Bloomington, MN 55437 held 9,558 shares (6.92%);
and U.S. Clearing Corp., Cust. Rosemary A. Thies IRA, 10001 W. Frontage Rd.
165, South Gate, CA 90280 held 7,044 shares (5.10%) of the outstanding shares
of the Global Bond Fund A Class. Prudential Securities FBO Joanne L. Wood
TTEE, Joanne L. Wood Trust, UA dtd 8/18/92, 1455 Carla Ridge, Beverly Hills, CA
90210 held 9,296 shares (34.67%); Merrill, Lynch, Pierce, Fenner & Smith Inc.,
Mutual Fund Operations, Attention

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<PAGE> 177

Book Entry, 4800 Deer Lake Drive East, 3rd Fl., Jacksonville, FL 32246 held of
record for the benefit of others 3,479 shares (12.98%); Warren Stratton TTEE,
Canfield Childrens Trust, UA dtd 4/14/94, 71 Pilgrim Drive, Bedford, NH 03110
held 2,250 shares (8.39%); Warren Stratton TTEE, Canfield Grandchildrens
Group, UA dtd 4/14/94, 71 Pilgrim Drive, Bedford, NH 03110 held 1,549 shares
(5.78%); Paine Webber FBO Orville L. Mitchell and Thelma F. Mitchell JTWROS,
Box 337, Dallas Center, IA 50063 held 1,477 shares (5.51%); and Colleen C.
Reynolds, 19 Westview Drive, Danielson, CT 06239 held 1,465 shares (5.47%) of
the outstanding shares of the Global Bond Fund B Class. Prudential Securities
FBO Mary A. Otte Lammers IRA, dtd 12/20/95, P.O. Box 240656, Apple Valley, MN
55124 held 1,771 shares (37.03%); Dain Bosworth Inc. FBO SMACNA Northern IL
Inc., Attn. Sheena Baker, 4010 E. State St. Room 204, Rockford, IL 61108 held
1,108 shares (23.18%); Paine Webber FBO Paul K. Lewis, Jr., Living Trust dtd
7/26/95, Paul K. Lewis, Jr. TTEE, 750 Weaver Dairy Road 3107, Chapel Hill, NC
27514 held 930 shares (19.46%); Delaware Management Company, Inc., Attn. Joseph
H. Hastings, 1818 Market Street, Philadelphia, PA 19103 held 480 shares
(10.04%); and George H. Johnson and Nancy H. Johnson, 163 Loehr Rd., Tolland,
CT 06084 held 327 shares (6.84%) of the outstanding shares of the Global Bond
Fund C Class. Delaware Management Company, Inc., C/O Joseph H. Hastings, 1818
Market Street, Philadelphia, PA 19103 held 45,444 shares (49.67%); and Delaware
Management Company, Inc. Employee Profit Sharing Trust, C/O Rick Seidel, 1818
Market Street, Philadelphia, PA 19103 held 45,255 shares (49.46%) of the
outstanding shares of the Global Bond Fund Institutional Class. Shares held by
Delaware Management Company, Inc. Employee Profit Sharing Plan are
beneficially owned by the participants in that plan. As participants in the
Delaware Management Company, Inc. Employee Profit Sharing Plan, Richard G.
Unruh held 11,387 shares (12.44%), Dennis L. Adams and Edward N. Antoian each
held 11,361 shares (12.41%) and John S. Connors held 6,898 shares (7.53%) of
the outstanding shares of the Global Bond Fund Institutional Class.

As of March 29, 1996, management believes the following accounts held 5%
or more of the outstanding shares of, respectively, the Global Assets Fund A
Class, Global Assets Fund B Class, Global Assets Fund C Class and Global Assets
Fund Institutional Class: Richard H. Hoffman and Merris Ann Hoffman, 1811
Lesher Mill Road, Palm, PA 18070 held 28,578 shares (5.59%) of the outstanding
shares of the Global Assets Fund A Class. Merrill, Lynch, Pierce, Fenner &
Smith Inc., Mutual Fund Operations, Attention Book Entry, 4800 Deer Lake Drive
East, 3rd Fl., Jacksonville, FL 32246 held of record for the benefit of others
158,405 shares (6.15%) of the outstanding shares of the Global Assets Fund B
Class. Merrill Lynch, Pierce, Fenner & Smith Inc., Mutual Fund Operations,
Attention Book Entry, 4800 Deer Lake Drive East, 3rd Fl., Jacksonville, FL
32246 held 14,311 shares (70.01%); Leon Y. Ferezy, P.O. Box 6, Accord, NY 12404
held 2,242 shares (10.97%); and Prudential Securities FBO Mary A. Otte Lammers,
P.O. Box 240656, Apple Valley, MN 55124 held 1,257 shares (6.15%) of the
outstanding shares of the Global Assets Fund C Class. Delaware Management
Company, Inc., C/O Joseph H. Hastings, 1818 Market Street, Philadelphia, PA
19103 held 85,423 shares (51.33%); and Delaware Management Company, Inc.
Employee Profit Sharing Trust, C/O Rick Seidel, 1818 Market Street,
Philadelphia, PA 19103 held 78,566 shares (47.21%) of the outstanding shares of
the Global Assets Fund Institutional Class. Shares held by Delaware Management
Company, Inc. Employee Profit Sharing Trust are beneficially owned by the
participants in that plan. As participants in the Delaware Management Company,
Inc. Employee Profit Sharing Plan, Dennis L. Adams and Edward N. Antoian each
held 10,678 shares (6.41%) and John S. Connors held 10,440 shares (6.27%) of
the outstanding shares of the Global Assets Fund Institutional Class.

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<PAGE> 178

DMH Corp., Delaware Management Company, Inc., Delaware Distributors,
L.P., Delaware Distributors, Inc., Delaware Service Company, Inc., Delaware
Management Trust Company, Delaware International Holdings Ltd., Founders
Holdings, Inc., Delaware International Advisers Ltd., Delaware Capital
Management, Inc. and Delaware Investment & Retirement Services, Inc. are direct
or indirect, wholly-owned subsidiaries of Delaware Management Holdings, Inc.
("DMH"). On April 3, 1995, a merger between DMH and a wholly-owned subsidiary
of Lincoln National Corporation ("Lincoln National") was completed. In
connection with the merger, new Investment Management Agreements between Global
Funds, Inc. on behalf of each Fund, with the exception of the Emerging Markets
Fund, and the Manager, and a new Sub-Advisory Agreement between the Manager and
the Sub-Adviser on behalf of the Global Assets Fund and the Sub-Adviser were
executed following shareholder approval. DMH, the Manager and the Sub-Adviser
are now wholly-owned subsidiaries, and subject to the ultimate control, of
Lincoln National. Lincoln National, with headquarters in Fort Wayne, Indiana,
is a diversified organization with operations in many aspects of the financial
services industry, including insurance and investment management.

