U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer: Seligman Henderson Global Fund Series, Inc.
100 Park Avenue
New York, NY 10017
2. Name of each series or class of funds for which this notice is filed:
See Attachment I
3. Investment Company Act File Number: 811-6485
Securities Act File Number: 33-44186
4. Last day of fiscal year for which this notice is filed: 10/31/96
5. Check box if this notice is being filed more than 180 days after the
close of the issuer's fiscal year for purposes of reporting securities
sold after the close of the fiscal year but before termination of the
issuer's 24f-2 declaration:
[ ]
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable:
7. Number and amount of securities of the same class or series which had
been registered under the Securities Act of 1933 other than pursuant to
rule 24f-2 in a prior fiscal year, but which remained unsold at the
beginning of the fiscal year:
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
9. Number and aggregate sale price of securities sold during the fiscal
year:
SHARES SALE PRICE
111,438,908 1,320,128,585
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Securities and Exchange Commission December 23, 1996
Division of Investment Management
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10. Number and aggregate sale price of securities sold during the fiscal year in
reliance upon registration pursuant to rule 24f-2:
SHARES SALE PRICE
111,438,908 1,320,128,585
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable:
SHARES SALE PRICE
4,619,286 55,032,848
12. Calculation of registration fee:
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(i) Aggregate sale price of securities sold during the fiscal year in
reliance on rule 24f-2 (from Item 10): $ 1,320,128,585
(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from Item 11): + 55,032,848
(iii) Aggregate price of shares redeemed or repurchased during the fiscal
year (if applicable): - 411,399,980
(iv) Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to rule 24e-2 (if + 0
applicable):
(v) Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 { line (i), plus line (ii), less line
(iii), plus line (iv)} 963,761,453
(vi) Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation: x 0.000345
(vii) Fee due {line (i) or line (v) multiplied by line (vi)}:
$ 332,497.70
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13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's
Rules of Informal and Other Procedures (17 CFR 202.3a). [ ]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
December 23, 1996
SIGNATURES
This report has been signed below by the following persons on behalf of
the issuer and in the capacities and on the dates indicated.
By (Signature and Title)
Thomas G. Rose
Treasurer
Date: December 23, 1996
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SELIGMAN HENDERSON GLOBAL FUND SERIES, INC.
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Attachment I
Name of each series or class of funds for which this notice is filed:
Seligman Henderson Emerging Markets Growth Fund - Class A
Seligman Henderson Emerging Markets Growth Fund - Class B
Seligman Henderson Emerging Markets Growth Fund - Class D
Seligman Henderson Global Growth Opportunities Fund - Class A
Seligman Henderson Global Growth Opportunities Fund - Class B
Seligman Henderson Global Growth Opportunities Fund - Class D
Seligman Henderson Global Smaller Companies Fund - Class A
Seligman Henderson Global Smaller Companies Fund - Class B
Seligman Henderson Global Smaller Companies Fund - Class D
Seligman Henderson Global Technology Fund - Class A
Seligman Henderson Global Technology Fund - Class B
Seligman Henderson Global Technology Fund - Class D
Seligman Henderson International Fund - Class A
Seligman Henderson International Fund - Class B
Seligman Henderson International Fund - Class D
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SELIGMAN HENDERSON GLOBAL FUND SERIES, INC.
The undersigned, Treasurer of Seligman Henderson Global Fund Series,
Inc., a Maryland corporation (the "Company"), does hereby certify as follows:
1. From November 1, 1995 through October 31, 1996, the Company issued an
aggregate of 116,058,194 shares of its Capital Stock, $0.001 par value as
follows:
Seligman Henderson Emerging Markets Growth Fund 6,944,033
Seligman Henderson Global Growth Opportunities Fund 24,826,339
Seligman Henderson Global Smaller Companies Fund 42,514,312
Seligman Henderson Global Technology 38,149,349
Seligman Henderson International Fund 3,624,161
2. In respect of the issuance of such 116,058,194 shares, the Company
received aggregate cash consideration (net of any sales commissions) of
$1,353,849,008 as follows:
Seligman Henderson Emerging Markets Growth Fund 49,099,375
Seligman Henderson Global Growth Opportunities Fund 186,657,742
Seligman Henderson Global Smaller Companies Fund 617,154,807
Seligman Henderson Global Technology 439,606,550
Seligman Henderson International Fund 61,330,534
3. With respect to each share issued, the Company received cash
consideration not less than the net asset value per share on the date issued and
not less than $0.001.
