<PAGE>
<PAGE>
GLOBAL PARTNERS
INCOME FUND INC.
ANNUAL REPORT
AUGUST 31, 1996
American Stock Transfer & Trust Company
40 Wall Street
New York, New York 10005
- ----------------------------
BULK RATE
U.S. POSTAGE
PAID
STATEN ISLAND, NY
PERMIT NO.
169
- ----------------------------
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
October 18, 1996
Dear Shareholders:
We are pleased to provide this annual report for the Global Partners Income Fund
Inc. (the 'Fund') for the year ended August 31, 1996. Included are market
commentary, audited financial statements, the related report of independent
accountants and other information about the Fund.
We are pleased to report that the Fund returned 40.77%, based on net asset value
per share, for the year ended August 31, 1996, significantly outperforming the
12.63% return of the Lipper Flexible Income Fund Average. In fact, the Fund
ranked #1 of 12 funds in this investment category tracked by Lipper Analytical
Services, Inc.*
The net asset value of the Fund increased from $13.37 per share on May 31, 1996
to $13.88 per share on August 31, 1996. Dividends of $0.35625 per share were
declared during the quarter. Assuming reinvestment of these dividends in
additional shares of the Fund, the net asset value return for the quarter ended
August 31, 1996 was 6.60%. In comparison, the Salomon Brothers High-Yield Market
Index returned 2.47% and the Salomon Brothers Brady Bond Index returned 6.85%
during the same period.
Throughout the last 12 months, the Fund continued to provide investors with
stable current income through its broad exposure to U.S. high-yield and emerging
market debt instruments. On August 31, 1996, the Fund, as a percentage of total
investments, was approximately 53% invested in securities of emerging market
issuers, including obligations of sovereign governments and companies. The
remainder of the Fund's assets was invested primarily in U.S. high-yield
securities and short-term investments.
EMERGING MARKETS DEBT
There was a decidedly positive tone to the emerging debt markets by the end of
August 1996, as political and fundamental economic developments continued to
promote growth throughout most of the emerging market nations.
Latin America The Mexican Finance Ministry confirmed late in July that it
would repay $7 billion of its remaining $10.5 billion in emergency
borrowings from the U.S. Treasury as well as $1 billion in debt owed to the
International Monetary Fund (the 'IMF'). The repayments, financed in part
with a $6 billion floating-rate note issue, are nearly double what Mexico
had initially planned. Since these bonds will be repaid from oil export
revenues of government-owned Petroleos Mexicanos, flowing directly to the
Federal Reserve Bank of New York, the issue was rated Baa-3 by Moody's
Investors Service and BBB- by Standard and Poor's, both higher ratings than
garnered by Mexico itself.
In other positive news, Mexico reported a surge in second-quarter economic
growth, breaking a five-quarter string of declines. A strong export sector
is credited with reviving demand for goods and services in the local
economy.
The Venezuelan government approved the creation of a Debt Rescue Fund that
will set aside certain oil revenues to pay down foreign debt. Also, the IMF
approved a $1.4 billion standby credit, signifying Venezuela's first formal
credit arrangement since 1989. As a further positive sign,
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Venezuela's economy is estimated to rebound to a 4% annual growth rate in
1997 from a negative 1.1% inflation-adjusted growth rate this year,
according to the IMF. The IMF's visit to Caracas in August highlighted the
government's progress towards many of its economic reform targets.
Eastern Europe Russia was the emerging debt market's top performer in
August, despite continued speculation over the health of President Boris
Yeltsin. Yeltsin soundly beat his Communist rival in a runoff presidential
election in July but immediately departed Moscow to receive care for his
ailing condition. Separately, the Russian Central Bank moved to draw more
foreign investors into its treasury-bill market in a bid to lower the
country's rising interest payments. Foreign investors will now be allowed
greater flexibility in investing in ruble-denominated treasury bills,
including easier repatriation of profits.
Poland enjoyed another successful issue with its July 9 release of a
five-year, 250 million deutschemark Eurobond, priced very competitively
over comparable German government bonds. This pricing, along with recent
acceptance of Poland into the Organization for Economic Cooperation and
Development and its strong trade relations with Germany, are believed to be
among the primary reasons German investors accounted for one-third of the
bond issue's placement.
In Bulgaria, the IMF approved a fourth standby loan for the country in
July. This loan is hoped to pave the way for additional external financial
support from the World Bank and bilateral lenders. Of course, the success
of Bulgaria's IMF and World Bank loan programs is dependent on the nation's
ongoing progress towards recapitalization and reform of its banking system.
Interest payments totaling US$125 million on Brady bonds were paid in July
as scheduled.
HIGH-YIELD SECURITIES
U.S. corporate high-yield securities continue to outpace other fixed-income
segments for the calendar year to date. Through August, high-yield bonds in the
gaming and retailing industries remained among the year's market leaders.
Additionally, shorter-maturity and lower-quality bonds outperformed higher-
rated, longer-maturity and zero-coupon bonds during the period, as the former
sectors tended to be less sensitive to changes in U.S. Treasury rates than the
latter.
The market has remained firm with a focus on the record $20 billion new issue
supply that came to market in the second quarter of 1996. Strong cash flows into
high-yield bond mutual funds helped to absorb the new supply and to support the
general market.
In the portfolio, we remain overweighted in the manufacturing and consumer
non-cyclical groups, including capital goods, consumer products and gaming
sectors. In addition, we are increasing exposure to the energy sector, while
scaling back our media and automotive allocations.
DIVIDEND REINVESTMENT PLAN
For those shareholders not currently participating in the Fund's Dividend
Reinvestment Plan (the 'Plan'), we encourage you to do so. The Plan offers a
prompt, simple and inexpensive way to put your dividends and distributions to
work through reinvestment in additional shares of capital stock of the Fund.
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Shareholders who are not currently participating in the Plan may enroll in the
Plan by completing an Authorization Card attached to the Terms and Conditions of
the Plan, which can be obtained by contacting American Stock Transfer & Trust
Company at 1-800-937-5449 (1-718-921-8200 if you are calling from within New
York City). If your shares are held in the name of a broker or nominee, you
should contact your broker or nominee for more information about your ability to
participate in the Plan.