Certain officers and directors of Global Funds, Inc. hold identical
positions in each of the other funds in the Delaware Group. Directors and
principal officers of Global Funds, Inc. are noted below along with their ages
and their business experience for the past five years. Unless otherwise noted,
the address of each officer and director is One Commerce Square, Philadelphia,
PA 19103.

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*WAYNE A. STORK (58)
Chairman, President, Chief Executive Officer, Director and/or Trustee of
Global Funds, Inc., 15 other investment companies in the Delaware
Group (which excludes Delaware Pooled Trust, Inc.), Delaware
Management Holdings, Inc., DMH Corp., Delaware International
Holdings Ltd. and Founders Holdings, Inc.

Chairman and Director of Delaware Pooled Trust, Inc., Delaware
Distributors, Inc., Delaware Capital Management, Inc. and Delaware
Investment & Retirement Services, Inc.

Chairman, President, Chief Executive Officer, Chief Investment Officer
and Director of Delaware Management Company, Inc.

Chairman, Chief Executive Officer and Director of Delaware International
Advisers Ltd.

Director of Delaware Service Company, Inc.

During the past five years, Mr. Stork has served in various executive
capacities at different times within the Delaware organization.

WINTHROP S. JESSUP (50)
Executive Vice President of Global Funds, Inc. and 15 other investment
companies in the Delaware Group (which excludes Delaware Pooled
Trust, Inc.) and Delaware Management Holdings, Inc.
President and Chief Executive Officer of Delaware Pooled Trust, Inc.

President and Director of Delaware Capital Management, Inc.

Executive Vice President and Director of DMH Corp., Delaware Management
Company, Inc., Delaware International Holdings Ltd. and Founders
Holdings, Inc.
Vice Chairman and Director of Delaware Distributors, Inc.
Vice Chairman of Delaware Distributors, L.P.
Director of Delaware Service Company, Inc., Delaware International
Advisers Ltd., Delaware Management Trust Company and Delaware
Investment & Retirement Services, Inc.
During the past five years, Mr. Jessup has served in various executive
capacities at different times within the Delaware organization.

RICHARD G. UNRUH, JR. (56)
Executive Vice President of Global Funds, Inc. and each of the other 16
investment companies in the Delaware Group.
Executive Vice President and Director of Delaware Management Company,
Inc.
Senior Vice President of Delaware Management Holdings, Inc.
Director of Delaware International Advisers Ltd.
During the past five years, Mr. Unruh has served in various executive
capacities at different times within the Delaware organization.

- -----------------------------
*Director affiliated with the Funds' investment manager and considered an
"interested person" as defined in the 1940 Act.

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PAUL E. SUCKOW (48)
Executive Vice President/Chief Investment Officer, Fixed Income of the
Fund, each of the other 16 investment companies in the Delaware
Group and Delaware Management Company, Inc.
Senior Vice President/Chief Investment Officer, Fixed Income of Delaware
Management Holdings, Inc.
Senior Vice President and Director of Founders Holdings, Inc.
Director of Founders CBO Corporation.
Before returning to the Delaware Group in 1993, Mr. Suckow was Executive
Vice President and Director of Fixed Income for Oppenheimer
Management Corporation, New York, NY from 1985 to 1992. Prior to
that, Mr. Suckow was a fixed income portfolio manager for the
Delaware Group.

WALTER P. BABICH (68)
Director and/or Trustee of Global Funds, Inc. and each of the other 16
investment companies in the Delaware Group.
460 North Gulph Road, King of Prussia, PA 19406.
Board Chairman, Citadel Constructors, Inc.
From 1986 to 1988, Mr. Babich was a partner of Irwin & Leighton and from
1988 to 1991, he was a partner of I&L Investors.

ANTHONY D. KNERR (57)
Director and/or Trustee of Global Funds, Inc. and each of the other 16
investment companies in the Delaware Group.
500 Fifth Avenue, New York, NY 10110.
Founder and Managing Director, Anthony Knerr & Associates.
From 1982 to 1988, Mr. Knerr was Executive Vice President/Finance and
Treasurer of Columbia University, New York. From 1987 to 1989, he
was also a lecturer in English at the University. In addition, Mr.
Knerr was Chairman of The Publishing Group, Inc., New York, from
1988 to 1990. Mr. Knerr founded The Publishing Group, Inc. in
1988.

ANN R. LEVEN (55)
Director and/or Trustee of Global Funds, Inc. and each of the other 16
investment companies in the Delaware Group.
785 Park Avenue, New York, NY 10021.
Treasurer, National Gallery of Art.

From 1984 to 1990, Ms. Leven was Treasurer and Chief Fiscal Officer of
the Smithsonian Institution, Washington, DC, and from 1975 to 1992,
she was Adjunct Professor of Columbia Business School.

W. THACHER LONGSTRETH (75)

Director and/or Trustee of the Fund and each of the other 16 investment
companies in the Delaware Group.

City Hall, Philadelphia, PA 19107.
Philadelphia City Councilman.

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<PAGE> 181
CHARLES E. PECK (70)
Director and/or Trustee of Global Funds, Inc. and each of the other 16
investment companies in the Delaware Group.
P.O. Box 1102, Columbia, MD 21044.

Secretary/Treasurer, Enterprise Homes, Inc.

From 1981 to 1990, Mr. Peck was Chairman and Chief Executive Officer of
The Ryland Group, Inc., Columbia, MD.

DAVID K. DOWNES (56)
Senior Vice President/Chief Administrative Officer/Chief Financial
Officer of Global Funds, Inc., each of the other 16 investment
companies in the Delaware Group and Delaware Management Company,
Inc.
Chairman and Director of Delaware Management Trust Company.
Chief Executive Officer and Director of Delaware Investment & Retirement
Services, Inc.
Senior Vice President/Chief Administrative Officer/Chief Financial
Officer/Treasurer of Delaware Management Holdings, Inc.
Senior Vice President/Chief Financial Officer/Treasurer and Director of
DMH Corp.
Senior Vice President/Chief Administrative Officer and Director of
Delaware Distributors, Inc.
Senior Vice President/Chief Administrative Officer of Delaware
Distributors, L.P.
Senior Vice President/Chief Administrative Officer/Chief Financial
Officer and Director of Delaware Service Company, Inc.
Chief Financial Officer and Director of Delaware International Holdings
Ltd.

Senior Vice President/Chief Financial Officer/Treasurer of Delaware
Capital Management, Inc.

Senior Vice President and Director of Founders Holdings, Inc.

Director of Delaware International Advisers Ltd.
Before joining the Delaware Group in 1992, Mr. Downes was Chief
Administrative Officer, Chief Financial Officer and Treasurer of
Equitable Capital Management Corporation, New York, from December
1985 through August 1992, Executive Vice President from December
1985 through March 1992 and Vice Chairman from March 1992 through
August 1992.