4. At no time during the period from November 1, 1995 through October
31, 1996, were any shares of the Company's Capital Stock issued and outstanding
in excess of the following numbers of authorized shares:
Seligman Henderson Emerging Markets Growth Fund 100,000,000
Seligman Henderson Global Growth Opportunities Fund 500,000,000
Seligman Henderson Global Smaller Companies Fund 500,000,000
Seligman Henderson Global Technology 500,000,000
Seligman Henderson International Fund 400,000,000
In Witness Whereof, I have hereunto signed my name as Treasurer of the
Company.
Date: November 27, 1996
------------------------
Thomas G. Rose
Treasurer
SULLIVAN & CROMWELL
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NEW YORK TELEPHONE: (212) 558-4000
TELEX: 62694 (INTERNATIONAL) 127816 (DOMESTIC)
CABLE ADDRESS: LADYCOURT, NEW YORK 125 Broad Street, New York 10004-2498
FACSIMILE: (212) 558-3588 (125 Broad Street) -------------
(212) 558-3792 (250 Park Avenue) 250 PARK AVENUE, NEW YORK 10177-0021
1701 PENNSYLVANIA AVE, N.W. WASHINGTON, D.C. 20006-5805
444 SOUTH FLOWER STREET, LOS ANGELES 90071-2901
8, PLACE VENDOME, 75001 PARIS
ST. OLAVE'S HOUSE, 9a IRONMONGER LANE, LONDON EC2V 8EY
101 COLLINS STREET, MELBOURNE 3000
2-1, MARUNOUCHI I-CHOME, CHIYODA-KU, TOKYO 100
NINE QUEEN'S ROAD, CENTRAL, HONG KONG
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December 18, 1996
Seligman Henderson Global Fund Series, Inc.,
100 Park Avenue,
New York, New York 10017.
Dear Sirs:
You have requested our opinion in connection with the notice which you
propose to file pursuant to Rule 24f-2 under the Investment Company Act of 1940
with respect to 6,944,033 shares of Capital Stock of your Seligman Henderson
Emerging Markets Growth Fund Class, $.001 par value (the "Emerging Markets
Growth Shares"), 24,826,339 shares of Capital Stock of your Seligman Henderson
Global Growth Opportunities Fund Class, $.001 par value (the "Global Growth
Opportunities Shares"), 41,489,225 shares of Capital Stock of your Seligman
Henderson Global Smaller Companies Fund Class, $.001 par value (the "Global
Smaller Companies Shares"), 34,763,471 shares of Capital Stock of your
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Seligman Henderson Global Fund Series, Inc. -2-
Seligman Henderson Global Technology Fund Class, $.001 par value (the "Global
Technology Shares"), and 3,415,840 shares of Capital Stock of your Seligman
Henderson International Fund Class, $.001 par value (the "International
Shares").
As your counsel, we are familiar with your organization and corporate
status and validity of your Capital Stock.
We advise you that, in our opinion, the Shares are legally and validly
issued, fully paid and nonassessable. The foregoing opinion is limited to the
General Corporation Law of the State of Maryland, and we are expressing no
opinion as to the effect of the laws of any other jurisdiction. With respect to
all matters of Maryland law pertaining to the Seligman Henderson Emerging
Markets Growth Fund Class, the Seligman Henderson Global Growth Opportunities
Fund Class, the Seligman Henderson Global Smaller Companies Fund Class, the
Seligman Henderson Global Technology Fund Class and the Seligman Henderson
International Fund Class, we have relied on the opinion of
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Seligman Henderson Global Fund Series, Inc. -3-
Piper & Marbury, dated December 13, 1996, and our opinion is subject to the same
qualifications and limitations with respect to such matters as are contained in
such opinion of Piper & Marbury. We consent to the filing of this opinion with
the Securities and Exchange Commission in connection with the notice referred to
above. In giving such consent, we do not thereby admit that we come within the
category of persons whose consent is required under Section 7 of the Securities
Act of 1933.
Very truly yours,
SULLIVAN & CROMWELL