* * *
As we continue to pursue the Fund's investment objective of high current income
through investments in emerging markets debt and U.S. high-yield corporate debt,
we appreciate your ongoing interest in the Fund. In an effort to provide more
timely information concerning the Fund, shareholders may call 1-800-421-4777 for
a recorded periodic update of the developments affecting the markets in which
the Fund invests, as well as the Fund's current net asset value, portfolio
manager comments and other information regarding the Fund's portfolio holdings
and allocations. Although the Fund will continue to issue a semi-annual and
annual report to shareholders, a press release containing financial highlights
and other Fund information will be issued in lieu of a first and third quarter
interim report. This will result in some cost savings for the Fund while still
providing shareholders with current information about the Fund.
Also note that the annual meeting of shareholders of the Fund will be held on
December 12, 1996 at 10:30 a.m. at Oppenheimer Tower, World Financial Center,
Two Liberty Street, 40th Floor in New York City. We hope those of you who are
able to will attend.
Sincerely,
<TABLE>
<S> <C>
MICHAEL S. HYLAND ALAN RAPPAPORT
Michael S. Hyland Alan Rappaport
Chairman of the Board President
</TABLE>
*Lipper rankings change monthly. Lipper performance results represent changes in
net asset value, adjusted to reflect reinvestment of dividends and capital gains
distributions.
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Investments
August 31, 1996
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT VALUE
(000) Corporate Bonds -- 60.5% (NOTE 2)
- ----------------------------------------------------------------------------------------------------------
<C> <S> <C>
Basic Industries -- 10.6%
$ 1,250 AES Corp., 10.25%, 7/15/06(C).................................................. $ 1,273,438
2,000 Algoma Steel Inc., 12.375%, 7/15/05............................................ 2,005,000
2,000 Americold Corp., 12.875%, 5/01/08.............................................. 2,025,000
1,500 Asia Pulp & Paper International Finance, 11.75%, 10/01/05...................... 1,515,000
3,500 Berry Plastics, 12.25%, 4/15/04................................................ 3,745,000
1,000 Crown Paper Co., 11.00%, 9/01/05(C)............................................ 940,000
1,900 Florida Coast Paper LLC, 12.75%, 6/01/03(C),(W)................................ 2,004,500
1,000 Harris Chemical, 10.25%, 7/15/01(C)............................................ 1,000,000
2,500 NL Industries, Zero Coupon until 10/15/98 (13.00% thereafter), 10/15/05(C)..... 2,009,375
1,000 Printpack Inc., 10.625%, 8/15/06(W)............................................ 1,013,750
2,000 Stone Container, 9.875%, 2/01/01(C)............................................ 1,980,000
2,000 Valcor, 9.625%, 11/01/03....................................................... 1,800,000
------------
21,311,063
------------
Consumer Cyclicals -- 3.9%
2,500 Apparel Retailers Inc., Zero Coupon until 8/15/98 (12.75% thereafter),
8/15/05...................................................................... 1,962,500
3,000 Finlay Fine Jewelry, 10.625%, 5/01/03(C)....................................... 3,007,500
1,000 Hills Stores, 12.50%, 7/01/03.................................................. 935,000
2,000 Wyndham Hotel Corp., 10.50%, 5/15/06(C)........................................ 2,050,000
------------
7,955,000
------------
Consumer Non-Cyclicals -- 19.3%
649 American Pad & Paper, Series B, 13.00%, 11/15/05(C)............................ 736,615
1,500 Argosy Gaming Co., 13.25%, 6/01/04(W).......................................... 1,440,000
2,000 Big V Supermarkets, 11.00%, 2/15/04(C)......................................... 1,875,000
2,000 Borg-Warner Security Corp., 9.125%, 5/01/03.................................... 1,885,000
2,000 Carr-Gottstein Foods Co., 12.00%, 11/15/05(C).................................. 2,060,000
1,000 Dade International Inc., 11.125%, 5/01/06(W)................................... 1,060,000
1,000 Harvey Casinos Resorts, 10.625%, 6/01/06....................................... 1,030,000
2,250 Hines Horticulture, 11.75%, 10/15/05(C)........................................ 2,362,500
1,000 Hollywood Casino Corp., 12.75%, 11/01/03(C).................................... 950,000
4,000 International Semi-Tech, Zero Coupon until 8/15/00 (11.50% thereafter),
8/15/03(C)................................................................... 2,260,000
1,000 Majestic Star Casino LLC, 12.75%, 5/15/03(W)................................... 1,075,000
2,000 Norcal Waste Systems, 12.75%, 11/15/05*,(W).................................... 2,115,000
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 1
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Investments (continued)
August 31, 1996
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT VALUE
(000) Corporate Bonds (continued) (NOTE 2)
- ----------------------------------------------------------------------------------------------------------
<C> <S> <C>
Consumer Non-Cyclicals -- 19.3% (concluded)
$ 1,500 Penn Traffic Co., 9.625%, 4/15/05.............................................. $ 1,050,000
2,500 Plastic Specialty, 11.25%, 12/01/03............................................ 2,462,500
1,750 Remington Arms, 10.00%, 12/01/03(W)............................................ 1,605,625
2,000 Remington Product Co. LLC, 11.00%, 5/15/06(C),(W).............................. 2,020,000
2,000 Revlon Worldwide, Series B, Zero Coupon, 3/15/98(C)............................ 1,700,000
1,000 Samsonite Corp., 11.125%, 7/15/05(C)........................................... 1,040,000
1,000 SC International Services, 13.00%, 10/01/05(C)................................. 1,082,500
2,000 Selmer Co. Inc., 11.00%, 5/15/05............................................... 2,110,000