GEORGE M. CHAMBERLAIN, JR. (48)

Senior Vice President and Secretary of Global Funds, Inc., each of the
other 16 investment companies in the Delaware Group, Delaware
Management Holdings, Inc. and Delaware Distributors, L.P.

Executive Vice President, Secretary and Director of Delaware Management
Trust Company.

Senior Vice President, Secretary and Director of DMH Corp., Delaware
Management Company, Inc., Delaware Distributors, Inc., Delaware
Service Company, Inc., Delaware Investment & Retirement Services,
Inc. and Delaware Capital Management, Inc.

Corporate Vice President, Secretary and Director of Founders Holdings,
Inc.

Secretary and Director of Delaware International Holdings Ltd.
Director of Delaware International Advisers Ltd.
Attorney.
During the past five years, Mr. Chamberlain has served in various
capacities at different times within the Delaware organization.

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<PAGE> 182
GEORGE H. BURWELL (34)
Vice President/Senior Portfolio Manager of Global Funds, Inc., of seven
other equity investment companies in the Delaware Group and of
Delaware Management Company, Inc.
Before joining the Delaware Group in 1992, Mr. Burwell was a portfolio
manager for Midlantic Bank, New Jersey. In addition, he was a
security analyst for Balis & Zorn, New York and for First Fidelity
Bank, New Jersey.

PAUL A. MATLACK (36)
Vice President/Senior Portfolio Manager of Global Funds, Inc., of nine
other income investment companies and the closed-end funds in the
Delaware Group and of Delaware Management Company, Inc.
Vice President of Founders Holdings, Inc.
Secretary and Director of Founders CBO Corporation.
During the past five years, Mr. Matlack has served in various capacities
at different times within the Delaware organization.

GERALD T. NICHOLS (37)
Vice President/Senior Portfolio Manager of Global Funds, Inc., of nine
other income investment companies and the closed-end funds in the
Delaware Group and of Delaware Management Company, Inc.
Vice President of Founders Holdings, Inc.
Treasurer and Director of Founders CBO Corporation.
During the past five years, Mr. Nichols has served in various capacities
at different times within the Delaware organization.

JOSEPH H. HASTINGS (46)

Vice President/Corporate Controller of Global Funds, Inc., each of the
other 16 investment companies in the Delaware Group, Delaware
Management Holdings, Inc., DMH Corp., Delaware Management Company,
Inc., Delaware Distributors, L.P., Delaware Distributors, Inc.,
Delaware Service Company, Inc., Delaware Capital Management, Inc.,
Founders Holdings, Inc. and Delaware International Holdings Ltd.

Chief Financial Officer/Treasurer of Delaware Investment & Retirement
Services, Inc.
Executive Vice President/Chief Financial Officer/Treasurer of Delaware
Management Trust Company.
Assistant Treasurer of Founders CBO Corporation.
1818 Market Street, Philadelphia, PA 19103.
Before joining the Delaware Group in 1992, Mr. Hastings was Chief
Financial Officer for Prudential Residential Services, L.P., New
York, NY from 1989 to 1992. Prior to that, Mr. Hastings served as
Controller and Treasurer for Fine Homes International, L.P.,
Stamford, CT from 1987 to 1989.

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MICHAEL P. BISHOF (33)

Vice President/Treasurer of Global Funds, Inc., each of the other 16
investment companies in the Delaware Group, Delaware Management
Company, Inc., Delaware Distributors, Inc., Delaware Distributors,
L.P., Delaware Service Company, Inc., Delaware Service Company,
Inc., Founders Holdings, Inc. and Founders CBO Corporation.

Vice President/Manager of Investment Accounting of Delaware International
Holdings Ltd.

Before joining the Delaware Group in 1995, Mr. Bishof was a Vice
President for Bankers Trust, New York, NY from 1994 to 1995, a
Vice President for CS First Boston Investment Management, New
York, NY from 1993 to 1994 and an Assistant Vice President for
Equitable Capital Management Corporation, New York, NY from
1987 to 1993.

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<PAGE> 184

The following is a compensation table listing for each director entitled
to receive compensation, the aggregate compensation received from Global Funds,
Inc. and the total compensation received from all Delaware Group funds for the
fiscal year ended November 30, 1995 and an estimate of annual benefits to be
received upon retirement under the Delaware Group Retirement Plan for
Directors/Trustees as of April 18, 1996.

<TABLE>
<CAPTION>
PENSION OR
RETIREMENT ESTIMATED TOTAL
BENEFITS ANNUAL COMPENSATION
AGGREGATE ACCRUED BENEFITS FROM ALL 17
COMPENSATION AS PART OF UPON DELAWARE
NAME FROM GLOBAL GLOBAL FUNDS, RETIREMENT* GROUP FUNDS
FUNDS, INC. INC. EXPENSES
<S> <C> <C> <C> <C>
W. Thacher Longstreth $2,179 None $30,000 $58,188
Ann R. Leven $2,474 None $30,000 $66,324
Walter P. Babich $2,503 None $30,000 $67,324
Anthony D. Knerr $2,239 None $30,000 $62,613
Charles E. Peck $2,179 None $30,000 $58,188
</TABLE>

* Under the terms of the Delaware Group Retirement Plan for
Directors/Trustees, each disinterested director who, at the time of his or
her retirement from the Board, has attained the age of 70 years and served
on the Board for at least five continuous years, is entitled to receive
payments from each fund in the Delaware Group for a period equal to the
lesser of the number of years that such person served as a director or the
remainder of such person's life. The amount of such payments will be
equal, on an annual basis, to the amount of the annual retainer that is
paid to directors of each fund at the time of such person's retirement. If
an eligible director retired as of April 18, 1996, he or she would be
entitled to annual payments totaling $30,000, in the aggregate, from all of
the funds in the Delaware Group, based on the number of funds in the
Delaware Group as of that date.

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<PAGE> 185
EXCHANGE PRIVILEGE

The exchange privileges available for shareholders of the Fund's classes
and for shareholders of classes of other funds in the Delaware Group are set
forth in the relevant prospectuses for such classes. The following supplements
that information. The Funds may modify, terminate or suspend the exchange
privilege upon 60 days' notice to shareholders.
All exchanges involve a purchase of shares of the fund into which the
exchange is made. As with any purchase, an investor should obtain and
carefully read that fund's prospectus before buying shares in an exchange. The
prospectus contains more complete information about the fund, including charges
and expenses. A shareholder requesting an exchange will be sent a current
prospectus and an authorization form for any of the other mutual funds in the
Delaware Group. Exchange instructions must be signed by the record owner(s)
exactly as the shares are registered.
An exchange constitutes, for tax purposes, the sale of one fund and the
purchase of another. The sale may involve either a capital gain or loss to the
shareholder for federal income tax purposes.
In addition, investment advisers and dealers may make exchanges between
funds in the Delaware Group on behalf of their clients by telephone or other
expedited means. This service may be discontinued or revised at any time by
the Transfer Agent. Such exchange requests may be rejected if it is determined
that a particular request or the total requests at any time could have an
adverse effect on any of the funds. Requests for expedited exchanges may be
submitted with a properly completed exchange authorization form, as described
above.

