DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS INC, 485APOS, 1996-02-15

DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS INC
485APOS, 1996-02-15

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<PAGE>

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-1A

File 33-41034

-----
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
-----

-----
Pre-Effective Amendment No.
----- -----

-----
Post-Effective Amendment No. 12 X
----- -----

AND

-----
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X
-----

Amendment No. 12
------

DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS, INC.
- -------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)

1818 Market Street, Philadelphia, Pennsylvania 19103
- -------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, including Area Code: (215) 751-2923
--------------

George M. Chamberlain, Jr., 1818 Market Street, Philadelphia, PA 19103
- -------------------------------------------------------------------------------
(Name and Address of Agent for Service)

Approximate Date of Public Offering: May 1, 1996
-----------

It is proposed that this filing will become effective:

immediately upon filing pursuant to paragraph (b)
------
on (date) pursuant to paragraph (b)
------
60 days after filing pursuant to paragraph (a)(1)
------
on (date) pursuant to paragraph (a)(1)
------
75 days after filing pursuant to paragraph (a)(2)
------
X on May 1, 1995 pursuant to paragraph (a)(2) of Rule 485.
------

Registrant has registered an indefinite amount of securities
under the Securities Act of 1933 pursuant to Section 24(f)
of the Investment Company Act of 1940. Registrant's 24f-2
Notice for its most recent fiscal year was filed on January 26, 1996.
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

--- C O N T E N T S ---

This Post-Effective Amendment No. 12 to Registration File No. 33-41034
includes the following:

1. Facing Page

2. Contents Page

3. Cross-Reference Sheet

4. Part A - Prospectuses

5. Part B - Statement of Additional Information

6. Part C - Other Information

7. Signatures
<PAGE>
Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

CROSS-REFERENCE SHEET*

PART A

<TABLE>
<CAPTION>
Location in
Item No. Description Prospectuses
- -------- ----------- ------------
A Classes/ Institutional
B Classes/ Classes
C Classes
<S> <C> <C> <C>
1 Cover Page..................................................... Cover Cover

2 Synopsis....................................................... Synopsis, Synopsis,
Summary of Summary of
Expenses Expenses

3 Condensed Financial Information................................ Financial Financial
Highlights Highlights

4 General Description of Registrant ............................. Investment Investment
Objectives and Objectives and
Strategies, Strategies,
Shares Shares

5 Management of the Fund ........................................ Management of Management of
the Funds the Funds

6 Capital Stock and Other Securities ............................ Delaware Dividends and
Difference, Distributions,
Dividends and Taxes,
Distributions, Shares
Taxes, Shares

7 Purchase of Securities Being Offered........................... Cover, Cover,
How to Buy How to Buy
Shares, Shares,
Calculation of Calculation of
Offering Price Net Asset
and Net Asset Value Per
Value Per Share, Management
Share, Management of the Funds
of the Funds

8 Redemption or Repurchase....................................... How to Buy How to Buy
Shares, Shares,
Redemption and Redemption and
Exchange Exchange

9 Legal Proceedings.............................................. None None
</TABLE>
* This filing relates to the International Equity Fund A Class, the
International Equity Fund B Class, the International Equity Fund C Class
and the International Equity Fund Institutional Class of the International
Equity Series; the Global Bond Fund A Class, the Global Bond Fund B Class,
the Global Bond Fund C Class and the Global Bond Fund Institutional Class
of the Global Bond Series; the Global Assets Fund A Class, the Global
Assets Fund B Class, the Global Assets Fund C Class and the Global Assets
Fund Institutional Class of the Global Assets Series; and the Emerging
Markets Fund A Class, the Emerging Markets Fund B Class, the Emerging
Markets Fund C Class and the Emerging Markets Fund Institutional Class of
the Emerging Markets Series. The Class A Shares, the Class B Shares and the
Class C Shares of each Series are combined in one prospectus, and the
Institutional Class of each Series is combined in one prospectus. The four
Series (and sixteen classes) have a common Part B and Part C.

<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

CROSS-REFERENCE SHEET

PART B

<TABLE>
<CAPTION>
Location in Statement
Item No. Description of Additional Information
- -------- ----------- -------------------------
<S> <C> <C>
10 Cover Page..................................................... Cover

11 Table of Contents.............................................. Table of Contents

12 General Information and History................................ General Information

13 Investment Objectives and Policies............................. Investment Policies and
Portfolio Techniques

14 Management of the Registrant................................... Officers and Directors

15 Control Persons and Principal Holders of Securities Officers and Directors

16 Investment Advisory and Other Services......................... Plans Under Rule 12b-1 for
the Fund Classes (under
Purchasing Shares), Investment
Management Agreement and Sub-
Advisory Agreement, Officers and
Directors, General Information,
Financial Statements

17 Brokerage Allocation........................................... Trading Practices and Brokerage

18 Capital Stock and Other Securities............................. Capitalization and
Noncumulative Voting
(under General Information)

19 Purchase, Redemption and Pricing of Securities
Being Offered................................................. Purchasing Shares,
Determining Offering Price
and Net Asset Value,
Redemption and Repurchase,
Exchange Privilege

20 Tax Status..................................................... Accounting and Tax Issues

21 Underwriters .................................................. Purchasing Shares

22 Calculation of Performance Data................................ Performance Information

23 Financial Statements........................................... Financial Statements
</TABLE>
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

CROSS-REFERENCE SHEET

PART C

<TABLE>
<CAPTION>
Location in
Part C
------------
<S> <C> <C>
24 Financial Statements and Exhibits...................................... Item 24

25 Persons Controlled by or under Common

Control with Registrant................................................ Item 25

26 Number of Holders of Securities........................................ Item 26

27 Indemnification........................................................ Item 27

28 Business and Other Connections of Investment Adviser................... Item 28

29 Principal Underwriters................................................. Item 29

30 Location of Accounts and Records....................................... Item 30

31 Management Services.................................................... Item 31

32 Undertakings........................................................... Item 32
</TABLE>
<PAGE>

INTERNATIONAL EQUITY FUND
GLOBAL BOND FUND
GLOBAL ASSETS FUND
EMERGING MARKETS FUND
-------------------------

A CLASS

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

B CLASS
The Delaware Group includes funds with a
wide range of investment objectives. Stock -------------------------
funds, income funds, global and international
funds and closed-end equity funds give investors C CLASS
the ability to create a portfolio that fits their
personal financial goals. For more information, -------------------------
contact your financial adviser or call
Delaware Group at 800-523-4640.

INVESTMENT MANAGER
Delaware International Advisers Ltd.
Veritas House
125 Finsbury Pavement
London, England EC2A 1NQ
SUB-ADVISER
Delaware Management Company, Inc.
One Commerce Square PROSPECTUS
Philadelphia, PA 19103
NATIONAL DISTRIBUTOR -------------------------
Delaware Distributors, L.P.
1818 Market Street April , 1996
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
Morgan Guaranty Trust Company of New York DELAWARE
60 Wall Street GROUP
New York, NY 10260 ========

<PAGE>

INTERNATIONAL EQUITY FUND PROSPECTUS
GLOBAL BOND FUND APRIL ___, 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

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 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. 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 Classes of Shares.

-1-
<PAGE>

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 B Shares and Class C Shares may be purchased at a price equal to
the next determined net asset value per share. 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 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. 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. See Summary of Expenses.

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
April __, 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 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 Global Funds, Inc.'s
Institutional Class can be obtained by writing to Delaware Distributors, L.P. at
the above address or by calling the above numbers.

TABLE OF CONTENTS
<TABLE>
<S> <C>
Cover Page Retirement Planning
Synopsis Classes of Shares
Summary of Expenses How to Buy Shares
Financial Highlights Redemption and Exchange
Investment Objectives and Strategies Dividends and Distributions
Suitability Taxes
Investment Strategy Calculation of Offering Price and
Special Risk Considerations Net Asset Value Per Share
The Delaware Difference Management of the Funds
Plans and Services Other Investment Policies and Risk Considerations

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.

-2-
<PAGE>

SYNOPSIS

Capitalization
Global Funds, Inc. has a present authorized capitalization of one
billion shares of capital stock with a $.01 par value per share. Fifty million
shares have been allocated to each of the A Class and the Institutional Class of
each Fund, and twenty-five million shares have been allocated to each of the B
Class and C Class of each Fund. See Shares under Management of the Funds.

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, is equivalent to 5.01% of the amount invested for International Equity
Fund A Class, 4.96% for Global Assets Fund A Class and 4.99% for Global Bond
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 is $1,000 for each Class.
Subsequent investments in any Class generally must 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.

-3-
<PAGE>

Investment Objectives
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. For further details, see Investment Objectives and Strategies.
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. For further details, see
Investment Objectives and Strategies.
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.
For further details, see Investment Objectives and Strategies.
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, 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. 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% 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.

-4-
<PAGE>

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. 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 Morgan Guaranty Trust Company of New York (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.
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 10 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.

-5-
<PAGE>

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
Shareholder Transaction Expenses Class A Class B Class C
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 (as
a percentage of average daily Class A Class B Class C
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>

-6-
<PAGE>
<TABLE>
<CAPTION>
Global Bond 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>
Global Bond Fund
Annual Operating Expenses (as
a percentage of average daily Class A Class B Class C
net assets) Shares Shares Shares
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Management Fees (after
voluntary waivers)...................... 0.00%++ 0.00%++ 0.00%++

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>

-7-
<PAGE>

Global Assets 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>
Global Assets Fund
Annual Operating Expenses (as
a percentage of average daily Class A Class B Class C
net assets) Shares Shares Shares
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Management Fees (after
voluntary waivers)...................... 0.00%++ 0.00%++ 0.00%++

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>

-8-
<PAGE>

Emerging Markets 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>
Emerging Markets Fund
Annual Operating Expenses (as
a percentage of average daily Class A Class B Class C
net assets) Shares Shares Shares
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Management Fees (after
voluntary waivers)...................... 0.00%++ 0.00%++ 0.00%++

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

Other Operating Expenses (after
reimbursements)......................... 0.00%++ 0.00%++ 0.00%++
----- ----- -----
Total Operating Expenses (after
voluntary waivers and
reimbursements)......................... 1.50% 2.20% 2.20%
===== ===== =====

</TABLE>

-9-
<PAGE>

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

*For Class A Shares, purchases of $1 million or more may be made at net
asset value; however, if in connection with any such purchase certain dealer
commissions are 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
of each Fund, are estimates derived from the expenses for Class A Shares of that
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 May 31, 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 have 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 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 0.00%, of the Class B Shares of the Fund do not exceed
0.00% and of the Class C Shares of the Fund do not exceed 0.00%, 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 May 31, 1996.

-10-
<PAGE>

Also, see Institutional Classes, under Classes of Shares for expense
information about those classes of the Funds.

-11-
<PAGE>

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) with
respect to Class B Shares and Class C Shares, payment of a CDSC at the time of
redemption, if applicable.