1,000 Showboat Marina, 13.50%, 3/15/03............................................... 1,075,000
1,000 Smiths Food & Drug, 11.25%, 5/15/07(C)......................................... 1,045,000
1,350 Telex Communications, Inc., 12.00%, 7/15/04.................................... 1,434,375
2,000 Trump Atlantic City Associates, 11.25%, 5/01/06(C)............................. 1,930,000
1,500 Twin Laboratories Inc., 10.25%, 5/15/06(C),(W)................................. 1,500,000
------------
38,904,115
------------
Energy -- 2.3%
1,500 Benton Oil & Gas, 11.625%, 5/01/03............................................. 1,620,000
2,000 Cliffs Drilling, 10.25%, 5/15/03............................................... 2,035,000
1,000 KCS Energy Inc., 11.00%, 1/15/03............................................... 1,075,000
------------
4,730,000
------------
Financial -- .5%
1,000 Airplanes Pass Through Trust, 10.875%, 3/15/19(C).............................. 1,062,500
------------
Industrial/Manufacturing -- 9.4%
2,000 Alvey Systems Inc., 11.375%, 1/31/03(C)........................................ 2,035,000
1,500 Clark-Schwebel Inc., 10.50%, 4/15/06(W)........................................ 1,545,000
2,000 Exide Electronics Group, 11.50%, 3/15/06....................................... 2,020,000
4,000 Jordan Industries, 10.375%, 8/01/03(C)......................................... 3,840,000
3,000 Specialty Equipment, 11.375%, 12/01/03......................................... 3,210,000
1,000 Talley Mfg. & Technology, 10.75%, 10/15/03..................................... 1,041,250
2,000 Terex Corp., 13.75%, 5/15/02(C),(W),(Y)........................................ 2,100,000
Units
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 2
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Investments (continued)
August 31, 1996
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT VALUE
(000) Corporate Bonds (concluded) (NOTE 2)
- ----------------------------------------------------------------------------------------------------------
<C> <S> <C>
Industrial/Manufacturing -- 9.4% (concluded)
$ 3,500 Venture Holdings Trust, 9.75%, 4/01/04(C)...................................... $ 3,062,500
------------
18,853,750
------------
Media/Telecommunications -- 13.5%
3,000 Adelphia Communications, 12.50%, 5/15/02(C).................................... 3,090,000
1,500 American Media Operations, Inc., 11.625%, 11/15/04............................. 1,552,500
2,000 Cablevision Systems Corp., 10.50%, 5/15/16(C).................................. 1,960,000
2,050 Diamond Cable Co., Zero Coupon until 12/15/00 (11.75% thereafter), 12/15/05(C). 1,291,500
2,000 Granite Broadcasting, 10.375%, 5/15/05(C)...................................... 2,000,000
6,000 Hollinger Inc., Convertible Bond, Zero Coupon, 10/05/13........................ 2,017,500
3,500 In Flight Phone, Zero Coupon until 5/15/98 (14.00% thereafter), 5/15/02........ 1,155,000
1,750 Intelcom Group Inc., Zero Coupon until 9/15/00 (13.50% thereafter), 9/15/05(C). 1,113,438
Intermedia Communications of Florida, Zero Coupon until 5/15/01 (12.50%
2,000 thereafter), 5/15/06......................................................... 1,175,000
2,500 International Cabletel Inc., Zero Coupon until 2/01/01 (11.50% thereafter),
2/01/06(C)................................................................... 1,475,000
3,500 Marcus Cable Co., Zero Coupon until 6/15/00 (14.25% thereafter), 12/15/05(C)... 2,205,000
2,000 People's Choice TV Corp., Zero Coupon until 6/01/00 (13.125% thereafter),
Units 6/01/04(C),(Z)............................................................... 1,158,000
1,000 SFX Broadcasting, 10.75%, 5/15/06(C)........................................... 1,027,500
3,000 United International Holdings, Zero Coupon, 11/15/99........................... 1,995,000
2,000 USA Mobile Communications, 9.50%, 2/01/04(C)................................... 1,837,500
1,300 Winstar Communications, Zero Coupon until 10/15/00 (14.00% thereafter),
10/15/05..................................................................... 711,750
Winstar Communications, Convertible Bond, Zero Coupon until 10/15/00
650 (14.00% thereafter), 10/15/05(W)............................................. 385,125
1,000 Wireless One Inc., 13.00%, 10/15/03(C)......................................... 1,005,000
------------
27,154,813
------------
Transportation -- 1.0%
2,000 Petro PSC Properties, 12.50%, 6/01/02.......................................... 1,910,000
------------
Total Corporate Bonds (cost $122,110,825)...................................... 121,881,241
------------
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 3
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Investments (continued)
August 31, 1996
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT VALUE
(000) Sovereign Bonds -- 60.7% (NOTE 2)
- ----------------------------------------------------------------------------------------------------------
<C> <S> <C>
Argentina -- 6.9%
$ 5,143 Republic of Argentina, BOCON Pre 2, 5.46094%, 4/01/01*,(X)..................... $ 4,576,596
11,880 Republic of Argentina, FRB, 6.3125%, 3/31/05*,(C).............................. 9,251,550
------------
13,828,146
------------
Brazil -- 15.5%
34,822 Federal Republic of Brazil, C Bond, 8.00%, 4/15/14(C),(X)...................... 22,503,505
800 Federal Republic of Brazil, EIB, 6.50%, 4/15/06*,(C)........................... 675,000
5,000 Federal Republic of Brazil, Investment (Exit) Bond, 6.00%, 9/15/13(C).......... 3,281,250
3,000 Federal Republic of Brazil, 'New' New Money Bond, Series L, 6.5625%,
4/15/09*,(C)................................................................. 2,313,750
4,350 Federal Republic of Brazil, Par Bond, Series Z-L, 5.00%, 4/15/24*,(C).......... 2,433,281
------------
31,206,786
------------
Bulgaria -- 2.4%
1,750 Republic of Bulgaria, Discount Bond, Tranche A, 6.6875%, 7/28/24*,(C).......... 876,094