TELEPHONE EXCHANGE PRIVILEGE
Shareholders owning shares for which certificates have not been issued or
their investment dealers of record may exchange shares by telephone for shares
in other mutual funds in the Delaware Group. This service is automatically
provided unless the relevant Fund receives written notice from the shareholder
to the contrary.
Shareholders or their investment dealers of record may contact the
Shareholder Service Center at 800-523-1918 or, in the case of shareholders of
the Institutional Classes, their Client Services Representative at
800-828-5052, to effect an exchange. The shareholder's current Fund account
number must be identified, as well as the registration of the account, the
share or dollar amount to be exchanged and the fund into which the exchange is
to be made. Requests received on any day after the time the offering price and
net asset value are determined will be processed the following day. See
Determining Offering Price and Net Asset Value. Any new account established
through the exchange will automatically carry the same registration,
shareholder information and dividend option as the account from which the
shares were exchanged. The exchange requirements of the fund into which the
exchange is being made, such as sales charges, eligibility and investment
minimums, must be met. (See the prospectus of the fund desired or inquire by
calling the Transfer Agent or, as relevant, your Client Services
Representative.) Certain funds are not available for retirement plans.
The telephone exchange privilege is intended as a convenience to
shareholders and is not intended to be a vehicle to speculate on short-term
swings in the securities market through frequent transactions in and out of the
funds in the Delaware Group. Telephone exchanges may be subject to limitations
as to amounts or frequency. The Transfer Agent and the Funds reserve the right
to record exchange instructions received by telephone and to reject exchange
requests at any time.
As described in the Funds' Prospectuses, neither the Funds nor their
Transfer Agent is responsible for any shareholder loss incurred in acting upon
written or telephone instructions for redemption or exchange of Fund shares
which are reasonably believed to be genuine.

RIGHT TO REFUSE TIMING ACCOUNTS
With regard to accounts that are administered by market timing services
("Timing Firms") to purchase or redeem shares based on changing economic and
market conditions ("Timing Accounts"), each Fund will refuse any new timing
arrangements, as well as any new purchases (as

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<PAGE> 186
opposed to exchanges) in Delaware Group funds from Timing Firms. Each Fund
reserves the right to temporarily or permanently terminate the exchange
privilege or reject any specific purchase order for any person whose
transactions seem to follow a timing pattern who: (i) makes an exchange request
out of the Fund within two weeks of an earlier exchange request out of the
Fund, or (ii) makes more than two exchanges out of the Fund per calendar
quarter, or (iii) exchanges shares equal in value to at least $5 million, or
more than 1/4 of 1% of the Fund's net assets. Accounts under common ownership
or control, including accounts administered so as to redeem or purchase shares
based upon certain predetermined market indicators, will be aggregated for
purposes of the exchange limits.

RESTRICTIONS ON TIMED EXCHANGES
Timing Accounts operating under existing timing agreements may only
execute exchanges between the following eight Delaware Group funds: (1) Decatur
Income Fund, (2) Decatur Total Return Fund, (3) Delaware Fund, (4) Limited-Term
Government Fund, (5) Tax-Free USA Fund, (6) Delaware Cash Reserve, (7)
Delchester Fund and (8) Tax-Free Pennsylvania Fund. No other Delaware Group
funds are available for timed exchanges. Assets redeemed or exchanged out of
Timing Accounts in Delaware Group funds not listed above may not be reinvested
back into that Timing Account. Each Fund reserves the right to apply these
same restrictions to the account(s) of any person whose transactions seem to
follow a timing pattern (as described above).
Each Fund also reserves the right to refuse the purchase side of an
exchange request by any Timing Account, person, or group if, in the Manager's
judgment, the Fund would be unable to invest effectively in accordance with its
investment objectives and policies, or would otherwise potentially be adversely
affected. A shareholder's purchase exchanges may be restricted or refused if a
Fund receives or anticipates simultaneous orders affecting significant portions
of the Fund's assets. In particular, a pattern of exchanges that coincide with
a "market timing" strategy may be disruptive to a Fund and therefore may be
refused.
Except as noted above, only shareholders and their authorized brokers of
record will be permitted to make exchanges or redemptions.
Following is a summary of the investment objectives of the other Delaware
Group funds:
DELAWARE FUND seeks long-term growth by a balance of capital appreciation,
income and preservation of capital. It uses a dividend-oriented valuation
strategy to select securities issued by established companies that are believed
to demonstrate potential for income and capital growth. DEVON FUND seeks
current income and capital appreciation by investing primarily in
income-producing common stocks, with a focus on common stocks the Manager
believes have the potential for above average dividend increases over time.
TREND FUND seeks long-term growth by investing in common stocks issued by
emerging growth companies exhibiting strong capital appreciation potential.
VALUE FUND seeks capital appreciation by investing primarily in common
stocks whose market values appear low relative to their underlying value or
future potential.
DELCAP FUND seeks long-term capital growth by investing in common stocks
and securities convertible into common stocks of companies that have a
demonstrated history of growth and have the potential to support continued
growth.
DECATUR INCOME FUND seeks the highest possible current income by investing
primarily in common stocks that provide the potential for income and capital
appreciation without undue risk to principal. DECATUR TOTAL RETURN FUND seeks
long-term growth by investing primarily in securities that provide the
potential for income and capital appreciation without undue risk to principal.
DELCHESTER FUND seeks as high a current income as possible by investing
principally in high yield, high risk corporate bonds, and also in U.S.
Government securities and commercial paper.
U.S. GOVERNMENT FUND seeks high current income by investing primarily in
long-term U.S. Government debt obligations issued or guaranteed by the U.S.
Government, its agencies or instrumentalities.