International 1 year 3 years 5 years 10 years
Equity Fund ------ ------- ------- --------
A Class $65(1) $103 $143 $254

Global Bond 1 year 3 years 5 years 10 years
Fund A Class ------ ------- ------- --------
$60(1) $85 $113 $191

Global Assets 1 year 3 years 5 years 10 years
Fund A Class ------ ------- ------- --------
$60(1) $85 $113 $191

Emerging Markets 1 year 3 years 5 years 10 years
Fund A Class ------ ------- ------- --------
$00(1) $00 N/A N/A

International 1 year 3 years 5 years 10 years
Equity Fund ------ ------- ------- --------
B Class $66 $109 $156 $271(2)

Global Bond 1 year 3 years 5 years 10 years
Fund B Class ------ ------- ------- --------
$60 $91 $125 $209(2)

Global Assets 1 year 3 years 5 years 10 years
Fund B Class ------ ------- ------- --------
$60 $91 $125 $209(2)

Emerging Markets 1 year 3 years 5 years 10 years
Fund B Class ------ ------- ------- --------
$00 $00 N/A N/A

International 1 year 3 years 5 years 10 years
Equity Fund ------ ------- ------- --------
C Class $36 $79 $136 $289

Global Bond 1 year 3 years 5 years 10 years
Fund C Class ------ ------- ------- --------
$30 $61 $105 $227

Global Assets 1 year 3 years 5 years 10 years
Fund C Class ------ ------- ------- --------
$30 $61 $105 $227

Emerging Markets 1 year 3 years 5 years 10 years
Fund C Class ------ ------- ------- --------
$00 $00 N/A N/A

-12-
<PAGE>

An investor would pay the following expenses on the same $1,000
investment, assuming no redemption at the end of the period:

International
Equity Fund 1 year 3 years 5 years 10 years
A Class ------ ------- ------- --------
$65 $103 $143 $254

Global Bond 1 year 3 years 5 years 10 years
Fund A Class ------ ------- ------- --------
$60 $85 $113 $191

Global Assets 1 year 3 years 5 years 10 years
Fund A Class ------ ------- ------- --------
$60 $85 $113 $191

Emerging Markets 1 year 3 years 5 years 10 years
Fund A Class ------ ------- ------- --------
$00 $00 N/A N/A

International
Equity Fund 1 year 3 years 5 years 10 years
B Class ------ ------- ------- --------
$26 $79 $136 $271(2)

Global Bond 1 year 3 years 5 years 10 years
Fund B Class ------ ------- ------- --------
$20 $61 $105 $209(2)

Global Assets 1 year 3 years 5 years 10 years
Fund B Class ------ ------- ------- --------
$20 $61 $105 $209(2)

Emerging Markets 1 year 3 years 5 years 10 years
Fund B Class ------ ------- ------- --------
$00 $00 N/A N/A

International
Equity Fund 1 year 3 years 5 years 10 years
C Class ------ ------- ------- --------
$26 $79 $136 $289

Global Bond 1 year 3 years 5 years 10 years
Fund C Class ------ ------- ------- --------
$20 $61 $105 $227

Global Assets 1 year 3 years 5 years 10 years
Fund C Class ------ ------- ------- --------
$20 $61 $105 $227

Emerging Markets 1 year 3 years 5 years 10 years
Fund C Class ------ ------- ------- --------
$00 $00 N/A N/A

-13-

<PAGE>

(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.

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

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.

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

-14-
<PAGE>

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% ---
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%) ---
Portfolio Turnover Rate.......................... 21% 27% 24% 12% (4)
</TABLE>

(1) Ratios have been annualized but total return for the limited period between
December 1, 1999 through May 31, 1995 has not 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.

-15-

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.

-16-

<PAGE>

Global Bond Fund
Class A Shares
----------------
Period
12/27/94(1)
through
11/30/95

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

Income From Investment Operations
- ---------------------------------
Net Investment Income................................... 0.659
Net Gains (Losses) on Securities
(both realized and unrealized)......................... 1.171
-------
Total From Investment Operations.................... 1.830
-------

Less Distributions
- ------------------
Dividends from Net Investment Income.................... (0.600)
Distributions from Capital Gains........................ none
Returns of Capital...................................... none
-------

Total Distributions................................. (0.600)
-------

Net Asset Value, End of Period $11.230
=======
- --------------------------------

Total Return(2)......................................... 18.79%(2)
- ---------------
- --------------------------------

Ratios/Supplemental Data
- ------------------------
Net Assets, End of Period (000's omitted)................ $889
Ratio of Expenses to Average Daily Net Assets............ 1.25%
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation............................. 12.34%
Ratio of Net Investment Income to
Average Daily Net Assets................................ 7.70%
Ratio of Net Investment Income to Average Daily
Net Assets Prior to Expense Limitation.................. (3.39%)
Portfolio Turnover Rate.................................. 98%

- ------------
(1) Date of initial sale; ratios have been annualized but total return has not
been annualized.

-17-

Global Bond Fund Global Bond Fund
Class B Shares Class C Shares
----------------- -----------------
Period Period
12/27/94(1) 11/29/95(2)
through through
11/30/95 11/30/95

<S> <C> <C>
Net Asset Value, Beginning of Period................ $10.000 $11.330

Income From Investment Operations
- ---------------------------------
Net Investment Income............................... 0.565 none
Net Gains (Losses) on Securities
(both realized and unrealized)..................... 1.205 (0.036)
------- -------
Total From Investment Operations ............... 1.770 (0.036)
------- -------

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

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

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

Total Return........................................ 18.23%(3) (4)
- ------------
- -----------------------------

Ratios/Supplemental Data
- ------------------------
Net Assets, End of Period (000's omitted)........... $115 $5
Ratio of Expenses to Average Daily Net Assets....... 1.95% (4)
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation........................ 13.04% (4)
Ratio of Net Investment Income to
Average Daily Net Assets........................... 7.00% (4)
Ratio of Net Investment Income to Average
Daily Net Assets Prior to Expense Limitation....... (4.09%) (4)
Portfolio Turnover Rate............................. 98% (4)

</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. Total return reflects the expense
limitations referenced under Ratios/Supplemental Data in the Chart.

(4) 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.

-18-

<PAGE>

Global Assets Fund
Class A Shares
-------------------
Period
12/27/94(1)
through
11/30/95

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

Income From Investment Operations
- ---------------------------------
Net Investment Income............................... 0.301
Net Gains (Losses) on Securities
(both realized and unrealized)..................... 1.839
-------
Total From Investment Operations................ 2.140
-------

Less Distributions
- ------------------
Dividends from Net Investment Income................ (0.240)
Distributions from Capital Gains.................... none
Returns of Capital.................................. none
-------

Total Distributions............................. (0.240)
-------

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

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

Total Return(2)..................................... 21.48%(2)
- ---------------
- ----------------------------------

Ratios/Supplemental Data
- ------------------------
Net Assets, End of Period (000's omitted)........... $3,122
Ratio of Expenses to Average Daily Net Assets......... 1.25%
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation........................ 7.55%
Ratio of Net Investment Income to
Average Daily Net Assets........................... 4.75%
Ratio of Net Investment Income to Average Daily Net
Assets Prior to Expense Limitation................... (1.55%)
Portfolio Turnover Rate............................. 57%

- -------------
(1) Date of initial sale; ratios have been annualized but total return has not
been annualized.

-19-

Global Assets Fund Global Assets Fund
Class B Shares Class C Shares
------------------ ------------------
Period Period
12/27/94(1) 11/29/95(2)
through through
11/30/95 11/30/95

<S> <C> <C>
Net Asset Value, Beginning of Period................ $10.000 $11.940

Income From Investment Operations
- ---------------------------------
Net Investment Income............................... 0.212 none
Net Gains (Losses) on Securities
(both realized and unrealized)..................... 1.848 (0.050)
-------- --------
Total From Investment Operations................ 2.060 (0.050)
-------- --------

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

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

- ----------------------------
Total Return........................................ 20.73%(3) (4)
- ------------
- ----------------------------

Ratios/Supplemental Data
- ------------------------
Net Assets, End of Period (000's omitted)........... $613 $5
Ratio of Expenses to Average Daily Net Assets....... 1.95% (4)
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation........................ 8.25% (4)
Ratio of Net Investment Income to
Average Daily Net Assets........................... 4.05% (4)
Ratio of Net Investment Income to Average Daily Net
Assets Prior to Expense Limitation.................. (2.25%) (4)
Portfolio Turnover Rate............................. 57% (4)

</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. Total return reflects the expense
limitations referenced under Ratios/Supplemental Data in the Chart.

-20-
<PAGE>

INVESTMENT OBJECTIVES AND
STRATEGIES

SUITABILITY

Investors considering any of the Funds of the 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.

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.

-21-
<PAGE>

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.

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.

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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.

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

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<PAGE>

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 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.

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<PAGE>

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,
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.

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.

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<PAGE>

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.

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 industry, which means that each Fund will not invest 25% or more
of its total assets in any one industry.

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<PAGE>

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 and the Global Assets 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 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.

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<PAGE>

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
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.

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<PAGE>

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 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.

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<PAGE>

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.

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

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<PAGE>

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 distributions. 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 Orders

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. 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.

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<PAGE>

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.

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 How to Buy 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.

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.

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.

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 International
Equity Fund Institutional Class, the Global Bond Fund Institutional Class, the
Global Assets Fund Institutional Class or the Emerging Markets Fund
Institutional Class. For additional information on any of the plans and
Delaware's retirement services, call the Shareholder Service Center or see Part
B.

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<PAGE>

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

Allied 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.

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<PAGE>

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 below 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.

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.

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, below. 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 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 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.

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<PAGE>

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 and, in comparing Class B Shares to Class
C Shares, the desirability of an automatic conversion feature, which is
available only for Class B Shares.

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 effects 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. Sales personnel 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.

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<PAGE>

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 tables.

International Equity Fund A Class, Global Assets Fund A Class, Global Bond Fund A Class and
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 Fund Assets Fund Bond Fund Markets 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 which 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>

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:

Dealer's
Commission
--------------
(as a percent-
Amount age of amount
of Purchase purchased)
- -----------
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

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 under Buying
Shares.

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 immediate
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.

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<PAGE>

Purchases of Class A Shares may be made by clients of registered
representatives of an authorized investment dealer at net asset value within six
months after the registered representative changes employment, if the purchase
is funded by proceeds from an investment where a front-end sales charge has been
assessed and the redemption of the investment did not result in the imposition
of a contingent deferred sales charge or other redemption charge. 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.

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 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 invested 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

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<PAGE>

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.

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.

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<PAGE>

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

Contingent Deferred
Sales Charge (as a
Percentage of
Dollar Amount
Year After Purchase Made Subject to Charge)
- ------------------------ --------------------
0-2 4%
3-4 3%
5 2%
6 1%
7 and thereafter None

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

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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 the Company. In addition, Delaware Group Cash
Reserves, Inc. offers Consultant Class Shares.

U.S. Government Money Fund 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. International Equity Fund Institutional Class, Global Bond
Fund Institutional Class, Global Assets Fund Institutional Class and Emerging
Markets Fund 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 International Equity Fund Institutional Class, the
Global Bond Fund Institutional Class, the Global Assets Fund Institutional Class
and the Emerging Markets Fund Institutional Class, contact the Distributor by
writing to the address or by calling the telephone number listed on the cover of
this Prospectus.

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. Class A Shares purchased under the Uniform Gifts
to Minors Act or Uniform Transfers to Minors Act are subject to 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.

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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.

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. 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. 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.

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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 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.

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3. Wealth Builder Option

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

Shareholders may elect to invest in other mutual funds in the Delaware
Group through our Wealth Builder Option. Under this automatic exchange program,
shareholders can authorize regular monthly amounts (minimum of $100 per fund) to
be liquidated from their 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, a shareholder wishes 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 requirements. Investments under this option are
exchanges and are therefore subject to the same conditions and limitations as
other exchanges noted above.

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

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 financial institution is accepted, you may be subject to additional bank
charges for clearance and currency conversion.

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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.

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.

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.

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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 honor written redemption requests of shareholders who
recently purchased shares by check, but will not mail the proceeds until it is
reasonably satisfied that the purchase check has cleared, which may take up to
15 days from the purchase date. Telephone redemptions for shares recently
purchased by check will not be honored unless the Fund involved is reasonably
satisfied that the purchase check has cleared. 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 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.

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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.

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 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. 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, 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.

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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. You may elect to
have your payments transferred from your Fund account to your predesignated bank
account through the Delaware Group's MoneyLine 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. You can initiate the
MoneyLine service by completing an Authorization Agreement. If the name and
address on your bank account are not identical to the name and address on your
Fund account, you must have your signature guaranteed. Please call the
Shareholder Service Center for additional information.

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 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.

With respect to Class B Shares and Class C Shares redeemed via a
Systematic Withdrawal Plan, any applicable CDSC 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 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.

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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
How to Buy 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 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 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.

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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.

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 of the Classes 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. 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.

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MoneyLine Direct Dividend Deposit Service

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
Delaware Group's MoneyLine service and have such payments transferred from your
Fund account to your predesignated bank account. Your funds will normally be
credited to your bank account two business days after the payment date. There
are no fees for the MoneyLine service. See Systematic Withdrawal Plans for Class
A Shares, Class B Shares and Class C Shares under Redemption and Exchange for
information regarding authorization of the MoneyLine service. This service is
not available for retirement plans. (See The Delaware Difference for more
information on reinvestment options.)

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.