8,750 Republic of Bulgaria, IAB, 6.6875%, 7/28/11*................................... 3,932,031
------------
4,808,125
------------
Costa Rica -- 6.3%
7,000 Costa Rica, Principal Bond, Series A, 6.25%, 5/21/10........................... 5,110,000
11,000 Costa Rica, Principal Bond, Series B, 6.25%, 5/21/15#.......................... 7,700,000
------------
12,810,000
------------
Ecuador -- 6.6%
28,813 Republic of Ecuador, PDI Bond, 6.50%, 2/27/15*,(C),(X)......................... 13,397,993
------------
Mexico -- 10.7%
22,338 United Mexican States, Global Bond, 11.50%, 5/15/26(C)......................... 21,486,363
------------
Panama -- 2.1%
1,846 Republic of Panama, FRN, 6.62891%, 5/10/02*,(C)................................ 1,770,006
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 4
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Investments (continued)
August 31, 1996
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT VALUE
(000) Sovereign Bonds (concluded) (NOTE 2)
- ----------------------------------------------------------------------------------------------------------
<C> <S> <C>
Panama -- 2.1% (concluded)
$ 4,000 Republic of Panama, IRB, 3.50%, 7/17/14*,(C)................................... $ 2,400,000
------------
4,170,006
------------
Poland -- 1.2%
3,000 Republic of Poland, PDI Bond, 3.75%, 10/27/14*,(C)............................. 2,368,125
------------
Russia -- 2.6%
9,000 Russia, IAN, 12/31/15*,##...................................................... 5,281,875
------------
Venezuela -- 6.4%
9,000 Republic of Venezuela, DCB, 6.625%, 12/18/07*,(C).............................. 6,817,500
9,500 Republic of Venezuela, Par Bond, Series A, 6.75%, 3/31/20 (including 47,500
rights)...................................................................... 6,008,750
------------
12,826,250
------------
Total Sovereign Bonds (cost $114,012,436)...................................... 122,183,669
------------
Loan Participation -- 11.8%
- ----------------------------------------------------------------------------------------------------------
Kingdom of Morocco, Tranche B, 6.4375%, 1/01/04* (Morgan Guaranty Trust Company
27,353 of New York, Morgan Stanley Emerging Markets Inc.)(T) (cost $24,590,282)..... 23,797,058
------------
Warrants(a) -- .2%
- ----------------------------------------------------------------------------------------------------------
4,000 Berry Plastics (Each warrant exchangeable for cash value of $45.02.)........... 180,080
Warrants
2,000 Exide Electronics Group (Exercise price of $13.475 per share expiring on
Warrants 3/15/06. Each warrant exercisable for 5.15 shares of common stock.).......... 40,000
5,000 In Flight Phone (Exercise price of $.01 per share expiring on 8/31/02. Each
Warrants warrant exercisable for one share of common stock.).......................... 0
6,000 United International Holdings (Exercise price of $15 per share expiring on
Warrants 11/15/99. Each warrant exercisable for 4.535 shares of common stock.)........ 174,000
3,000 Wireless One Inc. (Exercise price of $11.55 per share. Each warrant exercisable
Warrants for one share of common stock.).............................................. 16,500
------------
Total Warrants (cost $152,964)................................................. 410,580
------------
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 5
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Investments (concluded)
August 31, 1996
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT VALUE
(000) Repurchase Agreement -- 4.4% (NOTE 2)
- ----------------------------------------------------------------------------------------------------------
<C> <S> <C>
Union Bank of Switzerland, 5.21%, cost $8,912,000, dated 8/30/96, $8,917,159
due 9/03/96, (collateralized by $8,689,000 U.S. Treasury Bond, 7.50%, due
$ 8,912 11/15/16, valued at $9,090,866).............................................. $ 8,912,000
------------
Total Investments -- 137.6% (cost $269,778,507)............................... 277,184,548
------------
Liabilities in Excess of Other Assets -- (37.6%).............................. (75,786,610)
------------
Net Assets -- 100.0%
(equivalent to $13.88 per share on 14,507,134 common shares outstanding)..... $201,397,938
------------
- ----------------------------------------------------------------------------------------------------------
</TABLE>
* Rate shown reflects current rate on instrument with variable rate or step
coupon rates.
(C) All or a portion of the security is segregated as collateral pursuant to a
loan agreement.
(W) Pursuant to Rule 144A under the Securities Act of 1933, this security can
only be sold to qualified institutional investors.
(X) Payment-in-kind security for which all or part of the interest earned is
capitalized as additional principal.
(Y) Each unit is comprised of a $1,000 par Senior Discount Note due 5/15/02.
(Z) Each unit is comprised of a $1,000 par Senior Discount Note due 6/01/04 and
a warrant to purchase 1.427 shares of common stock.
# Securities valued at $7,700,000 as of August 31, 1996 were segregated to be
available for the purchase of delayed delivery securities with a cost of
$4,912,500.
## 'When and if issued' security issued pursuant to Russia's Brady Plan debt
restructuring. The Investment Adviser believes that this restructuring will
be completed and finalized and that the related Brady Bonds will be issued.
Accordingly, the Fund has marked-to-market its investment in this security
at August 31, 1996.
(T) Participation interests were acquired through the financial institutions
indicated parenthetically.
(a) Non-income producing security.
BOCON -- Bonos De Consolidacion.
DCB -- Debt Conversion Bond.
EIB -- Eligible Interest Bond.
FRB -- Floating Rate Bond.
FRN -- Floating Rate Note.
IAB -- Interest in Arrears Bond.
IAN -- Interest in Arrears Note.
IRB -- Interest Reduction Bond.
PDI -- Past Due Interest.