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LIMITED-TERM GOVERNMENT FUND seeks high, stable income by investing
primarily in a portfolio of short- and intermediate-term securities issued or
guaranteed by the U.S. Government, its agencies or instrumentalities and
instruments secured by such securities. U.S. GOVERNMENT MONEY FUND seeks
maximum current income with preservation of principal and maintenance of
liquidity by investing only in short-term securities issued or guaranteed as to
principal and interest by the U.S. Government, its agencies or
instrumentalities, and repurchase agreements collateralized by such securities,
while maintaining a stable net asset value.
DELAWARE CASH RESERVE seeks the highest level of income consistent with
the preservation of capital and liquidity through investments in short-term
money market instruments, while maintaining a stable net asset value.
TAX-FREE USA FUND seeks high current income exempt from federal income tax
by investing in municipal bonds of geographically-diverse issuers. TAX-FREE
INSURED FUND invests in these same types of securities but with an emphasis on
municipal bonds protected by insurance guaranteeing principal and interest are
paid when due. TAX-FREE USA INTERMEDIATE FUND seeks a high level of current
interest income exempt from federal income tax, consistent with the
preservation of capital by investing primarily in municipal bonds.
TAX-FREE MONEY FUND seeks high current income, exempt from federal income
tax, by investing in short-term municipal obligations, while maintaining a
stable net asset value.
TAX-FREE PENNSYLVANIA FUND seeks a high level of current interest income
exempt from federal and, to the extent possible, certain Pennsylvania state and
local taxes, consistent with the preservation of capital.

DELAWARE GROUP PREMIUM FUND offers nine funds available exclusively as
funding vehicles for certain insurance company separate accounts.
EQUITY/INCOME SERIES seeks the highest possible total rate of return by
selecting issues that exhibit the potential for capital appreciation while
providing higher than average dividend income. HIGH YIELD SERIES seeks as high
a current income as possible by investing in rated and unrated corporate bonds,
U.S. Government securities and commercial paper. CAPITAL RESERVES SERIES seeks
a high stable level of current income while minimizing fluctuations in
principal by investing in a diversified portfolio of short- and
intermediate-term securities. MONEY MARKET SERIES seeks the highest level of
income consistent with preservation of capital and liquidity through
investments in short-term money market instruments. GROWTH SERIES seeks
long-term capital appreciation by investing its assets in a diversified
portfolio of securities exhibiting the potential for significant growth.
MULTIPLE STRATEGY SERIES seeks a balance of capital appreciation, income and
preservation of capital. It uses a dividend-oriented valuation strategy to
select securities issued by established companies that are believed to
demonstrate potential for income and capital growth. INTERNATIONAL EQUITY
SERIES seeks long-term growth without undue risk to principal by investing
primarily in equity securities of foreign issuers that provide the potential
for capital appreciation and income. VALUE SERIES seeks capital appreciation
by investing in small- to mid-cap common stocks whose market value appears low
relative to their underlying value or future earnings and growth potential.
Emphasis will also be placed on securities of companies that may be temporarily
out of favor or whose value is not yet recognized by the market. EMERGING
GROWTH SERIES seeks long-term capital appreciation by investing primarily in
small-cap common stocks and convertible securities of emerging and other
growth-oriented companies. These securities will have been judged to be
responsive to changes in the market place and to have fundamental
characteristics to support growth. Income is not an objective. GLOBAL BOND
SERIES seeks to achieve current income consistent with the preservation of
principal by investing primarily in global fixed income securities that may
also provide the potential for capital appreciation.

For more complete information about any of the Delaware Group funds,
including charges and expenses, you can obtain a prospectus from the
Distributor. Read it carefully before you invest or forward funds.
Each of the summaries above is qualified in its entirety by the
information contained in each fund's prospectus(es).

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<PAGE> 188
GENERAL INFORMATION

Delaware International is the investment manager of each Fund of Global
Funds, Inc. and Delaware is the sub-adviser to the Global Assets Fund.
Delaware International, or its affiliate Delaware, also manages the other funds
in the Delaware Group. Delaware, through a separate division, also manages
private investment accounts. While investment decisions of each Fund are made
independently from those of the other funds and accounts, investment decisions
for such other funds and accounts may be made at the same time as investment
decisions for a Fund.
Access persons and advisory persons of the Delaware Group of funds, as
those terms are defined in SEC Rule 17j-1 under the 1940 Act, who provide
services to Delaware, Delaware International or their affiliates, are permitted
to engage in personal securities transactions subject to the exceptions set
forth in Rule 17j-1 and the following general restrictions and procedures: (1)
certain blackout periods apply to personal securities transactions of those
persons; (2) transactions must receive advance clearance and must be completed
on the same day as the clearance is received; (3) certain persons are
prohibited from investing in initial public offerings of securities and other
restrictions apply to investments in private placements of securities; (4)
opening positions may only be closed-out at a profit after a 60-day holding
period has elapsed; and (5) the Compliance Officer must be informed
periodically of all securities transactions and duplicate copies of brokerage
confirmations and account statements must be supplied to the Compliance
Officer.
The Distributor acts as national distributor for each of the Funds and for
the other mutual funds in the Delaware Group. As previously described, prior
to January 3, 1995, DDI served as the national distributor for the Funds. In
its capacity as such, DDLP (for all periods after January 3, 1995) or DDI (for
all periods prior to January 3, 1995) received net commissions from each Fund
on behalf of Class A Shares, after reallowances to dealers, as follows:

INTERNATIONAL EQUITY FUND
<TABLE>
<CAPTION>
TOTAL
AMOUNT OF
FISCAL UNDER- AMOUNTS NET
YEAR WRITING REALLOWED COMMISSION
ENDED COMMISSIONS TO DEALERS TO DDLP/DDI
- ----- ----------- ---------- -----------
<S> <C> <C> <C>
11/30/95 $299,368 $259,217 $40,151
11/30/94 653,278 564,877 88,401
11/30/93 377,504 326,612 50,892
</TABLE>

GLOBAL BOND FUND(1)
<TABLE>
<CAPTION>
TOTAL
AMOUNT OF
FISCAL UNDER- AMOUNTS NET
YEAR WRITING REALLOWED COMMISSION
ENDED COMMISSIONS TO DEALERS TO DDLP/DDI
- ----- ----------- ---------- -----------
<S> <C> <C> <C>
11/30/95 $5,712 $4,661 $1,051

</TABLE>

GLOBAL ASSETS FUND(1)
<TABLE>
<CAPTION>
TOTAL
AMOUNT OF
FISCAL UNDER- AMOUNTS NET
YEAR WRITING REALLOWED COMMISSION
ENDED COMMISSIONS TO DEALERS TO DDLP/DDI
- ----- ----------- ---------- -----------
<S> <C> <C> <C>
11/30/95 $27,931 $24,095 $3,836

</TABLE>
(1) Date of initial public offering was December 27, 1994.

For the fiscal year ended November 30, 1993, no Limited CDSC payments
were received with respect to the International Equity Fund A Class. For the
fiscal year ended November 30, 1994, in its capacity as the Fund's national
distributor, DDI received Limited CDSC payments in the amount of $3,644 with
respect to the International Equity Fund A Class. For the fiscal year ended
November 30, 1995, in their capacities as the Fund's national distributor, DDI
and the Distributor received Limited CDSC payments in the aggregate amount of
$3,911 with respect to the International Equity Fund A Class. For the period
September 6, 1994 (date of initial public offering) through November 30, 1994,
DDI received CDSC payments in the amount of $1,283 with respect to the
International Equity Fund B Class. For the

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<PAGE> 189
fiscal year ended November 30, 1995, in their capacities as the Fund's national
distributor, DDI and the Distributor received CDSC payments in the aggregate
amount of $2,602 with respect to the International Equity Fund B Class. For the
period November 29, 1995 (date of initial public offering) through November 30,
1995, no CDSC payments were received with respect to the International Equity
Fund C Class.