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, 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.

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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.

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 Account Registration Form your proper Taxpayer
Identification Number and by certifying that you are not subject to backup
withholding.

The tax discussion set forth above 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.

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.

CALCULATION OF OFFERING PRICE AND
NET ASSET VALUE PER SHARE

Class A Shares are purchased at the offering price per share, while
Class B Shares and Class C Shares are purchased at the net asset value ("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.

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.

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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.

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.

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<PAGE>

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 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 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 May
31, 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. With respect to the International Equity Fund, the
investment management fee paid for the fiscal year ended November 30, 1995 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. The
Manager has offices located at Veritas House, 125 Finsbury Pavement, London,
England EC2A 1NQ.

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 seven members, three 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.

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

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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 the Company 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 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

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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.

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.

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 April __, 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.

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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 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 identical to the expense ratios for Class B Shares of the same
Fund.

-58-
<PAGE>

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 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.

-59-
<PAGE>

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 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.

-60-
<PAGE>

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.

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.

-61-
<PAGE>

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 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.

-62-
<PAGE>

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 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.

-63-
<PAGE>

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.

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.

-64-
<PAGE>

APPENDIX A

Global Bond Fund

Illustrations of the Potential Impact on Investment Based on Purchase Option
$10,000 Purchase

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
</TABLE>

Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
---------------------------------------- ---------------------------------------
Class A Class B Class C Class A Class B Class C

<S> <C> <C> <C> <C> <C>
9,525 10,000 10,000 9,525 10,000 10,000
10,192 10,630 10,630 10,192 10,630 10,630
10,905 11,300 11,300 10,905 11,300 11,300
11,669 11,712 12,012+ 11,669 12,012 12,012
12,485 12,768 12,768
13,359 13,373 13,573+

</TABLE>

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

<PAGE>

$250,000 Purchase
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

</TABLE>
<TABLE>
<CAPTION>

Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
--------------------------------------- ---------------------------------------
Class A Class B Class C Class A Class B Class C

* This assumes that Class B Shares convert 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 year 1-8 and 7% for years 9-10, and a hypothetical
return for Class C of 6.3%. 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.

-65-
<PAGE>

APPENDIX A

Intentional Equity and Global Assets 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

</TABLE>
<TABLE>
<CAPTION>

Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
--------------------------------------- ---------------------------------------
Class A Class B Class C Class A Class B Class C

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

<PAGE>

<TABLE>
<CAPTION>
$250,000 Purchase

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

</TABLE>
<TABLE>
<CAPTION>

Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
- --------------------------------------- ---------------------------------------
Class A Class B Class C Class A Class B Class C
<S> <C> <C> <C> <C> <C>
243,750 250,000 250,000 243,750 250,000 250,000
268,125 273,250 273,250 268,125 273,250 273,250
294,938 298,662 298,662 294,938 298,662 298,662
324,431 318,938 326,438+ 324,431 326,438 326,438
356,874+ 356,797 356,797
392,562 384,979 389,979

</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 structures 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.

-66-
<PAGE>

APPENDIX A

Emerging Markets 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 0,000 00,000 00,000 0,000 00,000 00,000
1 00,000 00,000 00,000 00,000 00,000 00,000+
2 00,000 00,000 00,000
3 00,000 00,000 00,000
4 00,000 00,000 00,000
5 00,000 00,000 00,000
6 00,000 00,000 00,000
7 00,000 00,000 00,000
8 00,000+ 00,000 00,000
9 00,000 00,000* 00,000
10 00,000 00,000* 000,000
</TABLE>
<TABLE>
<CAPTION>
Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
--------------------------------------- ---------------------------------------
Class A Class B Class C Class A Class B Class C

<S> <C> <C> <C> <C> <C>
0,000 00,000 00,000 0,000 00,000 00,000
00,000 00,000 00,000 00,000 00,000 00,000
00,000 00,000 00,000 00,000 00,000 00,000
00,000 00,000 00,000+ 00,000 00,000 00,000
00,000 00,000 00,000
00,000 00,000 00,000+

</TABLE>

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

<PAGE>

<TABLE>
<CAPTION>
$250,000 Purchase

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>
0 000,000 000,000 000,000 000,000 000,000 000,000
1 000,000 000,000 000,000 000,000 000,000 000,000+
2 000,000 000,000 000,000
3 000,000 000,000 000,000
4 000,000+ 000,000 000,000
5 000,000 000,000 000,000
6 000,000 000,000 000,000
7 000,000 000,000 000,000
8 000,000 000,000 000,000
9 000,000 000,000* 000,000
10 000,000 000,000* 000,000
</TABLE>
<TABLE>
<CAPTION>

Scenario 3 Scenario 4
Redeem 3rd Year Redeem 5th Year
------------------------------ -----------------------
Class A Class B Class C Class A Class B Class C

<S> <C> <C> <C> <C> <C>
000,000 000,000 000,000 000,000 000,000 000,000
000,000 000,000 000,000 000,000 000,000 000,000
000,000 000,000 000,000 000,000 000,000 000,000
000,000 000,000 000,000+ 000,000 000,000 000,000
000,000+ 000,000 000,000
000,000 000,000 000,000

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

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.

-67-
<PAGE>

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 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.

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

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 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.

-68-
<PAGE>

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

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

APRIL ___, 1996

DELAWARE
GROUP
========

<PAGE>

INTERNATIONAL EQUITY FUND INSTITUTIONAL PROSPECTUS
GLOBAL BOND FUND INSTITUTIONAL
GLOBAL ASSETS FUND INSTITUTIONAL APRIL ___, 1996
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 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
April ___, 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>

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 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. The Emerging Markets Fund offers the
Emerging Markets Fund A Class, the Emerging Markets Fund B Class and the
Emerging Markets Fund C Class. 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 OF CONTENTS
<TABLE>
<CAPTION>

<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>

-2-

<PAGE>

SYNOPSIS

Capitalization

Global Funds, Inc. has a present authorized capitalization of one
billion shares of capital stock with a $.01 par value per share. Fifty million
shares have been allocated to each of the A Class and the Institutional Class of
each Fund, and twenty-five million shares have been allocated to each of the B
Class and C Class of each Fund. See Shares under Management of the Funds.

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.

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

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. For further details, see Investment Objectives and Strategies.

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. For further details, see
Investment Objectives and Strategies.

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.
For further details, see Investment Objectives and Strategies.

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, 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. For
further details, see Investment Objectives and Strategies.

-3-

<PAGE>

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 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% 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.

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 Morgan Guaranty Trust Company of New York (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 15% 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

-4-

<PAGE>

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.

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 10 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.

-5-

<PAGE>

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**

Annual Operating Expenses International Equity Fund
(as a percentage of average daily net assets) Institutional Class
------------------------------------------------------------------------------------------------------
Management Fees (after voluntary waivers)................................... 0.53%***
12b-1 Fees.................................................................. None
Other Operating Expenses.................................................... 1.02%***
-----
Total Operating Expenses (after voluntary waivers)..................... 1.55%***
=====

Global Bond Fund
Shareholder Transaction Expenses Institutional Class
------------------------------------------------------------------------------------------------------
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 Bond Fund
(as a percentage of average daily net assets) Institutional Class
------------------------------------------------------------------------------------------------------
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>

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
------------------------------------------------------------------------------------------------------
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%****
=====

Emerging Markets Fund
Shareholder Transaction Expenses Institutional Class
------------------------------------------------------------------------------------------------------
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 Emerging Markets Fund
(as a percentage of average daily net assets) Institutional Class
------------------------------------------------------------------------------------------------------
Management Fees (after voluntary waivers)................................... 0.00%****
-----
12b-1 Fees.................................................................. None
-----
Other Operating Expenses (after reimbursements)............................. 0.00%****
=====
Total Operating Expenses (after voluntary waivers
and reimbursements)................................................... 1.20%****
=====

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

</TABLE>

-7-

<PAGE>

*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 waiver and
reimbursements) of the International Equity Fund Institutional Class do not
exceed 1.55% through May 31, 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 waiver
and reimbursements) of the Global Bond Fund Institutional Class and the Global
Assets Fund Institutional Class do not exceed 0.95% through May 31, 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 0.00%, 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 May 31, 1996.

See International Equity Fund A Class, International Equity Fund B
Class, International Equity Fund C Class, Global Bond Fund A Class, Global Bond
Fund B Class, Global Bond Fund C Class, Global Assets Fund A Class, Global
Assets Fund B Class, Global Assets Fund C Class, Emerging Markets Fund A Class,
Emerging Markets Fund B Class and Emerging Markets Fund C Class for expense
information about those classes.

-8-

<PAGE>

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.

<S> <C> <C> <C> <C>
International Equity 1 year 3 years 5 years 10 years
------ ------- ------- --------
Fund Institutional Class $16 $49 $84 $185

Global Bond Fund 1 year 3 years 5 years 10 years
------ ------- ------- --------
Institutional Class $10 $30 $53 $117

Global Assets Fund 1 year 3 years 5 years 10 years
------ ------- ------- --------
Institutional Class $10 $30 $53 $117

Emerging Markets 1 year 3 years 5 years 10 years
------ ------- ------- --------
Fund Institutional Class $00 $00 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.

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

FINANCIAL HIGHLIGHTS

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

-9-

<PAGE>
<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 11/30/94 11/30/93 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% ---
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% ---
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, currently 5.75%, nor
the 1% Limited CDSC that would apply in the event of certain
redemptions within 12 months of purchase.

-10-
<PAGE>

Global Bond Fund
Institutional Class Shares
---------------------------
Period
12/27/94(1)
through
11/30/95

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

Income From Investment Operations
- ---------------------------------
Net Investment Income.................................. 0.782
Net Gains (Losses) on Securities
(both realized and unrealized)............... 1.088
-------
Total From Investment Operations................... 1.870
-------
Less Distributions
- ------------------
Dividends From Net Investment Income.................... (0.600)
Distributions From Capital Gains........................ none
Returns of Capital...................................... none
-------
Total Distributions................................. (0.600)
-------
Net Asset Value, End of Period.......................... $11.270
=======
- --------------------------------------------------------

Total Return(2)......................................... 19.21%(2)
- ---------------
- --------------------------------------------------------

Ratios/Supplemental Data
- -------------------------
Net Assets, End of Period (000's omitted)................ $897
Ratio of Expenses to Average Daily Net Assets............ 0.95%
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation.......................... 12.04%
Ratio of Net Investment Income to Average
Daily Net Assets......................................... 8.00%
Ratio of Net Investment Income to Average Daily
Net Assets Prior to Expense Limitation.................. (3.09%)
Portfolio Turnover Rate................................... 98%

(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.

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<PAGE>

Global Assets Fund
Institutional Class Shares
--------------------------
Period
12/27/94(1)
through
11/30/95

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

Income From Investment Operations
- ---------------------------------
Net Investment Income............................ 0.473
Net Gains (Losses) on Securities
(both realized and unrealized)......... 1.697
-------
Total From Investment Operations ............ 2.170
-------

Less Distributions
- ------------------
Dividends From Net Investment Income.............. (0.240)
Distributions From Capital Gains.................. none
Returns of Capital................................ none
-------
Total Distributions........................... (0.240)
-------
Net Asset Value, End of Period.................... $11.930
=======
- -----------------------------------------------------

Total Return(2)................................... 21.88%(2)
- ---------------
- -----------------------------------------------------

Ratios/Supplemental Data
- ------------------------
Net Assets, End of Period (000's omitted).......... $2,191
Ratio of Expenses to Average Daily Net Assets...... 0.95%
Ratio of Expenses to Average Daily Net Assets
Prior to Expense Limitation.................... 7.25%
Ratio of Net Investment Income to Average
Daily Net Assets.................................. 5.05%
Ratio of Net Investment Income to Average
Daily Net Assets Prior to Expense Limitation...... (1.25%)
Portfolio Turnover Rate............................ 57%

(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.

-12-
<PAGE>

INVESTMENT OBJECTIVES AND STRATEGIES

SUITABILITY

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

* * *

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.

INVESTMENT STRATEGY

-13-
<PAGE>

-14-
<PAGE>

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.

-15-
<PAGE>

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.

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 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.