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 6
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Assets and Liabilities
August 31, 1996
<TABLE>
<S> <C>
ASSETS
Investments, at value (cost -- $269,778,507)................................................. $277,184,548
Cash.......................................................................................... 500
Interest receivable........................................................................... 6,472,722
Unamortized organization expenses (Note 2).................................................... 48,023
Prepaid expenses.............................................................................. 8,679
------------
Total assets.......................................................................... 283,714,472
------------
LIABILITIES
Loan payable (Note 5)......................................................................... 75,000,000
Payable for investments purchased............................................................. 4,912,500
Accrued interest expense on loan (Note 5)..................................................... 2,071,875
Accrued management fee (Note 3)............................................................... 186,967
Accrued audit and tax return preparation fees................................................. 63,783
Accrued legal fee............................................................................. 39,029
Accrued printing and mailing fees............................................................. 20,000
Accrued custodian expense..................................................................... 11,947
Other accrued expenses........................................................................ 10,433
------------
Total liabilities..................................................................... 82,316,534
------------
NET ASSETS
Common Stock ($.001 par value, 100,000,000 shares authorized; 14,507,134 shares
outstanding)................................................................................ 14,507
Additional paid-in capital.................................................................... 202,591,603
Undistributed net investment income........................................................... 4,580,989
Accumulated net realized loss on investments.................................................. (13,195,202)
Net unrealized appreciation on investments.................................................... 7,406,041
------------
Net assets............................................................................ $201,397,938
------------
NET ASSET VALUE PER SHARE ($201,397,938[div]14,507,134 shares)................................ $ 13.88
------------
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 7
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Operations
For the Year Ended August 31, 1996
<TABLE>
<S> <C> <C>
INVESTMENT INCOME
INCOME
Interest (includes discount accretion of $7,133,691)....................... $32,342,802
EXPENSES
Interest expense (Note 5).................................................. $5,245,389
Management fee (Note 3).................................................... 2,009,026
Audit and tax services..................................................... 78,460
Custodian.................................................................. 72,564
Transfer agent............................................................. 50,544
Legal...................................................................... 50,498
Printing................................................................... 46,330
Directors' fees and expenses (Note 3)...................................... 33,500
Listing fee................................................................ 24,177
Amortization of deferred organization expenses (Note 2).................... 22,333
Shareholder annual meeting................................................. 17,734
Other...................................................................... 13,363 7,663,918
---------- -----------
Net investment income.......................................................... 24,678,884
-----------
NET REALIZED AND UNREALIZED GAIN
Net Realized Gain on Investments............................................... 12,229,692
Change in Net Unrealized Appreciation on Investments........................... 24,872,414
-----------
Net realized gain and change in net unrealized appreciation on investments..... 37,102,106
-----------
NET INCREASE IN NET ASSETS FROM OPERATIONS..................................... $61,780,990
-----------
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 8
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Changes in Net Assets
<TABLE>
<CAPTION>
FOR THE FOR THE
YEAR ENDED YEAR ENDED
AUGUST 31, AUGUST 31,
1996 1995
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C>
OPERATIONS
Net investment income....................................................... $ 24,678,884 $ 22,405,751
Net realized gain (loss) on investments..................................... 12,229,692 (25,424,894)
Change in net unrealized appreciation on investments........................ 24,872,414 10,617,570
------------ ------------
Net increase in net assets from operations.................................. 61,780,990 7,598,427
DIVIDENDS
From net investment income.................................................. (21,561,250) (20,672,691)
------------ ------------
Total increase (decrease) in net assets..................................... 40,219,740 (13,074,264)
NET ASSETS
Beginning of year........................................................... 161,178,198 174,252,462
------------ ------------
End of year (includes undistributed net investment income of $4,580,989 and
$1,463,355, respectively)................................................. $201,397,938 $161,178,198
------------ ------------
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 9
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Statement of Cash Flows
For the Year Ended August 31, 1996
<TABLE>
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Purchases of portfolio securities......................................................... $(227,625,487)
Proceeds from sales of portfolio securities and principal paydowns........................ 236,889,798
Net purchases of short-term investments................................................... (1,882,000)
-------------
7,382,311
Net investment income..................................................................... 24,678,884
Accretion of discount on investments...................................................... (7,133,691)
Interest on payment-in-kind bonds......................................................... (2,418,507)
Amortization of organization expenses..................................................... 22,333
Net change in receivables/payables related to operations.................................. (1,083,049)
-------------
Net cash provided by operating activities............................................. 21,448,281
-------------
CASH FLOWS USED BY FINANCING ACTIVITIES:
Common stock dividends paid............................................................... (21,561,250)
-------------
Net cash used by financing activities................................................. (21,561,250)
-------------
Net decrease in cash.......................................................................... (112,969)
Cash at beginning of year..................................................................... 113,469
-------------
CASH AT END OF YEAR........................................................................... $ 500
-------------
</TABLE>
- --------------------------------------------------------------------------------
See accompanying notes to financial statements.
PAGE 10
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Notes to Financial Statements
Note 1. Organization
Global Partners Income Fund Inc. (the 'Fund') was incorporated in Maryland on
September 3, 1993 and is registered as a non-diversified, closed-end, management
investment company under the Investment Company Act of 1940, as amended. The
Fund commenced operations on October 29, 1993. The Fund seeks to maintain a high
level of current income by investing primarily in a portfolio of high-yield U.S.
and non-U.S. corporate debt securities and high-yield foreign sovereign debt
securities. As a secondary objective, the Fund seeks capital appreciation.
Note 2. Significant Accounting Policies
The following is a summary of significant accounting policies consistently
followed by the Fund in the preparation of its financial statements. The
policies are in conformity with generally accepted accounting principles
('GAAP'). The preparation of financial statements in accordance with GAAP
requires management to make estimates and assumptions that affect the reported
amounts and disclosures in the financial statements. Actual results could differ
from those estimates.
SECURITIES VALUATION. In valuing the Fund's assets, all securities for which
market quotations are readily available are valued (i) at the last sale price
prior to the time of determination if there were a sale on the date of
determination, (ii) at the mean between the last current bid and asked prices if
there were no sales on such date and bid and asked quotations are available, and
(iii) at the bid price if there were no sales price on such date and only bid
quotations are available. Publicly traded foreign government debt securities are
typically traded internationally in the over-the-counter market, and are valued
at the mean between the last current bid and asked price as of the close of
business of that market. However, when the spread between bid and asked price
exceeds five percent of the par value of the security, the security is valued at
the bid price. Securities may also be valued by independent pricing services
which use prices provided by market-makers or estimates of market values
obtained from yield data relating to instruments or securities with similar
characteristics. Short-term investments having a maturity of 60 days or less are
valued at amortized cost which approximates market value. Securities for which
reliable quotations are not readily available are valued at fair value as
determined in good faith by, or under procedures established by, the Board of
Directors.
SECURITIES TRANSACTIONS AND INVESTMENT INCOME. Investment transactions are
recorded on the trade date. Interest income is accrued on a daily basis. Market
discount on securities purchased is accreted on an effective yield basis over
the life of the security. The Fund uses the specific identification method for
determining realized gain or loss on investments sold.