For the period December 27, 1994 (date of initial public offering)
through November 30, 1995, no Limited CDSC payments were received with respect
to the Global Bond Fund A Class. For the period December 27, 1994 (date of
initial public offering) through November 30, 1995, no CDSC payments were
received with respect to the Global Bond Fund B Class. For the period November
29, 1995 (date of initial public offering) through November 30, 1995, no CDSC
payments were received with respect to the Global Bond Fund C Class.

For the period December 27, 1994 (date of initial public offering)
through November 30, 1995, no Limited CDSC payments were received with respect
to the Global Assets Fund A Class. For the period December 27, 1994 (date of
initial public offering) through November 30, 1995, DDI and the Distributor
received CDSC payments in the aggregate amount of $340 with respect to the
Global Assets Fund B Class. For the period November 29, 1995 (date of initial
public offering) through November 30, 1995, no CDSC payments were received with
respect to the Global Assets Fund C Class.
Effective as of January 3, 1995, all such payments described above have
been paid to the Distributor.

The Transfer Agent, an affiliate of Delaware International and Delaware,
acts as shareholder servicing, dividend disbursing and transfer agent for each
Fund and for the other mutual funds in the Delaware Group. The Transfer Agent
is paid a fee by each Fund for providing these services consisting of an annual
per account charge of $5.50 for each Fund plus transaction charges for
particular services according to a schedule. Compensation is fixed each year and
approved by the Board of Directors, including a majority of the unaffiliated
directors.

Delaware and its affiliates own the name "Delaware Group." Under
certain circumstances, including the termination of Global Funds, Inc.'s
advisory relationship with Delaware International and Delaware or its
distribution relationship with the Distributor, Delaware and its affiliates
could cause Global Funds, Inc. to delete the words "Delaware Group" from Global
Funds, Inc.'s name.

The Chase Manhattan Bank, N.A., 4 Chase Metrotech Center, Brooklyn, NY
11245, is custodian of each Fund's securities and cash. As custodian for the
Fund, Morgan maintains a separate account or accounts for each Fund; receives,
holds and releases portfolio securities on account of each Fund; receives and
disburses money on behalf of each Fund; and collects and receives income and
other payments and distributions on account of each Fund's portfolio
securities.

The legality of the issuance of the shares offered hereby, registered
pursuant to Rule 24f-2 under the 1940 Act, has been passed upon for Global
Funds, Inc. by Stradley, Ronon, Stevens & Young, LLP, Philadelphia,
Pennsylvania.

CAPITALIZATION
Global Funds, Inc. has a present authorized capitalization of one
billion shares of capital stock with a $.01 par value per share. The Board of
Directors has allocated fifty million shares to each of the Fund's Class A
Shares and Institutional Class, and has allocated twenty-five million shares to
each of the Fund's Class B Shares and Class C Shares.
Prior to November 9, 1992, the International Equity, Global Bond and
Global Assets Funds offered one retail class of shares; from November 9, 1992
to September 5, 1994, the International Equity, Global Bond and Global Assets
Funds offered two classes of shares; and from September 6, 1994 to November 28,
1995, the International Equity Fund offered three classes of shares. Beginning
December 27, 1994 to November 28, 1995, the Global Bond and Global Assets Funds
offered three classes of shares. Beginning November 29, 1995, the
International Equity, Global Bond and Global Assets Funds began offering four
classes of shares.

-64-
<PAGE> 190

Shares of each Class of shares of a Fund represent a proportionate
interest in the assets of such Fund, and have the same voting and other rights
and preferences as the other classes of that Fund, except that shares of a
Fund's Institutional Class may not vote on any matter affecting the Fund
Classes' Plans under Rule 12b-1. Similarly, as a general matter, shareholders
of Class A Shares, Class B Shares and Class C Shares of a Fund may vote only on
matters affecting the 12b-1 Plan that relates to the class of shares that they
hold. However, Class B Shares of a Fund may vote on any proposal to increase
materially the fees to be paid by a Fund under the 12b-1 Plan relating to its
Class A Shares. General expenses of a Fund will be allocated on a pro-rata
basis to the respective classes according to asset size, except that expenses
of the 12b-1 Plans of the Fund Classes will be allocated solely to the
respective class. While all shares have equal voting rights on matters
affecting the entire Fund, each Fund would vote separately on any matter which
affects only that Fund, such as any change in its own investment objective and
policy or action to dissolve the Fund and as otherwise prescribed by the 1940
Act. Shares of each Fund have a priority in that Fund's assets, and in gains
on and income from the portfolio of that Fund. Shares have no preemptive
rights, are fully transferable and, when issued, are fully paid and
nonassessable.

Prior to September 6, 1994, the International Equity Fund A Class was
known as the International Equity Fund class and the International Equity Fund
Institutional Class was known as the International Equity Fund (Institutional)
class.

NONCUMULATIVE VOTING
THE FUNDS' SHARES HAVE NONCUMULATIVE VOTING RIGHTS WHICH MEANS THAT THE
HOLDERS OF MORE THAN 50% OF THE SHARES OF GLOBAL FUNDS, INC. VOTING FOR THE
ELECTION OF DIRECTORS CAN ELECT ALL THE DIRECTORS IF THEY CHOOSE TO DO SO, AND,
IN SUCH EVENT, THE HOLDERS OF THE REMAINING SHARES WILL NOT BE ABLE TO ELECT
ANY DIRECTORS.
This Part B does not include all of the information contained in the
Registration Statement which is on file with the SEC.

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<PAGE> 191
APPENDIX A--IRA INFORMATION

The Tax Reform Act of 1986 ("the Act") restructured, and in some cases
eliminated, the tax deductibility of IRA contributions. Under the Act, the
full deduction for IRAs ($2,000 for each working spouse and $2,250 for
one-income couples) was retained for all taxpayers who are not covered by an
employer-sponsored retirement plan. Even if a taxpayer (or his or her spouse)
is covered by an employer-sponsored retirement plan, the full deduction is
still available if the taxpayer's adjusted gross income is below $25,000
($40,000 for taxpayers filing joint returns). A partial deduction is allowed
for married couples with incomes between $40,000 and $50,000, and for single
individuals with incomes between $25,000 and $35,000. The Act does not permit
deductions for contributions to IRAs by taxpayers whose adjusted gross income
before IRA deductions exceeds $50,000 ($35,000 for singles) and who are active
participants in an employer-sponsored retirement plan. Taxpayers who were not
allowed deductions on IRA contributions still can make nondeductible IRA
contributions of as much as $2,000 for each working spouse ($2,250 for
one-income couples), and defer taxes on interest or other earnings from the
IRAs. Special rules apply for determining the deductibility of contributions
made by married individuals filing separate returns.