-16-
<PAGE>

Restricted and Illiquid Securities

High Yield, High Risk Securities

-17-
<PAGE>

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.

* * *

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

-18-
<PAGE>

diversified fund, the Global Bond and the Global Assets 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.

SPECIAL RISK CONSIDERATIONS

-19-
<PAGE>

-20-
<PAGE>

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.

-21-
<PAGE>

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.

International Equity Fund A Class, International Equity Fund B Class,
International Equity Fund C Class, Global Bond Fund A Class, Global Bond Fund B
Class, Global Bond Fund C Class, Global Assets Fund A Class, Global Assets Fund
B Class, Global Assets Fund C Class, Emerging Markets Fund A Class, Emerging
Markets Fund B Class and Emerging Markets Fund C Class

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. 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 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 International Equity Fund A Class, the
Global Bond Fund A Class, the Global Assets Fund A Class and the Emerging
Markets Fund A Class is 4.75% and is reduced on certain transactions of $100,000
or more. The International Equity Fund B Class, the International Equity Fund C
Class, the Global Bond Fund B Class, the Global Bond Fund C Class, the Global
Assets Fund B Class, the Global Assets Fund C Class, the Emerging Markets Fund B
Class and the Emerging Markets Fund C Class have no front-end sales charge but
are subject to annual 12b-1 expenses equal to a maximum of 1%. Shares of the
International Equity Fund B Class, the International Equity Fund C Class, the
Global Bond Fund B Class, the Global Bond Fund C Class, the Global Assets Fund B
Class, the Global Assets Fund C Class, the Emerging Markets Fund B Class, the
Emerging Markets Fund C Class and certain shares of 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 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 cover of this Prospectus.

-22-
<PAGE>

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

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 the Class. However, shares of
the International Equity Fund B Class, the International Equity Fund C Class,
the Global Bond Fund B Class, the Global Bond Fund C Class, the Global Assets
Fund B Class, the Global Assets Fund C Class, the Emerging Markets Fund B Class,
the Emerging Markets Fund C Class 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.

-23-
<PAGE>

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 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. 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.

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.

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.

-24-
<PAGE>

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 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. The Funds issue certificates for Class 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.

Shareholders also may submit their 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 Class 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 more than seven days, after receipt of the request.

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<PAGE>

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 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.

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.

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.

-26-
<PAGE>

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.

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 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.

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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<PAGE>

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 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 International Equity Fund A, B and C Classes, the Global Bond Fund A, B
and C Classes, the Global Assets Fund A, B and C Classes and the Emerging
Markets Fund A, B and C Classes 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.

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 and its predecessors have been managing the funds in the
Delaware Group since 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.

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<PAGE>

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% 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) of the Class do not exceed
1.55% through May 31, 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 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 May 31, 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. With respect to the International Equity Fund, the investment
management fee paid for the fiscal year ended November 30, 1995 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. The Manager has offices
located at Veritas House, 125 Finsbury Pavement, London, England EC2A 1NQ.

-29-
<PAGE>

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 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.

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.

-30-
<PAGE>

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 Global Funds, Inc.

Distribution and Service

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

-31-
<PAGE>

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 April ___, 1996. The directors annually review service
fees paid to the Transfer Agent. Certain recordkeeping 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 recordkeeping
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

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 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, which represent proportionate interests in the
assets of the respective Fund and have the same voting and other rights and
preferences as the respective Class, 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.

-32-
<PAGE>

OTHER INVESTMENT POLICIES AND RISK CONSIDERATIONS

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

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 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.

-33-
<PAGE>

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

Foreign Currency Transactions

-34-
<PAGE>

Options

-35-
<PAGE>

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.

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.

Interest Rate Swaps

-36-
<PAGE>

Diversification

-37-
<PAGE>

APPENDIX A--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 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.

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

General Rating Information

Bonds

<PAGE>

For more information contact the 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
One Commerce Square
Philadelphia, PA 19103

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

CUSTODIAN
Morgan Guaranty Trust Company of New York
60 Wall Street
New York, NY 10260
<PAGE>

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.

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
Morgan Guaranty Trust Company of New York
60 Wall Street
New York, NY 10260

<PAGE>

- ------------------------------------------------------------
DELAWARE GROUP
- ------------------------------------------------------------
GLOBAL & INTERNATIONAL FUNDS, INC.
- ------------------------------------------------------------
INTERNATIONAL EQUITY SERIES
- ------------------------------------------------------------
GLOBAL BOND SERIES
- ------------------------------------------------------------
GLOBAL ASSETS SERIES
- ------------------------------------------------------------

EMERGING MARKETS SERIES

PART B

STATEMENT OF
ADDITIONAL INFORMATION
- ------------------------------------------------------------

April ___, 1996

DELAWARE
GROUP
=========

<PAGE>

- -----------------------------------------------------------------------------
PART B--STATEMENT OF ADDITIONAL INFORMATION

April __, 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 Agreement and Sub-Advisory Agreement
- ------------------------------------------------------------------------------
Officers and Directors
- ------------------------------------------------------------------------------
Exchange Privilege
- ------------------------------------------------------------------------------
General Information
- ------------------------------------------------------------------------------
Appendix A -- IRA Information
- ------------------------------------------------------------------------------
Financial Statements
- ------------------------------------------------------------------------------

-1-

<PAGE>

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 How to Buy
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 April ___, 1996, and the current Prospectus of the
Institutional Classes dated April ___, 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 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.

-2-

<PAGE>

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.

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.

-3-
<PAGE>

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 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

-4-
<PAGE>

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, 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.

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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 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.

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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 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.

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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 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.

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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 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.

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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.

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.

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.

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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 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.

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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 the case of 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 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.

-12-
<PAGE>

Average Annual Total Return(1)
International International International
Equity Fund Equity Fund Equity Fund
A Class A Class Institutional
(at Offer)(3) (at NAV) Class(2)

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%

International International
Equity Fund Equity Fund
B Class B Class
(Including (Excluding
Deferred Sales Deferred Sales
Charge) Charge)

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

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

(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 Institutional Class and International Equity Fund B Class do
not exceed 1.85%, 1.55% and 2.55%, respectively (exclusive of taxes,
interest, brokerage commissions and extraordinary expenses, but inclusive
of 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 .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) Date of initial public offering was November 9, 1992.

(3) 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.

(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
these Funds at net asset value (NAV) does not reflect the deduction of the
maximum front-end sales charge of 4.75%.

-13-
<PAGE>

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)
Global Bond Global Bond Global Bond
Fund A Fund A Fund
Class Class Institutional
(at Offer) (at NAV) Class

Period
12/27/94(2)
through
11/30/95 13.14% 18.79% 19.21%

Global Bond Global Bond
Fund B Fund B
Class Class
(Including (Excluding
Deferred Sales Deferred Sales
Charge) Charge)

Period
12/27/94(2)
through
11/30/95 14.23% 18.23%

Global Assets Global Assets Global Assets
Fund A Fund A Fund
Class Class Institutional
(at Offer)(3) (at NAV) Class

Period
12/27/94(2)
through
11/30/95 15.69% 21.48% 21.88%

Global Assets Global Assets
Fund B Fund B
Class(3) Class(3)
(Including (Excluding
Deferred Sales Deferred Sales
Charge) Charge)

Period
12/27/94(2)
through
11/30/95 16.73% 20.73%

(1) The Manager had elected to voluntarily waive that portion, if any, of the
annual management fees payable by the Global Bond Fund and the Global Asset
Fund to ensure that the Total Operating Expenses of the Class A Shares and
Institutional Class shares of each Fund, respectively do not exceed 1.25%
and .95%, respectively, and of the Class B Shares of each Fund,
respectively, do not exceed 1.95% (in each case, exclusive of taxes,
interest, brokerage commissions and extraordinary expenses, but inclusive
of 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.

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 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.
<PAGE>

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.

-14-
<PAGE>

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.

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.

-15-
<PAGE>

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.

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 performance of the Class A Shares, Class B Shares and Institutional
Classes, as shown below, 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.

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 the International Equity Fund, Global Bond Fund
and Global Assets 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. 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.

-16-
<PAGE>

Cumulative Total Return(1)
International International
Equity Fund Equity Fund
A Class Institutional
(at Offer)(3) Class(2)

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%

10/31/91(4)
through
11/30/95 33.45% 41.31%

International International
Equity Fund Equity Fund
B Class B Class
(Including (Excluding
Deferred Sales Deferred Sales
Charge) Charge)

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%)

-17-
<PAGE>

(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 Institutional Class and International Equity Fund B Class do not
exceed 1.85%, 1.55% and 2.55%, respectively (exclusive of taxes, interest,
brokerage commissions and extraordinary expenses, but inclusive of 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 .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) 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.

Cumulative Total Return(1)
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)

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%

(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 and Institutional Class
shares of this Fund, respectively, do not exceed 1.25% and .95% and of the
Class B Shares of this Fund, do not exceed 1.95% (in each case, exclusive of
taxes, interest, brokerage commissions and extraordinary expenses, but
inclusive of 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.

-18-
<PAGE>

Cumulative Total Return(1)
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)(3) Class Charge) Charge)

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(2)
through
11/30/95 15.69% 21.88% 16.73% 20.73%

(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 and Institutional Class
shares of this Fund, respectively, do not exceed 1.25% and .95% and of the
Class B Shares of this Fund do not exceed 1.95% (in each case, exclusive of
taxes, interest, brokerage commissions and extraordinary expenses, but
inclusive of 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.

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 Company 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.

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:

6% 8% 10% 12%
Rate of Rate of Rate of Rate of
Return Return Return Return

12-'85 $10,617 $10,830 $11,047 $11,268
12-'86 $11,272 $11,729 $12,204 $12,697
12-'87 $11,967 $12,702 $13,482 $14,308
12-'88 $12,705 $13,757 $14,894 $16,122
12-'89 $13,488 $14,898 $16,453 $18,167
12-'90 $14,320 $16,135 $18,176 $20,471
12-'91 $15,203 $17,474 $20,079 $23,067
12-'92 $16,141 $18,924 $22,182 $25,993
12-'93 $17,137 $20,495 $24,504 $29,290
12-'94 $18,194 $22,196 $27,070 $33,004
<PAGE>

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

6% 8% 10% 12%
Rate of Rate of Rate of Rate of
Return Return Return Return

12-'85 $10,614 $10,824 $11,038 $11,255
12-'86 $11,265 $11,717 $12,184 $12,668
12-'87 $11,956 $12,682 $13,449 $14,258
12-'88 $12,690 $13,728 $14,845 $16,047
12-'89 $13,468 $14,859 $16,386 $18,061
12-'90 $14,295 $16,084 $18,087 $20,328
12-'91 $15,172 $17,410 $19,965 $22,879
12-'92 $16,103 $18,845 $22,038 $25,751
12-'93 $17,091 $20,399 $24,326 $28,983
12-'94 $18,140 $22,080 $26,851 $32,620

-19-
<PAGE>

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.

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, (SAI-DGG&I/PART B)

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, was 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 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.

-20-
<PAGE>

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.

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 for the Global Bond Fund and the Global
Assets Fund were 98% and 57%, respectively. It is anticipated that the Emerging
Markets Fund's portfolio turnover rate will be approximately 100%.

-21-
<PAGE>

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
its shares 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 How to Buy 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.

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.

-22-
<PAGE>

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 made 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 tables, 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.

-23-
<PAGE>

<TABLE>
<CAPTION>
International Equity Fund A Class
Global Bond Fund A Class
Global Assets Fund A Class
Emerging Markets Fund A Class
- -------------------------------------------------------------------------------

Front-End Sales Charge as % of Dealers'
--------------------------------------------------------------------------------- Commission
as % of
Offering Offering
Amount of Purchase Price Amount Invested** Price
--------------------------------------------------------------------------------
International Global Global Emerging
Equity Fund Assets Fund Bond Fund Markets 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 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 (the
"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 which 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.
- -------------------------------------------------------------------------------

-24-

<PAGE>
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:

Dealer's
Commission
---------------
(as a percent-
Amount age of amount
of Purchase purchased)
- ------------
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

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 Redemption and Repurchase) 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.

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:

Contingent Deferred
Sales Charge (as a
Percentage of
Dollar Amount
Year After Purchase Made Subject to Charge)
- ------------------------ ------------------

0-2 4%
3-4 3%
5 2%
6 1%
7 and thereafter None

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 How to Buy 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.