PAGE 11
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Notes to Financial Statements (continued)
FEDERAL INCOME TAXES. The Fund has complied and intends to continue to comply
with the requirements of the Internal Revenue Code of 1986, as amended,
applicable to regulated investment companies, and to distribute all of its
income and capital gains, if any, to its shareholders. Therefore, no federal
income tax or excise tax provision is required.
DIVIDENDS AND DISTRIBUTIONS. The Fund declares and pays dividends to
shareholders monthly from net investment income. Net realized gains, if any, in
excess of loss carryovers (See Note 4) are expected to be distributed annually.
Dividends and distributions to shareholders are recorded on the ex-dividend
date. The amount of dividends and distributions from net investment income and
net realized gains are determined in accordance with federal income tax
regulations, which may differ from GAAP. These differences are due primarily to
deferral of wash sale and post-October losses. Dividends which exceed net
investment income for financial reporting purposes but not for tax purposes are
reported as dividends in excess of net investment income.
UNAMORTIZED ORGANIZATION EXPENSES. Organization expenses amounting to $113,655
were incurred in connection with the organization of the Fund. These costs have
been deferred and are being amortized ratably over a five-year period from
commencement of operations.
REPURCHASE AGREEMENTS. When entering into repurchase agreements, it is the
Fund's policy to take possession, through its custodian, of the underlying
collateral and to monitor its value at the time the arrangement is entered into
and during the term of the repurchase agreement to ensure that it equals or
exceeds the repurchase price. In the event of default of the obligation to
repurchase, the Fund has the right to liquidate the collateral and apply the
proceeds in satisfaction of the obligation. Under certain circumstances, in the
event of default or bankruptcy by the other party to the agreement, realization
and/or retention of the collateral may be subject to legal proceedings.
CASH FLOW INFORMATION. The Fund invests in securities and distributes
dividends from net investment income and net realized gains from investment
transactions. These activities are reported in the Statement of Changes in Net
Assets. Additional information on cash receipts and cash payments is presented
in the Statement of Cash Flows. Accounting practices that do not affect
reporting activities on a cash basis include carrying investments at value and
amortizing premium or accreting discount on debt obligations. For the year ended
August 31, 1996, the Fund paid interest expense of $5,632,368.
Note 3. Management and Advisory Fees and Other Transactions
The Fund entered into a management agreement with Advantage Advisers, Inc. (the
'Investment Manager'), a subsidiary of Oppenheimer & Co., Inc. ('Oppenheimer'),
pursuant to which the
PAGE 12
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Notes to Financial Statements (continued)
Investment Manager, among other things, supervises the Fund's investment program
and monitors the performance of the Fund's service providers.
The Investment Manager and the Fund entered into an investment advisory and
administration agreement with Salomon Brothers Asset Management Inc (the
'Investment Adviser'), an affiliate of Salomon Brothers Inc, pursuant to which
the Investment Adviser provides investment advisory and administrative services
to the Fund. The Investment Adviser is responsible for the management of the
Fund's portfolio in accordance with the Fund's investment objectives and
policies and for making decisions to buy, sell, or hold particular securities
and is responsible for day-to-day administration of the Fund.
The Fund pays the Investment Manager a monthly fee at an annual rate of 1.10% of
the Fund's average weekly net assets for its services, out of which the
Investment Manager pays the Investment Adviser a monthly fee at an annual rate
of .65% of the Fund's average weekly net assets for its services.
At August 31, 1996, Oppenheimer and the Investment Adviser owned 3,567 and 4,587
shares of the Fund, respectively.
Certain officers and/or directors of the Fund are also officers and/or directors
of the Investment Manager or the Investment Adviser.
The Fund pays each Director not affiliated with the Investment Manager or the
Investment Adviser a fee of $5,000 per year, $700 for attendance at each board
meeting, $100 for participation in each telephonic meeting and reimbursement for
travel and out-of-pocket expenses for each board and committee meeting attended.
Note 4. Portfolio Activity
Purchases and sales of investment securities, other than short-term investments,
for the year ended August 31, 1996, aggregated $231,795,799 and $231,091,388,
respectively. The federal income tax cost basis of the Fund's investments at
August 31, 1996 was $270,074,309. Gross unrealized appreciation and depreciation
amounted to $14,337,743 and $7,227,504, respectively, resulting in net
unrealized appreciation for federal income tax purposes of $7,110,239.
The Fund has a capital loss carryforward as of August 31, 1996 of $12,899,400 of
which $4,566,943 expires in 2003 and $8,332,457 expires in 2004. To the extent
future capital gains are offset by such capital losses, the Fund does not
anticipate distributing such gains to shareholders.
PAGE 13
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Notes to Financial Statements (concluded)
Note 5. Bank Loan
On April 1, 1996, the Fund borrowed $75,000,000 pursuant to a secured loan
agreement with Bankers Trust Company. The interest rate on the loan is equal to
six-month LIBOR plus 1.00% and the maturity date is October 1, 1996. The
collateral for the loan was valued at $150,851,646 on August 31, 1996 and is
being held in a segregated account by the Fund's custodian. In accordance with
the terms of the loan agreement, the Fund must maintain a level of collateral to
debt of at least 160%. The loan was renewed on October 1, 1996 with an interest
rate equal to six month LIBOR plus 1.00% and a maturity date of April 1, 1997.
Note 6. Loan Participation
The Fund invests in fixed and floating rate loans arranged through private
negotiations between a foreign sovereign entity and one or more financial
institutions. The Fund's investment in any such loan may be in the form of a
participation in or an assignment of the loan. The market value of the Fund's
loan participation at August 31, 1996 was $23,797,058.
In connection with purchasing loan participations, the Fund generally will have
no right to enforce compliance by the borrower with the terms of the loan
agreement relating to the loan, nor any rights of set-off against the borrower,
and the Fund may not benefit directly from any collateral supporting the loan in
which it has purchased the participation. As a result, the Fund will assume the
credit risk of both the borrower and the lender that is selling the
participation. In the event of the insolvency of the lender selling the
participation, the Fund may be treated as a general creditor of the lender and
may not benefit from any set-off between the lender and the borrower.