As illustrated in the following tables, maintaining an IRA remains a
valuable opportunity.

, For many, an IRA will continue to offer both an up-front tax break with
its tax deduction each year and the real benefit that comes with tax-deferred
compounding. For others, losing the tax deduction will impact their taxable
income status each year. Over the long term, however, being able to defer
taxes on earnings still provides an impressive investment opportunity--a way to
have money grow faster due to tax-deferred compounding.
Even if your IRA contribution is no longer deductible, the benefits of
saving on a tax-deferred basis can be substantial. Additional exhibits found
in this Appendix A illustrate the benefits of tax-deferred versus taxable
compounding. For illustration purposes, each reflects a constant 10% rate of
return, with the reinvestment of all proceeds compounded at a frequency
indicated at the top of each exhibit. When used in advertising and other
promotional materials, the rate of return and compounding frequency used
(monthly compounding for the Global Bond Fund, quarterly for the Global Assets
and International Equity Funds and annually for the Emerging Markets Fund) will
reflect the actual annualized return experienced by each Fund or a
representative average return of each Fund's peer mutual funds. The tables do
not take into account any sales charges or fees. Of course, earnings
accumulated in your IRA will be subject to tax upon withdrawal.

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<PAGE> 192
The first table reflects a constant 10% rate of return, compounded
annually, with the reinvestment of all proceeds. The tables do not take into
account any sales charges or fees. If you choose a mutual fund with a
fluctuating net asset value, like any Fund of Global Funds, Inc., your bottom
line at retirement could be lower--it could also be much higher.

$2,000 INVESTED ANNUALLY ASSUMING A 10% ANNUALIZED RETURN

15% Tax Bracket Single - $0-$24,000
Joint - $0-$40,100

<TABLE>
<CAPTION>
HOW MUCH YOU
END OF CUMULATIVE HOW MUCH YOU HAVE WITH FULL
YEAR INVESTMENT AMOUNT HAVE WITHOUT IRA IRA DEDUCTION
<S> <C> <C> <C>
1 $ 2,000 $ 1,844 $ 2,200
5 10,000 10,929 13,431
10 20,000 27,363 35,062
15 30,000 52,074 69,899
20 40,000 89,231 126,005
25 50,000 145,103 216,364
30 60,000 229,114 361,887
35 70,000 355,438 596,254
40 80,000 545,386 973,704
</TABLE>

[Without IRA--investment of $1,700 ($2,000 less 15%) earning 8.5% (10% less
15%)]

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<PAGE> 193

28% Tax Bracket Single - $24,001-$58,150
Joint - $40,101-$96,900

<TABLE>
<CAPTION>
END OF CUMULATIVE HOW MUCH YOU HOW MUCH YOU HAVE WITH FULL IRA
YEAR INVESTMENT AMOUNT HAVE WITHOUT IRA NO DEDUCTION DEDUCTION
<S> <C> <C> <C> <C>
1 $ 2,000 $ 1,544 $ 1,584 $ 2,200
5 10,000 8,913 9,670 13,431
10 20,000 21,531 25,245 35,062
15 30,000 39,394 50,328 69,899
20 40,000 64,683 90,724 126,005
25 50,000 100,485 155,782 216,364
30 60,000 151,171 260,559 361,887
35 70,000 222,927 429,303 596,254
40 80,000 324,512 701,067 973,704
</TABLE>

[Without IRA--investment of $1,440 ($2,000 less 28%) earning 7.2% (10% less
28%)]
[With IRA--No Deduction--investment of $1,440 ($2,000 less 28%) earning 10%]

31% Tax Bracket Single - $58,151-$121,300
Joint - $96,901-$147,700

<TABLE>
<CAPTION>
END OF CUMULATIVE HOW MUCH YOU HOW MUCH YOU HAVE WITH FULL IRA
YEAR INVESTMENT AMOUNT HAVE WITHOUT IRA NO DEDUCTION DEDUCTION
<S> <C> <C> <C> <C>
1 $ 2,000 $ 1,475 $ 1,518 $ 2,200
5 10,000 8,467 9,268 13,431
10 20,000 20,286 24,193 35,062
15 30,000 36,787 48,231 69,899
20 40,000 59,821 86,943 126,005
25 50,000 91,978 149,291 216,364
30 60,000 136,868 249,702 361,887
35 70,000 199,536 411,415 596,254
40 80,000 287,021 671,855 973,704
</TABLE>

[Without IRA--investment of $1,380 ($2,000 less 31%) earning 6.9% (10% less
31%)]
[With IRA--No Deduction--investment of $1,380 ($2,000 less 31%) earning 10%]

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<PAGE> 194

36% Tax Bracket* Single - $121,301-$263,750
Joint - $147,701-$263,750

<TABLE>
<CAPTION>
END OF CUMULATIVE HOW MUCH YOU HOW MUCH YOU HAVE WITH FULL IRA
YEAR INVESTMENT AMOUNT HAVE WITHOUT IRA NO DEDUCTION DEDUCTION
<S> <C> <C> <C> <C>
1 $ 2,000 $ 1,362 $ 1,408 $ 2,200
5 10,000 7,739 8,596 13,431
10 20,000 18,292 22,440 35,062
15 30,000 32,683 44,736 69,899
20 40,000 52,308 80,643 126,005
25 50,000 79,069 138,473 216,364
30 60,000 115,562 231,608 361,887
35 70,000 165,327 381,602 596,254
40 80,000 233,190 623,170 973,704
</TABLE>

[Without IRA--investment of $1,280 ($2,000 less 36%) earning 6.4% (10% less
36%)]
[With IRA--No Deduction--investment of $1,280 ($2,000 less 36%) earning 10%]

39.6% Tax Bracket* Single - over $263,750
Joint - over $263,750

<TABLE>
<CAPTION>
END OF CUMULATIVE HOW MUCH YOU HOW MUCH YOU HAVE WITH FULL IRA
YEAR INVESTMENT AMOUNT HAVE WITHOUT IRA NO DEDUCTION DEDUCTION
<S> <C> <C> <C> <C>
1 $ 2,000 $ 1,281 $ 1,329 $ 2,200
5 10,000 7,227 8,112 13,431
10 20,000 16,916 21,178 35,062
15 30,000 29,907 42,219 69,899
20 40,000 47,324 76,107 126,005
25 50,000 70,677 130,684 216,364
30 60,000 101,986 218,580 361,887
35 70,000 143,965 360,137 596,254
40 80,000 200,249 588,117 973,704
</TABLE>

[Without IRA--investment of $1,208 ($2,000 less 39.6%) earning 6.04% (10% less
39.6%)]
[With IRA--No Deduction--investment of $1,208 ($2,000 less 39.6% earning 10%]

* For tax years beginning after 1992, a 36% tax rate applies to all taxable
income in excess of the maximum dollar amounts subject to the 31% tax rate.
In addition, a 10% surtax (not applicable to capital gains) applies to
certain high-income taxpayers. It is computed by applying a 39.6% rate to
taxable income in excess of $250,000. The above tables do not reflect the
personal exemption phaseout nor the limitations of itemized deductions that
may apply.