-25-
<PAGE>

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 the 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." 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.

-26-
<PAGE>

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% 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

-27-
<PAGE>

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. Spouses, parents, brothers, sisters and children (regardless of age)
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 six months after the registered representative
changes employment, if the purchase is funded by proceeds from an investment
where a front-end sales charge has been assessed and the redemption of the
investment did not result in the imposition of a contingent deferred sales
charge or other redemption charges. 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.

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.

-28-
<PAGE>

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 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 the Fund
Classes 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). Using the International Equity Fund A Class as an
example, if any such purchaser has previously purchased and still holds shares
of that class 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 of 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.

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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' 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.

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.

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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 Dividend Reinvestment Plan 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. Likewise, 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 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.

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<PAGE>

* * *

Initial investments under the Direct Deposit Purchase Plan and the
Automatic Investing Plan must be for $250 or more and subsequent investments
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 either 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 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.

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<PAGE>

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 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.

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 Fund Classes is available for investment by a
SEP/IRA.

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.

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<PAGE>

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 ____.

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.

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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.

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 for Class A Shares and
Institutional Class shares are issued 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 How to Buy 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.

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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.

If a shareholder who recently purchased shares by check seeks to redeem
all or a portion of those shares in a written request, the redemption request
will be honored but the proceeds will not be mailed until the Fund involved is
reasonably satisfied of the collection of the investment check. 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 Buying
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
before 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 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 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.

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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.

Telephone redemptions for Fund shares recently purchased by check will
not be honored unless the Fund involved is reasonably satisfied that the
purchase 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 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.

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<PAGE>

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. 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.

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<PAGE>

DISTRIBUTIONS

The Emerging Markets Fund will normally declare and make payments from
net investment income on an annual basis. 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.

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.

INVESTMENT MANAGEMENT AGREEMENT 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
April ___, 1996 and was approved by shareholders on April ___, 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 1/16 of 1% of each Fund's respective average
daily net assets during the month (the equivalent of .75 of 1% per year), less
all directors' fees paid to the unaffiliated directors by the Fund. The
compensation paid by the Emerging Markets Fund for investment management
services is equal to 1/12 of 1% of the Fund's average daily net assets during
the month (the equivalent of 1% per year). 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.

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<PAGE>

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 May 31, 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 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. 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. Delaware International has 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) do 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.

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<PAGE>

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.

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 April ___, 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 April ___,
1996. The Transfer Agent is also an indirect, wholly-owned subsidiary of
Delaware Management Holdings, Inc.

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<PAGE>

OFFICERS AND DIRECTORS

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

On April ____, 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 00.00% of the outstanding shares of the
International Equity Fund Institutional Class; approximately 00.00% and 00.00%,
respectively, of the outstanding shares of the Global Bond Fund A Class and the
Global Bond Fund Institutional Class, and less than 1% of the outstanding shares
of the Global Bond Fund B Class and Global Bond Fund C Class; and approximately
00.00% 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 April ____, 1996, management believes the following accounts held
5% or more of the outstanding shares of, respectively, the International Equity
Fund A Class, International Equity Fund B Class, International Equity Fund C
Class and International Equity Fund Institutional Class:

As of April ____, 1996, management believes the following accounts held
5% or more of the outstanding shares of, respectively, the Global Assets Fund A
Class, the Global Assets Fund B Class, the Global Assets Fund C Class and the
Global Assets Fund Institutional Class:

As of April ____, 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, the Global Bond Fund C Class and the Global
Bond Fund Institutional Class:

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 Investment
Counselors, 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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<PAGE>

*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 Investment
Counselors, Inc. and Delaware Investment & Retirement Services, Inc.
Chairman, 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 Distributors, Inc. and 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 Investment Counselors, 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.

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.

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

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<PAGE>

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 1994,
she was Adjunct Professor of Columbia Business School.

W. Thacher Longstreth (75)
Director and/or Trustee of Global Funds, Inc. and each of the other 16
investment companies in the Delaware Group.
City Hall, Philadelphia, PA 19107.
Philadelphia City Councilman.

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

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<PAGE>

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
Investment Counselors, Inc.
Senior Vice President/Chief Financial Officer 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., Delaware Distributors, L.P. and Delaware
Investment Counselors, Inc.
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 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.

Paul E. Suckow (48)
Senior Vice President/Chief Investment Officer, Fixed Income of Global
Funds, Inc., each of the other 16 investment companies in the
Delaware Group, Delaware Management Holdings, Inc. and Delaware
Management Company, 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.

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<PAGE>

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 Investment Counselors,
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.

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., and Founders Holdings, Inc.
Assistant Treasurer of 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.

-46-

<PAGE>

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 November 30, 1995.
<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 $18,100 $58,188
Ann R. Leven $2,474 None $18,100 $66,324
Walter P. Babich $2,503 None $18,100 $67,324
Anthony D. Knerr $2,239 None $18,100 $62,613
Charles E. Peck $2,179 None $18,100 $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 November 30,
1995, he or she would be entitled to annual payments totaling $18,100, 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.

-47-

<PAGE>

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 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.

-48-
<PAGE>

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.

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.

-49-
<PAGE>

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.

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).

-50-
<PAGE>

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
Total
Amount of
Fiscal Under- Amounts Net
Year writing Reallowed Commission
Ended Commissions to Dealers to DDLP/DDI
- ----- ----------- ---------- -----------
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

Global Bond Fund(1)
Total
Amount of
Fiscal Under- Amounts Net
Year writing Reallowed Commission
Ended Commissions to Dealers to DDLP/DDI
- ----- ----------- ---------- -----------
11/30/95 $5,712 $4,661 $1,051

Global Assets Fund(1)
Total
Amount of
Fiscal Under- Amounts Net
Year writing Reallowed Commission
Ended Commissions to Dealers to DDLP/DDI
- ----- ----------- ---------- -----------
11/30/95 $27,931 $24,095 $3,836

(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 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 received made with respect to the Global Bond Fund C Class.

-51-
<PAGE>

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 the International Equity and Global
Assets Funds, $0.00 for the Emerging Markets Fund and $11.00 for the Global Bond
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.

Morgan Guaranty Trust Company of New York ("Morgan"), 60 Wall Street,
New York, NY 10260, 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, 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.

-52-
<PAGE>

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 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.

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.

-53-
<PAGE>

APPENDIX A--IRA INFORMATION

The Tax Reform Act of 1986 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 Individual
Retirement Account 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.

-54-

<PAGE>

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-$22,750
--------------- Joint - $0-$38,000
<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%)]

-55-

<PAGE>

28% Tax Bracket Single - $22,751-$55,100
--------------- Joint - $38,001-$91,850
<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 - $55,101-$115,000
--------------- Joint - $91,851-$140,000
<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%]

-56-

<PAGE>

36% Tax Bracket* Single - $115,001-$250,000
---------------- Joint - $140,001-$250,000
<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 $250,000
------------------ Joint - over $250,000
<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.

-57-

<PAGE>

$2,000 SINGLE INVESTMENT AT A RETURN OF 10% COMPOUNDED MONTHLY
<TABLE>
<CAPTION>

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>

$2,000 INVESTED ANNUALLY AT A RETURN OF 10% COMPOUNDED MONTHLY
<TABLE>
<CAPTION>

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>

-58-

<PAGE>

$2,000 SINGLE INVESTMENT AT A RETURN OF 10% COMPOUNDED QUARTERLY
<TABLE>
<CAPTION>

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>

$2,000 INVESTED ANNUALLY AT A RETURN OF 10% COMPOUNDED QUARTERLY
<TABLE>
<CAPTION>

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>

-59-

<PAGE>

$2,000 SINGLE INVESTMENT AT A RETURN OF 10% COMPOUNDED ANNUALLY
<TABLE>
<CAPTION>

TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAX
YEARS 39.6%* 36%* 31% 28% 15% DEFERRED
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
10 $ 0,000 $ 0,000 $ 0,000 $ 0,000 $ 0,000 $ 0,000
15 0,000 0,000 0,000 0,000 0,000 0,000
20 0,000 0,000 0,000 0,000 0,000 0,000
30 00,000 00,000 00,000 00,000 00,000 00,000
40 00,000 00,000 00,000 00,000 00,000 00,000

</TABLE>

$2,000 INVESTED ANNUALLY AT A RETURN OF 10% COMPOUNDED ANNUALLY
<TABLE>
<CAPTION>

TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAXABLE - TAX
YEARS 39.6%* 36%* 31% 28% 15% DEFERRED
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
10 $ 00,000 $ 00,000 $ 00,000 $ 00,000 $ 00,000 $ 00,000
15 00,000 00,000 00,000 00,000 00,000 00,000
20 00,000 00,000 00,000 00,000 000,000 000,000
30 000,000 000,000 000,000 000,000 000,000 000,000
40 000,000 000,000 000,000 000,000 000,000 0,000,000
</TABLE>

-60-

<PAGE>

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.

After 5 years $3,528 more
10 years $6,113
20 years $17,228
30 years $47,295

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!

8% Return 10% Return

10 Years $ 31,828 $ 36,018
20 Years 102,476 133,521
30 Years 259,288 397,466

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.

-61-

<PAGE>

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.

-62-
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

PART C

Other Information

Item 24. Financial Statements and Exhibits

(a) Financial Statements:

Part A - Financial Highlights

*Part B - Statement of Net Assets
Statement of Operations
Statement of Changes in Net Assets
Notes to Financial Statements
Accountant's Reports

* The financial statements and Accountant's Report listed above
relating to the International Equity Series, the Global Assets
Series and the Global Bond Series are incorporated by
reference into Part B from the Registrant's Annual Report for
the fiscal year ended November 30, 1995 and were
electronically filed with the Commission on February 6, 1996.

(b) Exhibits:

(1) Articles of Incorporation.

(a) Articles of Incorporation, as amended
and supplemented through January 31,
1996, incorporated into this filing by
reference to Post-Effective Amendment
No. 10 filed November 27, 1995 and
Post-Effective Amendment No. 11 filed
January 31, 1996.

(b) Articles Supplementary (________, 1996)
to be filed by Post-Effective
Amendment.

(2) By-Laws. By-Laws, as amended through June 30,
1995, incorporated into this filing by reference
to Post-Effective Amendment No. 9 filed June 30,
1995.

i
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

(3) Voting Trust Agreement. Inapplicable.

(4) Copies of All Instruments Defining the Rights
of Holders.

(a) Articles of Incorporation, Articles of
Amendment and Articles Supplementary.

(i) Article Fifth and Article Ninth
of the Articles of Incorporation
(May 30, 1991), Article Second of
Articles Supplementary (May 22,
1992 and September 6, 1994),
Article Second of Certificate of
Correction to Articles
Supplementary (December 28, 1994)
incorporated into this filing by
reference to Post-Effective
Amendment No. 10 filed November
27, 1995 and Article Third,
Article Fourth and Article Fifth
of Articles Supplementary
(November 28, 1995) incorporated
into this filing by reference to
Post-Effective Amendment No. 11
filed January 31, 1996.

(b) By-Laws. Article II and Article III,
as amended, and Article XIV
incorporated into this filing by
reference to Post-Effective Amendment
No. 9 filed June 30, 1995.

(5) Investment Management Agreements.

(a) Investment Management Agreements
between Delaware International
Advisers Ltd. and the Registrant on
behalf of the International Equity
Series, the Global Assets Series and
the Global Bond Series dated April 3,
1995 and Sub-Advisory Agreement
between Delaware International
Advisers Ltd. and Delaware Management
Company, Inc. on behalf of the Global
Assets Series dated April 3, 1995
incorporated into this filing by
reference to Post-Effective Amendment
No. 9 filed June 30, 1995.

(b) Investment Management Agreement
between Delaware International
Advisers Ltd. and the Registrant on
behalf of the Emerging Markets Series
(____________, 1996) to be filed by
Post-Effective Amendment.

ii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

(6) (a) Distribution Agreements.

(i) Form of Distribution Agreement (April
3, 1995) incorporated into this
filing by reference to Post-Effective
Amendment No. 10 filed November 27,
1995.