Note 7. Credit Risk
The yields of emerging market debt obligations and high-yield corporate debt
obligations reflect, among other things, perceived credit risk. The Fund's
investment in securities rated below investment grade typically involve risks
not associated with higher rated securities including, among others, overall
greater risk of timely and ultimate payment of interest and principal, greater
market price volatility and less liquid secondary market trading. The
consequences of political, social, economic or diplomatic changes may have
disruptive effects on the market prices of sovereign bonds and loan
participations held by the Fund.
Note 8. Dividends Subsequent to August 31, 1996
On September 3 and October 1, 1996, the Board of Directors of the Fund declared
a dividend from net investment income, each in the amount of $.11875 per share,
payable on September 30 and October 31, 1996, to shareholders of record on
September 17 and October 16, 1996, respectively.
PAGE 14
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Financial Highlights
DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH PERIOD:
<TABLE>
<CAPTION>
FOR THE FOR THE FOR THE
YEAR ENDED YEAR ENDED PERIOD ENDED
AUGUST 31, AUGUST 31, AUGUST 31,
1996 1995 1994(a)
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Net asset value, beginning of period........................ $ 11.11 $ 12.01 $ 14.02
--------------- ---------- ------------
Net investment income....................................... 1.70 1.54 0.97
Net realized gain (loss) and change in net unrealized
appreciation (depreciation) on investments................ 2.56 (1.02) (1.86)
--------------- ---------- ------------
Total from investment operations............................ 4.26 0.52 (0.89)
--------------- ---------- ------------
Less distributions
Dividends from net investment income...................... (1.49) (1.42) (0.98)
Dividends from short-term gains........................... -- -- (0.07)
Dividends in excess of net investment income.............. -- -- (0.02)
--------------- ---------- ------------
Total distributions......................................... (1.49) (1.42) (1.07)
--------------- ---------- ------------
Offering costs on issuance of common stock.................. -- -- (0.05)
--------------- ---------- ------------
Net asset value, end of period.............................. $ 13.88 $ 11.11 $ 12.01
--------------- ---------- ------------
Per share market value, end of period....................... $ 13.25 $ 11.125 $ 11.75
Total investment return based on market price per
share(c).................................................. 34.22% 8.01% (9.02%)(b)
Ratios to average net assets:
Operating expenses...................................... 1.32% 1.39% 1.38%(d)
Interest expense........................................ 2.87% 3.46% 1.39%(d)
Total expenses.......................................... 4.19% 4.85% 2.77%(d)
Net investment income................................... 13.51% 14.10% 9.05%(d)
Portfolio turnover rate................................. 91.80% 85.15% 11.71%
Net assets, end of period (000)......................... $ 201,398 $161,178 $174,252
Bank loans outstanding, end of period (000)............. $ 75,000 $ 75,000 $ 75,000
Weighted average bank loans (000)....................... $ 75,000 $ 75,000 $ 47,272
Weighted average interest rate on bank loans............ 6.99% 7.34% 5.44%(d)
- ------------------------------------------------------------------------------------------------------------
</TABLE>
(a) For the period October 29, 1993 (commencement of investment operations)
through August 31, 1994.
(b) Return calculated based on beginning of period price of $14.02 (initial
offering price of $15.00 less sales load of $0.98) and end of period market
value of $11.75 per share. This calculation is not annualized.
(c) For purposes of this calculation, dividends on common shares are assumed to
be reinvested at prices obtained under the Fund's dividend reinvestment
plan and the broker commission paid to purchase or sell a share is
excluded.
(d) Annualized.
See accompanying notes to financial statements.
PAGE 15
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Report of Independent Accountants
To the Board of Directors and Shareholders of
Global Partners Income Fund Inc.
In our opinion, the accompanying statement of assets and liabilities, including
the statement of investments, and the related statements of operations, of
changes in net assets and of cash flows and the financial highlights present
fairly, in all material respects, the financial position of Global Partners
Income Fund Inc. (the 'Fund') at August 31, 1996, the results of its operations
and cash flows for the year then ended, the changes in its net assets for each
of the two years in the period then ended and the financial highlights for each
of the two years in the period then ended and for the period October 29, 1993
(commencement of operations) through August 31, 1994, in conformity with
generally accepted accounting principles. These financial statements and
financial highlights (hereafter referred to as 'financial statements') are the
responsibility of the Fund's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits, which included confirmation of securities at August 31, 1996 by
correspondence with the custodian and brokers, provide a reasonable basis for
the opinion expressed above.
PRICE WATERHOUSE LLP
New York, N.Y.
October 11, 1996
PAGE 16
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Selected Quarterly Financial Information (unaudited)
SUMMARY OF QUARTERLY RESULTS OF OPERATIONS:
<TABLE>
<CAPTION>
NET REALIZED GAIN
(LOSS) & CHANGE
IN NET UNREALIZED
NET INVESTMENT APPRECIATION
INCOME (DEPRECIATION)
---------------------- ---------------------
QUARTERS ENDED* TOTAL PER SHARE TOTAL PER SHARE
- ----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
November 30, 1994............................................. $5,162 $.36 $ (9,558) $ (.66)
February 28, 1995............................................. 5,685 .39 (19,835) (1.37)
May 31, 1995.................................................. 5,922 .41 13,324 .92
August 31, 1995............................................... 5,637 .38 1,262 .09
November 30, 1995............................................. 5,821 .40 7,198 .50
February 29, 1996............................................. 6,198 .43 13,594 .93
May 31, 1996.................................................. 6,347 .44 9,993 .69
August 31, 1996............................................... 6,313 .43 6,317 .44
- ----------------------------------------------------------------------------------------------------------------
</TABLE>
* Totals expressed in thousands of dollars except per share amounts.
See accompanying notes to financial statements.
PAGE 17
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
PURSUANT TO CERTAIN RULES OF THE SECURITIES AND EXCHANGE COMMISSION, THE
FOLLOWING ADDITIONAL DISCLOSURE IS PROVIDED.