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<PAGE> 195
<TABLE>
<CAPTION>
$2,000 SINGLE INVESTMENT AT A RETURN OF 10% COMPOUNDED MONTHLY

TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAX
YEARS 39.6%* 36%* 31% 28% 15% DEFERRED
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
10 $ 3,653 $ 3,787 $ 3,980 $ 4,100 $ 4,665 $ 5,414
15 4,938 5,210 5,614 5,870 7,125 8,908
20 6,673 7,169 7,918 8,405 10,882 14,656
30 12,190 13,572 15,756 17,231 25,385 39,675
40 22,267 25,696 31,351 35,323 59,214 107,401
</TABLE>

<TABLE>
<CAPTION>
$2,000 INVESTED ANNUALLY AT A RETURN OF 10% COMPOUNDED MONTHLY

TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAX
YEARS 39.6%* 36%* 31% 28% 15% DEFERRED
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
10 $ 28,276 $ 28,891 $ 29,773 $ 30,317 $ 32,819 $ 36,018
15 50,241 51,913 54,348 55,875 63,110 72,877
20 79,928 83,590 89,014 92,468 109,373 133,521
30 174,276 187,150 206,891 219,878 287,948 397,466
40 346,618 383,214 441,441 481,071 704,501 1,111,974
</TABLE>

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<PAGE> 196
<TABLE>
<CAPTION>
$2,000 SINGLE INVESTMENT AT A RETURN OF 10% COMPOUNDED QUARTERLY

TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAX
YEARS 39.6%* 36%* 31% 28% 15% DEFERRED
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
10 $ 3,642 $ 3,774 $ 3,964 $ 4,083 $ 4,638 $ 5,370
15 4,915 5,184 5,581 5,833 7,062 8,800
20 6,633 7,121 7,857 8,334 10,755 14,419
30 12,081 13,436 15,572 17,012 24,939 38,716
40 22,001 25,352 30,865 34,728 57,831 103,956
</TABLE>

<TABLE>
<CAPTION>
$2,000 INVESTED ANNUALLY AT A RETURN OF 10% COMPOUNDED QUARTERLY

TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAX
YEARS 39.6%* 36%* 31% 28% 15% DEFERRED
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
10 $ 28,226 $ 28,833 $ 29,702 $ 30,239 $ 32,699 $ 35,834
15 50,104 51,753 54,152 55,654 62,755 72,298
20 79,629 83,239 88,573 91,966 108,525 132,049
30 173,245 185,894 205,256 217,971 284,358 390,394
40 343,773 379,596 436,523 475,187 692,097 1,084,066
</TABLE>

* For tax years beginning after 1992, a 36% tax rate applies to all taxable
income in excess of the maximum dollar amounts subject to the 31% tax
rate. In addition, a 10% surtax (not applicable to capital gains) applies to
certain high-income taxpayers. It is computed by applying a 39.6% rate to
taxable income in excess of $250,000. The above tables do not reflect the
personal exemption phaseout nor the limitations of itemized deductions that
may apply.

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<PAGE> 197

<TABLE>
<CAPTION>
$2,000 SINGLE INVESTMENT AT A RETURN OF 10% COMPOUNDED ANNUALLY

TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAX
YEARS 39.6%* 36%* 31% 28% 15% DEFERRED
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
10 $ 3,595 $ 3,719 $ 3,898 $ 4,008 $ 4,522 $ 5,187
15 4,820 5,072 5,441 5,675 6,799 8,354
20 6,463 6,916 7,596 8,034 10,224 13,455
30 11,618 12,861 14,803 16,102 23,117 34,899
40 20,884 23,916 28,849 32,272 52,266 90,519
</TABLE>

<TABLE>
<CAPTION>
$2,000 INVESTED ANNUALLY AT A RETURN OF 10% COMPOUNDED ANNUALLY

TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAX
YEARS 39.6%* 36%* 31% 28% 15% DEFERRED
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
10 $ 28,006 $ 28,581 $ 29,400 $ 29,904 $ 32,192 $ 35,062
15 49,514 51,067 53,314 54,714 61,264 69,899
20 78,351 81,731 86,697 89,838 104,978 126,005
30 168,852 180,566 198,360 209,960 269,546 361,887
40 331,537 364,360 415,973 450,711 641,631 973,704
</TABLE>

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<PAGE> 198
THE VALUE OF STARTING YOUR IRA EARLY
The following illustrates how much more you would have contributing
$2,000 each January--the earliest opportunity--compared to contributing on
April 15th of the following year--the latest, for each tax year.

<TABLE>
<S> <C> <C> <C>
After 5 years $3,528 more
10 years $6,113
20 years $17,228
30 years $47,295
</TABLE>

Compounded returns for the longest period of time is the key. The above
illustration assumes a 10% rate of return and the reinvestment of all proceeds.
And it pays to shop around. If you get just 2% more per year, it can
make a big difference when you retire. A constant 8% versus 10% return,
both compounded monthly, illustrates the point. This chart is based on a
yearly investment of $2,000 on January 1. After 30 years the difference can
mean as much as 50% more!

<TABLE>
<CAPTION>
8% Return 10% Return
<S> <C> <C>
10 Years $ 31,828 $ 36,018
20 Years 102,476 133,521
30 Years 259,288 397,466
</TABLE>

The statistical exhibits above are for illustration purposes
only and do not reflect the actual performance for any Fund of Global Funds,
Inc. either in the past or in the future.

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<PAGE> 199
FINANCIAL STATEMENTS

Ernst & Young LLP serves as the independent auditors for
Global Funds, Inc. and, in its capacity as such, audits the financial
statements contained in Global Funds, Inc.'s Annual Report. The International
Equity Fund's, Global Bond Fund's and Global Assets Fund's of Delaware Group
Global & International Funds, Inc. Statement of Net Assets, Statement of
Operations, Statement of Changes in Net Assets and Notes to Financial
Statements for the fiscal year ended November 30, 1995, as well as the reports
of Ernst & Young LLP, independent auditors, are included in Global Funds,
Inc.'s Annual Report to shareholders. The financial statements, the notes
relating thereto and the reports of Ernst & Young LLP listed above are
incorporated by reference from the Annual Report into this Part B. The
Emerging Markets Fund was not offered to the public prior to the date of this
Part B.

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