(ii) Form of Amendment No. 1 to
Distribution Agreement (November
1995) incorporated into this filing
by reference to Post-Effective
Amendment No. 10 filed November 27,
1995.

(iii) Distribution Agreement between
Delaware Distributors, L.P. and the
Registrant on behalf of the Emerging
Markets Series (______________, 1996)
to be filed by Post-Effective
Amendment.

(b) Administration and Service Agreement. Form
of Administration and Service Agreement (as
amended November 1995) incorporated into
this filing by reference to Post-Effective
Amendment No. 10 filed November 27, 1995.

(c) Dealer's Agreement. Dealer's Agreement (as
amended November 1995) incorporated into
this filing by reference to Post-Effective
Amendment No. 10 filed November 27, 1995.

(d) Mutual Fund Agreement for the Delaware Group
of Funds (November 1995) incorporated into
this filing by reference to Post-Effective
Amendment No. 11 filed January 31, 1996.

(7) Bonus, Profit Sharing, Pension Contracts.

(a) Amended and Restated Profit Sharing Plan
(November 17, 1994) incorporated into this
filing by reference to Post-Effective
Amendment No. 9 filed June 30, 1995 and
Amendment to Profit Sharing Plan (December
21, 1995) incorporated into this filing by
reference to Post- Effective Amendment No.
11 filed January 31, 1996.

iii

<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

(8) Custodian Agreements.

(a) Incorporated into this filing by reference
to Post-Effective Amendment No. 1 filed
March 30, 1992.

(b) Custodian Agreement for the Emerging Markets
Series (___________, 1996) to be filed by
Post-Effective Amendment.

(9) Other Material Contracts.

(a) Shareholders Services Agreements
incorporated into this filing by reference
to Post-Effective Amendment No. 1 filed
March 30, 1992.

(b) Shareholders Services Agreement between
Delaware Service Company, Inc. and the
Registrant on behalf of the Emerging Markets
Series (_________, 1996) to be filed by
Post-Effective Amendment.

(10) Opinion of Counsel. Filed with letter relating
to Rule 24f-2 on January 26, 1996.

(11) Consent of Auditors. Attached as Exhibit.

(12) Inapplicable.

(13) Undertaking of Initial Shareholder. Incorporated
into this filing by reference to Pre-Effective
Amendment No. 1 filed August 22, 1991.

(14) Model Plans. Incorporated into this filing by
reference to Post-Effective Amendment No. 5
filed March 24, 1994 and Post-Effective
Amendment No. 8 filed March 3, 1995.

(15) Plans under Rule 12b-1.

(a) Form of Plan under Rule 12b-1 for Class A of
each Series (November 1995) incorporated
into this filing by reference to
Post-Effective Amendment No. 10 filed
November 27, 1995.

(b) Form of Plan under Rule 12b-1 for Class B of
each Series (November 1995) incorporated
into this filing by reference to
Post-Effective Amendment No. 10 filed
November 27, 1995.

iv
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

(c) Form of Plan under Rule 12b-1 for Class C of
each Series (November 1995) incorporated
into this filing by reference to
Post-Effective Amendment No. 10 filed
November 27, 1995.

(d) Plan under Rule 12b-1 for Class A of the
Emerging Markets Series (___________, 1996)
to be filed by Post-Effective Amendment.

(e) Plan under Rule 12b-1 for Class B of the
Emerging Markets Series (___________, 1996)
to be filed by Post-Effective Amendment.

(f) Plan under Rule 12b-1 for Class C of the
Emerging Markets Series (___________, 1996)
to be filed by Post-Effective Amendment.

(16) Schedules of Computation for each Performance
Quotation.

(a) Incorporated into this filing by reference
to Post-Effective Amendment No. 9 filed June
30, 1995 and Post-Effective Amendment No. 11
filed January 31, 1996.

(17) Financial Data Schedules. Incorporated into
this filing by reference to Post-Effective
Amendment No. 11 filed January 31, 1996.

(18) Plan under Rule 18f-3. Plan under Rule 18f-3
incorporated into this filing by reference to
Post-Effective Amendment No. 11 filed January
31, 1996.

(19) Other: Directors' Power of Attorney.
Incorporated into this filing by
reference to Post-Effective Amendment
No. 9 filed June 30, 1995.

Item 25. Persons Controlled by or under Common Control with Registrant. None.

Item 26. Number of Holders of Securities.

(1) (2)
Number of
Title of Class Record Holders
-------------- --------------
Delaware Group Global & International
Funds, Inc.'s
International Equity Series:

v
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

Number of
Title of Class Record Holders
-------------- --------------
International Equity Fund A Class
Common Stock 6,054 Accounts as of
$.01 Par Value Per Share January 31, 1996

International Equity Fund B Class
Common Stock 502 Accounts as of
$.01 Par Value Per Share January 31, 1996

International Equity Fund C Class
Common Stock 15 Accounts as of
$.01 Par Value Per Share January 31, 1996

International Equity Fund Institutional Class
Common Stock 34 Accounts as of
$.01 Par Value Per Share January 31, 1996

Delaware Group Global & International
Funds, Inc.'s
Global Bond Series:

Global Bond Fund A Class
Common Stock 104 Accounts as of
$.01 Par Value Per Share January 31, 1996

Global Bond Fund B Class
Common Stock 15 Accounts as of
$.01 Par Value Per Share January 31, 1996

Global Bond Fund C Class
Common Stock 3 Accounts as of
$.01 Par Value Per Share January 31, 1996

Global Bond Fund Institutional Class
Common Stock 3 Accounts as of
$.01 Par Value Per Share January 31, 1996

vi
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

Number of
Title of Class Record Holders*
-------------- ---------------
Delaware Group Global & International
Funds, Inc.'s
Global Assets Series:

Global Assets Fund A Class
Common Stock 604 Accounts as of
$.01 Par Value Per Share January 31, 1996

Global Assets Fund B Class
Common Stock 120 Accounts as of
$.01 Par Value Per Share January 31, 1996

Global Assets Fund C Class
Common Stock 6 Accounts as of
$.01 Par Value Per Share January 31, 1996

Global Assets Fund Institutional Class
Common Stock 3 Accounts as of
$.01 Par Value Per Share January 31, 1996

Delaware Group Global & International
Funds, Inc.'s
Emerging Markets Series:

Emerging Markets Fund A Class
Common Stock 0 Accounts as of
$.01 Par Value Per Share January 31, 1996

Emerging Markets Fund B Class
Common Stock 0 Accounts as of
$.01 Par Value Per Share January 31, 1996

Emerging Markets Fund C Class
Common Stock 0 Accounts as of
$.01 Par Value Per Share January 31, 1996

* Emerging Markets Series' Classes were not offered prior to the effective
date of this Registration Statement.

vii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

Number of
Title of Class Record Holders*
-------------- ---------------
Emerging Markets Fund Institutional Class
Common Stock 0 Accounts as of
$.01 Par Value Per Share January 31, 1996

* Emerging Markets Series' Classes were not offered prior to the effective
date of this Registration Statement.

Item 27. Indemnification. Incorporated into this filing by reference to initial
Registration Statement filed June 4, 1991 and Article XIV of the
By-Laws incorporated into this filing by reference to Post-Effective
Amendment No. 9 filed June 30, 1995.

Item 28. Business and Other Connections of Investment Adviser.

Delaware International Advisers Ltd. ("Delaware International")
serves as investment manager to the International Equity Series, the Global Bond
Series, the Global Assets Series and the Emerging Markets Series of the
Registrant, The International Equity Portfolio, The Global Fixed Income
Portfolio, The International Fixed Income Portfolio and The Labor Select
International Equity Portfolio of Delaware Pooled Trust, Inc., and the
International Equity Series and Global Bond Series of Delaware Group Premium
Fund, Inc., and serves as sub-investment manager to Delaware Group Global
Dividend and Income Fund, Inc., and provides investment advisory services to
institutional accounts, primarily retirement plans and endowment funds.

The following persons serving as directors or officers of Delaware
International have held the following positions during the past two years:

viii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.
<TABLE>
<CAPTION>
Name and Principal Positions and Offices with Delaware International Advisers Ltd.
Business Address and its Affiliates and Other Positions and Offices Held
- ------------------ ---------------------------------------------------------------
<S> <C>
*Wayne A. Stork Chairman of the Board, Chief Executive Officer and Director of Delaware
International Advisers Ltd.; President, Chief Executive Officer, Chairman of
the Board and Director of the Registrant and, with the exception of Delaware
Pooled Trust, Inc., each of the other funds in the Delaware Group, Delaware
Management Holdings, Inc., DMH Corp., Delaware International Holdings
Ltd. and Founders Holdings, Inc.; Chairman of the Board, President, Chief
Executive Officer, Chief Investment Officer and Director of Delaware
Management Company, Inc.; Chairman of the Board and Director of
Delaware Pooled Trust, Inc., Delaware Investment Counselors, Inc. and
Delaware Investment & Retirement Services, Inc.; and Director of Delaware
Distributors, Inc. and Delaware Service Company, Inc.

**G. Roger H. Kitson Vice Chairman and Director of Delaware International Advisers Ltd.

**David G. Tilles Managing Director, Chief Investment Officer and Director of Delaware
International Advisers Ltd.

**John Emberson Secretary/Compliance Officer/Finance Director and Director of Delaware
International Advisers Ltd.
</TABLE>

* Business address is 1818 Market Street, Philadelphia, PA 19103.
** Business address is Veritas House, 125 Finsbury Pavement, London,
England EC2A 1NQ.

ix
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.
<TABLE>
<CAPTION>
Name and Principal Positions and Offices with Delaware International Advisers Ltd.
Business Address and its Affiliates and Other Positions and Offices Held
- ------------------ ---------------------------------------------------------------
<S> <C>
*David K. Downes Director of Delaware International Advisers Ltd.; Senior Vice President,
Chief Administrative Officer, Chief Financial Officer and Treasurer of
Delaware Management Holdings, Inc.; Senior Vice President/Chief
Administrative Officer/Chief Financial Officer of Delaware Management
Company, Inc., the Registrant and each of the other funds in the Delaware
Group; Chairman and Director of Delaware Management Trust Company;
Senior Vice President, Chief Financial Officer, Treasurer and Director of
DMH Corp.; Senior Vice President and Chief Administrative Officer of
Delaware Distributors, L.P.; Senior Vice President, Chief Administrative
Officer and Director of Delaware Distributors, Inc.; 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 and Treasurer of Delaware Investment Counselors, Inc.; Senior Vice
President, Chief Financial Officer and Director of Founders Holdings, Inc.;
and Chief Executive Officer and Director of Delaware Investment &
Retirement Services, Inc.

Chief Executive Officer, Chief Financial Officer and Treasurer of Forewarn,
Inc. since 1992, 8 Clayton Place, Newtown Square, PA

*Winthrop S. Jessup Director of Delaware International Advisers Ltd., Delaware Service
Company, Inc., Delaware Management Trust Company and Delaware
Investment & Retirement Services, Inc.; Executive Vice President of the
Registrant and, with the exception of Delaware Pooled Trust, Inc., each of
the other funds in the Delaware Group and Delaware Management Holdings,
Inc.; President and Chief Executive Officer of Delaware Pooled Trust, Inc.;
Executive Vice President and Director of DMH Corp., Delaware
Management Company, Inc., Delaware International Holdings Ltd. and
Founders Holdings, Inc.; Vice Chairman of Delaware Distributors, L.P.;
Vice Chairman and Director of Delaware Distributors, Inc.; and President
and Director of Delaware Investment Counselors, Inc.
</TABLE>

* Business address is 1818 Market Street, Philadelphia, PA 19103.
** Business address is Veritas House, 125 Finsbury Pavement, London,
England EC2A 1NQ.

x
<PAGE>

Board of Directors, Chairman of Finance Committee, Keystone Insurance
Company since 1989, 2040 Market Street, Philadelphia, PA; Board of
Directors, Chairman of Finance Committee, Mid Atlantic, Inc. since 1989,
2040 Market Street, Philadelphia, PA

*Richard J. Flannery Director of Delaware International Advisers Ltd.; Managing
Director/Corporate Tax & Affairs of Delaware Management Holdings, Inc.,
DMH Corp., Delaware Management Company, Inc., Delaware Distributors,
L.P., Delaware Distributors, Inc., Delaware Service Company, Inc.,
Delaware Management Trust Company, Delaware Investment Counselors,
Inc., Founders CBO Corporation and Delaware Investment & Retirement
Services, Inc.; Vice President of the Registrant and each of the other funds
in the Delaware Group; Managing Director/Corporate & Tax Affairs and
Director of Founders Holdings, Inc.; and Managing Director and Director of
Delaware International Holdings Ltd.

Limited Partner of Stonewall Links, L.P. since 1991, Bulltown Rd.,
Elverton, PA; Director and Member of Executive Committee of Stonewall
Links, Inc. since 1991, Bulltown Rd., Elverton, PA

*John C. E. Campbell Director of Delaware International Advisers Ltd.
</TABLE>

* Business address is 1818 Market Street, Philadelphia, PA 19103.
** Business address is Veritas House, 125 Finsbury Pavement, London,
England EC2A 1NQ.

xi
<PAGE>

Director of ICI Mutual Insurance Co. since 1992, P.O. Box 730, Burlington,
VT

*George E. Deming Director of Delaware International Advisers Ltd.

**Timothy W. Sanderson Senior Portfolio Manager/Deputy Compliance Officer/Director Equity
Research and Director of Delaware International Advisers Ltd.

**Clive A. Gillmore Senior Portfolio Manager/Director U.S. Mutual Fund Liaison and Director
of Delaware International Advisers Ltd.

**Hamish O. Parker Senior Portfolio Manager/Director U.S. Marketing Liaison and Director of
Delaware International Advisers Ltd.

**Ian G. Sims Senior Portfolio Manager/Deputy Managing Director and Director of
Delaware International Advisers Ltd.

**Elizabeth A. Desmond Senior Portfolio Manager of Delaware International Advisers Ltd.

**Gavin A. Hall Senior Portfolio Manager of Delaware International Advisers Ltd.
</TABLE>

* Business address is 1818 Market Street, Philadelphia, PA 19103.
** Business address is Veritas House, 125 Finsbury Pavement, London,
England EC2A 1NQ.

xii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

Delaware Management Company, Inc. ("DMC"), an affiliate of Delaware
International, serves as sub-investment manager to a portion of the portfolio of
the Global Assets Series and as investment manager to other funds in the
Delaware Group (Delaware Group Delaware Fund, Inc., Delaware Group Trend Fund,
Inc., Delaware Group Value Fund, Inc., Delaware Group DelCap Fund, Inc.,
Delaware Group Decatur Fund, Inc., Delaware Group Delchester High-Yield Bond
Fund, Inc., Delaware Group Government Fund, Inc., Delaware Group Limited-Term
Government Funds, Inc., Delaware Group Cash Reserve, Inc., Delaware Group
Tax-Free Fund, Inc., DMC Tax-Free Income Trust-Pennsylvania, Delaware Group Tax-
Free Money Fund, Inc., Delaware Group Premium Fund, Inc., Delaware Pooled Trust,
Inc., Delaware Group Dividend and Income Fund, Inc. and Delaware Group Global
Dividend and Income Fund, Inc.) and provides investment advisory services to
institutional accounts, primarily retirement plans and endowment funds. In
addition, certain directors of DMC also serve as directors/trustees of the other
Delaware Group funds, and certain officers are also officers of these other
funds. A company indirectly owned by DMC's parent company acts as principal
underwriter to the mutual funds in the Delaware Group (see Item 29 below) and
another such company acts as the shareholder servicing, dividend disbursing and
transfer agent for all of the mutual funds in the Delaware Group.

The following persons serving as directors or officers of DMC have
held the following positions during the past two years:

<TABLE>
<CAPTION>
Name and Principal Positions and Offices with DMC and its
Business Address* Affiliates and Other Positions and Offices Held
- ------------------ -----------------------------------------------
<S> <C>
Wayne A. Stork Chairman of the Board, President, Chief Executive Officer, Chief
Investment Officer and Director of Delaware Management Company, Inc.;
President, Chief Executive Officer, Chairman of the Board and Director of
the Registrant and, with the exception of Delaware Pooled Trust, Inc., each
of the other funds in the Delaware Group, Delaware Management Holdings,
Inc., DMH Corp., Delaware International Holdings Ltd. and Founders
Holdings, Inc.; Chairman of the Board and Director of Delaware Pooled
Trust, Inc., Delaware Investment Counselors, Inc. and Delaware Investment
& Retirement Services, Inc.; Chairman, Chief Executive Officer and
Director of Delaware International Advisers Ltd.; and Director of Delaware
Distributors, Inc. and Delaware Service Company, Inc.
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xiii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices with DMC and its
Business Address* Affiliates and Other Positions and Offices Held
- ------------------ -----------------------------------------------
<S> <C>
Winthrop S. Jessup Executive Vice President and Director of Delaware Management Company,
Inc., DMH Corp., Delaware International Holdings Ltd. and Founders
Holdings, Inc.; Executive Vice President of the Registrant and, with the
exception of Delaware Pooled Trust, Inc., each of the other funds in the
Delaware Group and Delaware Management Holdings, Inc.; President and
Chief Executive Officer of Delaware Pooled Trust, Inc.; Vice Chairman of
Delaware Distributors, L.P.; Vice Chairman and Director of Delaware
Distributors, Inc.; Director of Delaware Service Company, Inc., Delaware
Management Trust Company, Delaware International Advisers Ltd. and
Delaware Investment & Retirement Services, Inc.; and President and
Director of Delaware Investment Counselors, Inc.

Richard G. Unruh, Jr. Executive Vice President and Director of Delaware Management Company,
Inc.; Executive Vice President of the Registrant and each of the other
funds in the Delaware Group; Senior Vice President of Delaware Management
Holdings, Inc.; and Director of Delaware International Advisers Ltd.

Paul E. Suckow Executive Vice President/Chief Investment Officer, Fixed Income of
Delaware Management Company, Inc.; Senior Vice President/Chief
Investment Officer, Fixed Income of the Registrant, each of the other funds
in the Delaware Group and Delaware Management Holdings, Inc.; Senior
Vice President and Director of Founders Holdings, Inc.; and Director of
Founders CBO Corporation
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xiv
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices with DMC and its
Business Address* Affiliates and Other Positions and Offices Held
- ------------------ -----------------------------------------------
<S> <C>
David K. Downes Senior Vice President, Chief Administrative Officer and Chief Financial
Officer of Delaware Management Company, Inc., the Registrant and each of
the other funds in the Delaware Group; Chairman and Director of Delaware
Management Trust Company; Senior Vice President, Chief Administrative
Officer, Chief Financial Officer and Treasurer of Delaware Management
Holdings, Inc.; Senior Vice President, Chief Financial Officer, Treasurer and
Director of DMH Corp.; Senior Vice President and Chief Administrative
Officer of Delaware Distributors, L.P.; Senior Vice President, Chief
Administrative Officer and Director of Delaware Distributors, Inc.; 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 and Treasurer of Delaware Investment Counselors,
Inc.; Senior Vice President, Chief Financial Officer and Director of
Founders Holdings, Inc.; Chief Executive Officer and Director of Delaware
Investment & Retirement Services, Inc.; and Director of Delaware
International Advisers Ltd.

Chief Executive Officer, Chief Financial Officer and Treasurer of Forewarn,
Inc. since 1992, 8 Clayton Place, Newtown Square, PA

George M. Chamberlain, Jr. Senior Vice President, Secretary and Director of Delaware Management
Company, Inc., DMH Corp., Delaware Distributors, Inc., Delaware Service
Company, Inc., Founders Holdings, Inc. and Delaware Investment &
Retirement Services, Inc.; Senior Vice President and Secretary of the
Registrant, each of the other funds in the Delaware Group, Delaware
Distributors, L.P., Delaware Investment Counselors, Inc. and Delaware
Management Holdings, Inc.; Executive Vice President, Secretary and
Director of Delaware Management Trust Company; Secretary and Director
of Delaware International Holdings Ltd.; and Director of Delaware
International Advisers Ltd.

Director of ICI Mutual Insurance Co. since 1992, P.O. Box 730, Burlington,
VT
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

<PAGE>
Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices with DMC and its
Business Address* Affiliates and Other Positions and Offices Held
- ------------------ -----------------------------------------------
<S> <C>
Richard J. Flannery Managing Director/Corporate Tax & Affairs of Delaware Management
Company, Inc., Delaware Management Holdings, Inc., DMH Corp.,
Delaware Distributors, L.P., Delaware Distributors, Inc., Delaware Service
Company, Inc., Delaware Management Trust Company, Delaware
Investment Counselors, Inc., Founders CBO Corporation and Delaware
Investment & Retirement Services, Inc.; Vice President of the Registrant
and each of the other funds in the Delaware Group; Managing
Director/Corporate Tax & Affairs and Director of Founders Holdings, Inc.;
Managing Director and Director of Delaware International Holdings Ltd.;
and Director of Delaware International Advisers Ltd.

Limited Partner of Stonewall Links, L.P. since 1991, Bulltown Rd.,
Elverton, PA; Director and Member of Executive Committee of Stonewall
Links, Inc. since 1991, Bulltown Rd., Elverton, PA

Michael P. Bishof/1/ Vice President and Treasurer of Delaware Management Company, Inc., the
Registrant, each of the other funds in the Delaware Group, Delaware
Distributors, L.P., Delaware Distributors, Inc., Delaware Service Company,
Inc. and Founders Holdings, Inc.; Assistant Treasurer of Founders CBO
Corporation; and Vice President and Manager of Investment Accounting of
Delaware International Holdings Ltd.

Eric E. Miller Vice President and Assistant Secretary of Delaware Management Company,
Inc., the Registrant, each of the other funds in the Delaware Group,
Delaware Management Holdings, Inc., DMH Corp., Delaware Distributors,
L.P., Delaware Distributors, Inc., Delaware Service Company, Inc.,
Delaware Management Trust Company, Founders Holdings, Inc., Delaware
Investment Counselors, Inc. and Delaware Investment & Retirement
Services, Inc.
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xvi

<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices with DMC and its
Business Address* Affiliates and Other Positions and Offices Held
- ------------------ -----------------------------------------------
<S> <C>
Richelle S. Maestro Vice President and Assistant Secretary of Delaware Management Company,
Inc., the Registrant, each of the other funds in the Delaware Group,
Delaware Management Holdings, Inc., Delaware Distributors, L.P.,
Delaware Distributors, Inc., Delaware Service Company, Inc., DMH Corp.,
Delaware Management Trust Company, Delaware Investment Counselors,
Inc., Delaware Investment & Retirement Services, Inc. and Founders
Holdings, Inc.; and Assistant Secretary of Founders CBO Corporation and
Delaware International Holdings Ltd.

General Partner of Tri-R Associates since 1989, 10001 Sandmeyer Ln.,
Philadelphia, PA

John M. Zerr/2/ Vice President and Assistant Secretary of Delaware Management Company,
Inc., the Registrant, each of the other funds in the Delaware Group, DMH
Corp., Delaware Distributors, L.P., Delaware Distributors, Inc., Delaware
Service Company, Inc., Delaware Management Trust Company, Delaware
Investment Counselors, Inc. and Delaware Investment & Retirement
Services, Inc.

Secretary and Counsel of Renovisions, Inc. since 1990, 4284 South Dixi
Road, Resaca, GA

Joseph H. Hastings Vice President/Corporate Controller of Delaware Management Company,
Inc., the Registrant, each of the other funds in the Delaware Group,
Delaware Management Holdings, Inc., DMH Corp., Delaware Distributors,
L.P., Delaware Distributors, Inc., Delaware Service Company, Inc.,
Delaware Investment Counselors, Inc., Founders Holdings, Inc. and
Delaware International Holdings Ltd.; Executive Vice President, Chief
Financial Officer and Treasurer of Delaware Management Trust Company;
Chief Financial Officer and Treasurer of Delaware Investment & Retirement
Services, Inc.; and Assistant Treasurer of Founders CBO Corporation
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xvii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices with DMC and its
Business Address* Affiliates and Other Positions and Offices Held
- ------------------ -----------------------------------------------
<S> <C>
Bruce A. Ulmer Vice President/Director of Internal Audit of Delaware Management Company,
Inc., the Registrant, each of the other funds in the Delaware Group, Delaware
Management Holdings, Inc., DMH Corp. and Delaware Management Trust
Company; and Vice President/Internal Audit of Delaware Investment &
Retirement Services, Inc.

Steven T. Lampe/3/ Vice President/Taxation of Delaware Management Company, Inc., the
Registrant, each of the other funds in the Delaware Group, Delaware
Management Holdings, Inc., DMH Corp., Delaware Distributors, L.P.,
Delaware Distributors, Inc., Delaware Service Company, Inc., Delaware
Management Trust Company, Founders Holdings, Inc., Founders CBO
Corporation and Delaware Investment Counselors, Inc.

Lisa O. Brinkley/4/ Vice President/Compliance of Delaware Management Company, Inc., the
Registrant, each of the other funds in the Delaware Group, DMH Corp., Delaware
Distributors, L.P., Delaware Distributors, Inc., Delaware Service Company, Inc.,
Delaware Management Trust Company, Delaware Investment Counselors, Inc. and Delaware
Investment & Retirement Services, Inc.

Rosemary E. Milner Vice President/Legal of Delaware Management Company, Inc., the Registrant,
each of the other funds in the Delaware Group, Delaware Distributors, L.P.
and Delaware Distributors, Inc.

Douglas L. Anderson Vice President/Operations of Delaware Management Company, Inc.,
Delaware Service Company, Inc. and Delaware Investment & Retirement
Services, Inc.; and Vice President/Operations and Director of Delaware
Management Trust Company

Michael T. Taggart Vice President/Facilities Management and Administrative Services of
Delaware Management Company, Inc.

Gerald T. Nichols Vice President/Senior Portfolio Manager of Delaware Management Company,
Inc., the Registrant, each of the tax-exempt funds, the fixed income funds
and the closed-end funds in the Delaware Group; Vice President of Founders
Holdings, Inc.; and Treasurer and Director of Founders CBO Corporation
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xviii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices with DMC and its
Business Address* Affiliates and Other Positions and Offices Held
- ------------------ -----------------------------------------------
<S> <C>
J. Michael Pokorny Vice President/Senior Portfolio Manager of Delaware Management
Company, Inc., the Registrant, each of the tax-exempt funds and the fixed
income funds in the Delaware Group

Gary A. Reed Vice President/Senior Portfolio Manager of Delaware Management Company,
Inc., the Registrant, each of the tax-exempt funds and the fixed income
funds in the Delaware Group and Delaware Investment Counselors, Inc.

Paul A. Matlack Vice President/Senior Portfolio Manager of Delaware Management Company,
Inc., the Registrant, each of the tax-exempt funds, the fixed income funds
and the closed-end funds in the Delaware Group; Vice President of Founders
Holdings, Inc.; and Secretary and Director of Founders CBO Corporation

Patrick P. Coyne Vice President/Senior Portfolio Manager of Delaware Management Company,
Inc., the Registrant, each of the tax-exempt funds and the fixed income
funds in the Delaware Group

Roger A. Early/5/ Vice President/Senior Portfolio Manager of Delaware Management Company,
Inc., the Registrant, each of the tax-exempt funds and the fixed income
funds in the Delaware Group

Edward N. Antoian Vice President/Senior Portfolio Manager of Delaware Management
Company, Inc., the Registrant and each of the equity funds in the Delaware
Group

General Partner of Zeke Investment Partners since 1991, 569 Canterbury
Lane, Berwyn, PA

George H. Burwell Vice President/Senior Portfolio Manager of Delaware Management
Company, Inc., the Registrant and each of the equity funds in the Delaware
Group
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xix
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

John B. Fields Vice President/Senior Portfolio Manager of Delaware Management Company,
Inc., the Registrant, each of the equity funds in the Delaware Group and Delaware
Investment Counselors, Inc.

David C. Dalrymple Vice President/Senior Portfolio Manager of Delaware Management
Company, Inc., the Registrant and each of the equity funds in the Delaware
Group

Faye P. Staples/6/ Vice President/Human Resources of Delaware Management Company, Inc.,
Delaware Distributors, L.P. and Delaware Distributors, Inc.; and Vice
President/Director of Human Resources of Delaware Service Company, Inc.

Daniel H. Carlson/7/ Vice President/Marketing Manager of Delaware Management Company, Inc.
</TABLE>

1 VICE PRESIDENT/GLOBAL INVESTMENT MANAGEMENT OPERATIONS, Bankers Trust and
VICE PRESIDENT, CS First Boston Investment Management prior to June 1995.
2 ATTORNEY, Ballard, Spahr, Andrews and Ingersoll prior to July 1995.
3 TAX MANAGER, Price Waterhouse prior to October 1995.
4 VICE PRESIDENT AND COMPLIANCE OFFICER, Banc One Securities Corporation
prior to June 1994 and ASSISTANT VICE PRESIDENT AND COMPLIANCE OFFICER,
Aetna Life and Casualty prior to March 1993.
5 SENIOR VICE PRESIDENT AND PORTFOLIO MANAGER, Federated Investors prior to
July 1994.
6 VICE PRESIDENT/HUMAN RESOURCES, Nova Care prior to September 1995.
7 PRINCIPAL AND CONSULTANT, Buck Consultants prior to October 1995.

Item 29. Principal Underwriters.

(a) Delaware Distributors, L.P. serves as principal underwriter for
all the mutual funds in the Delaware Group.

(b) Information with respect to each director, officer or partner of
principal underwriter:

<TABLE>
<CAPTION>
Name and Principal Positions and Offices Positions and Offices
Business Address* with Underwriter with Registrant
- ------------------ ---------------------- ---------------------
<S> <C> <C>
Delaware Distributors, Inc. General Partner None
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xx
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices Positions and Offices
Business Address* with Underwriter with Registrant
- ------------------ --------------------- ----------------------
<S> <C> <C>
Delaware Management Sub-Investment Manager
Company, Inc. Limited Partner to Global Assets Series

Delaware Investment
Counselors, Inc. Limited Partner None

Winthrop S. Jessup Vice Chairman Executive Vice President

Keith E. Mitchell President and Chief None
Executive Officer

David K. Downes Senior Vice President and Senior Vice President/Chief
Chief Administrative Officer Administrative Officer/Chief
Financial Officer

George M. Chamberlain, Jr. Senior Vice President/ Senior Vice President/
Secretary Secretary

J. Lee Cook Senior Vice President/ None
National Sales Manager

Stephen H. Slack Senior Vice President/ None
Wholesaler

William F. Hostler Senior Vice President/ None
Marketing Services

Minette van Noppen Senior Vice President/ None
Retirement Services

Richard J. Flannery Managing Director/Corporate Vice President
& Tax Affairs

Eric E. Miller Vice President/ Vice President/
Assistant Secretary Assistant Secretary
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xxi
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices Positions and Offices
Business Address* with Underwriter with Registrant
- ------------------ --------------------- ----------------------
<S> <C> <C>
Richelle S. Maestro Vice President/ Vice President/
Assistant Secretary Assistant Secretary

John M. Zerr Vice President/ Vice President/
Assistant Secretary Assistant Secretary

Michael P. Bishof Vice President/Treasurer Vice President/Treasurer

Joseph H. Hastings Vice President/ Vice President/
Corporate Controller Corporate Controller

Steven T. Lampe Vice President/Taxation Vice President/Taxation

Lisa O. Brinkley Vice President/ Vice President/
Compliance Compliance

Rosemary E. Milner Vice President/Legal Vice President/Legal

Diane M. Anderson Vice President/ None
Retirement Services

Denise F. Guerriere Vice President/Client Services None

Julia R. Vander Els Vice President/ None
Retirement Services

Jerome J. Alrutz Vice President/ None
Retirement Services

Joanne A. Mettenheimer Vice President/ None
National Accounts

Christopher H. Price Vice President/Annuity None
Marketing & Administration
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xxii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

<TABLE>
<CAPTION>
Name and Principal Positions and Offices Positions and Offices
Business Address* with Underwriter with Registrant
- ------------------ --------------------- ----------------------
<S> <C> <C>
Thomas S. Butler Vice President/ None
DDI Administration

Frank Albanese Vice President/Wholesaler None

William S. Carroll Vice President/Wholesaler None

William S. Castetter Vice President/Wholesaler None

Thomas J. Chadie Vice President/Wholesaler None

Douglas R. Glennon Vice President/Wholesaler None

Alan D. Kessler Vice President/Wholesaler None

William M. Kimbrough Vice President/Wholesaler None

Mac McAuliffe Vice President/Wholesaler None

Patrick L. Murphy Vice President/Wholesaler None

Henry W. Orvin Vice President/Wholesaler None

Philip G. Rickards Vice President/Wholesaler None

Michael W. Rose Vice President/Wholesaler None

Thomas E. Sawyer Vice President/Wholesaler None

Robert E. Stansbury Vice President/Wholesaler None

Larry D. Stone Vice President/Wholesaler None

Faye P. Staples Vice President/Human Resources None
</TABLE>

*Business address of each is 1818 Market Street, Philadelphia, PA 19103.

xxiii
<PAGE>

Form N-1A
File No. 33-41034
Delaware Group Global &
International Funds, Inc.

Item 30. Location of Accounts and Records.

All accounts and records are maintained in Philadelphia at 1818
Market Street, Philadelphia, PA 19103 or One Commerce Square,
Philadelphia, PA 19103.

Item 31. Management Services. None.

Item 32. Undertakings.

(a) Not Applicable.

(b) The Registrant hereby undertakes to file a post-effective
amendment, using financial statements which need not be
certified, within four to six months from the initial
public offering of shares of the Emerging Markets Series.

(c) The Registrant hereby undertakes to furnish each person to
whom a prospectus is delivered with a copy of the
Registrant's latest annual report to shareholders, upon
request and without charge.

(d) The Registrant hereby undertakes to promptly call a
meeting of shareholders for the purpose of voting upon the
question of removal of any director when requested in
writing to do so by the record holders of not less than
10% of the outstanding shares.

xxiv
<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, this Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized, in
this City of Philadelphia, Commonwealth of Pennsylvania on this 14th day of
February, 1996.

DELAWARE GROUP GLOBAL &
INTERNATIONAL FUNDS, INC.

By /s/ Wayne A. Stork
----------------------------
Wayne A. Stork
Chairman of the Board, President,
Chief Executive Officer and Director

Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated:

<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
Chairman of the Board, President,
/s/ Wayne A. Stork Chief Executive Officer and Director February 14, 1996
- ------------------------------------------
Wayne A. Stork

Senior Vice President/Chief Financial
Officer/Chief Administrative Officer
(Principal Financial Officer and
/s/ David K. Downes Principal Accounting Officer) February 14, 1996
- ----------------------------------------

/s/ Charles E. Peck Director February 14, 1996
- ----------------------------------------
Charles E. Peck

/s/ W. Thacher Longstreth Director February 14, 1996
- ----------------------------------------
W. Thacher Longstreth

/s/ Ann R. Leven Director February 14, 1996
- ----------------------------------------
Ann R. Leven

/s/ Anthony D. Knerr Director February 14, 1996
- ----------------------------------------
Anthony D. Knerr
</TABLE>
<PAGE>

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

Exhibits

Form N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
<PAGE>

INDEX TO EXHIBITS

Exhibit No. Exhibit
- ----------- -------
EX-99.B11 Consent of Auditors

<PAGE>

Consent of Independent Auditors

We consent to the references to our firm under the captions "Financial
Highlights" in the Prospectuses for the A Class, B Class, and C Class and for
the Institutional Class of the International Equity Series, Global Bond Series,
and Global Assets Series and "Financial Statements" in the Statement of
Additional Information and to the incorporation by reference in this
Post-Effective Amendment No. 12 to the Registration Statement (Form N-1A)(No.
33-41034) of Delaware Group Global & International Funds, Inc. of our report
dated January 12, 1996, included in the 1995 Annual Report to Shareholders of
Delaware Group Global & International Funds, Inc.

/s/ Ernst & Young LLP
--------------------------
Ernst & Young LLP

Philadelphia, Pennsylvania
February 12, 1996