Form of Terms and Conditions of Amended and Restated Dividend
Reinvestment and Cash Purchase Plan
1. Each shareholder initially purchasing shares of common stock ('Shares') of
Global Partners Income Fund Inc. (the 'Fund') on or after September 6, 1996 will
be deemed to have elected to be a participant in the Amended and Restated
Dividend Reinvestment and Cash Purchase Plan (the 'Plan'), unless the
shareholder specifically elects in writing (addressed to the Agent at the
address below or to any nominee who holds Shares for the shareholder in its
name) to receive all income dividends and distributions of capital gains in
cash, paid by check, mailed directly to the record holder by or under the
direction of American Stock Transfer & Trust Company as the Fund's
dividend-paying agent (the 'Agent'). A shareholder whose Shares are held in the
name of a broker or nominee who does not provide an automatic reinvestment
service may be required to take such Shares out of 'street name' and register
such Shares in the shareholder's name in order to participate, otherwise
dividends and distributions will be paid in cash to such shareholder by the
broker or nominee. Each participant in the Plan is referred to herein as a
'Participant.' The Agent will act as Agent for each Participant, and will open
accounts for each Participant under the Plan in the same name as their Shares
are registered.
2. Unless the Fund declares a dividend or distribution payable only in the form
of cash, the Agent will apply all dividends and distributions in the manner set
forth below.
3. If, on the determination date, the market price per Share equals or exceeds
the net asset value per Share on that date (such condition, a 'market premium'),
the Agent will receive the dividend or distribution in newly issued Shares of
the Fund on behalf of Participants. If, on the determination date, the net asset
value per Share exceeds the market price per Share (such condition, a 'market
discount'), the Agent will purchase Shares in the open-market. The determination
date will be the fourth New York Stock Exchange trading day (a New York Stock
Exchange trading day being referred to herein as a 'Trading Day') preceding the
payment date for the dividend or distribution. For purposes herein, 'market
price' will mean the average of the highest and lowest prices at which the
Shares sell on the New York Stock Exchange on the particular date, or if there
is no sale on that date, the average of the closing bid and asked quotations.
4. Purchases made by the Agent will be made as soon as practicable commencing on
the Trading Day following the determination date and terminating no later than
30 days after the dividend or distribution payment date except where temporary
curtailment or suspension of purchase is necessary to comply with applicable
provisions of federal securities law; provided, however, that
PAGE 18
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Form of Terms and Conditions of Amended and Restated Dividend
Reinvestment and Cash Purchase Plan (continued)
such purchases will, in any event, terminate on the Trading Day prior to the
'ex-dividend' date next succeeding the dividend or distribution payment date.
5. If (i) the Agent has not invested the full dividend amount in open-market
purchases by the date specified in paragraph 4 above as the date on which such
purchases must terminate or (ii) a market discount shifts to a market premium
during the purchase period, then the Agent will cease making open-market
purchases and will receive the uninvested portion of the dividend amount in
newly issued Shares (x) in the case of (i) above, at the close of business on
the date the Agent is required to terminate making open-market purchases as
specified in paragraph 4 above or (y) in the case of (ii) above, at the close of
business on the date such shift occurs; but in no event prior to the payment
date for the dividend or distribution.
6. In the event that all or part of a dividend or distribution amount is to be
paid in newly issued Shares, such Shares will be issued to Participants in
accordance with the following formula: (i) if, on the valuation date, the net
asset value per Share is less than or equal to the market price per Share, then
the newly issued Shares will be valued at net asset value per Share on the
valuation date; provided, however, that if the net asset value is less than 95%
of the market price on the valuation date, then such Shares will be issued at
95% of the market price and (ii) if, on the valuation date, the net asset value
per Share is greater than the market price per Share, then the newly issued
Shares will be issued at the market price on the valuation date. The valuation
date will be the dividend or distribution payment date, except that with respect
to Shares issued pursuant to paragraph 5 above, the valuation date will be the
date such Shares are issued. If a date that would otherwise be a valuation date
is not a Trading Day, the valuation date will be the next preceding Trading Day.
7. Participants have the option of making additional cash payments to the Agent,
monthly, in a minimum amount of $250, for investment in Shares. The Agent will
use all such funds received from Participants to purchase Shares in the open
market on or about the first business day of each month. To avoid unnecessary
cash accumulations, and also to allow ample time for receipt and processing by
the Agent, Participants should send in voluntary cash payments to be received by
the Agent approximately 10 days before an applicable purchase date specified
above. A Participant may withdraw a voluntary cash payment by written notice, if
the notice is received by the Agent not less than 48 hours before such payment
is to be invested.
8. Purchases by the Agent pursuant to paragraphs 4 and 7 above may be made on
any securities exchange on which the Shares of the Fund are traded, in the
over-the-counter market or in negotiated transactions, and may be on such terms
as to price, delivery and otherwise as the Agent shall determine. Funds held by
the Agent uninvested will not bear interest, and it is understood that, in any
event, the Agent shall have no liability in connection with any inability to
PAGE 19
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Form of Terms and Conditions of Amended and Restated Dividend
Reinvestment and Cash Purchase Plan (continued)
purchase Shares within the time periods herein provided, or with the timing of
any purchases effected. The Agent shall have no responsibility as to the value
of the Shares acquired for the Participant's account. The Agent may commingle
amounts of all Participants to be used for open-market purchases of Shares and
the price per Share allocable to each Participant in connection with such
purchases shall be the average price (including brokerage commissions) of all
Shares purchased by the Agent.
9. The Agent will maintain all Participants' accounts in the Plan and will
furnish written confirmations of all transactions in each account, including
information needed by Participants for personal and tax records. The Agent will
hold Shares acquired pursuant to the Plan in noncertificated form in the
Participant's name or that of its nominee, and each Participant's proxy will
include those Shares purchased pursuant to the Plan. The Agent will forward to
Participants any proxy solicitation material and will vote any Shares so held
for Participants only in accordance with the proxy returned by Participants to
the Fund. Upon written request, the Agent will deliver to Participants, without
charge, a certificate or certificates for the full Shares.
10. The Agent will confirm to Participants each acquisition made for their
respective accounts as soon as practicable but not later than 60 days after the
date thereof. Although Participants may from time to time have an undivided
fractional interest (computed to three decimal places) in a Share of the Fund,
no certificates for fractional shares will be issued. Dividends and
distributions on fractional shares will be credited to each Participant's
account. In the event of termination of a Participant's account under the Plan,
the Agent will adjust for any such undivided fractional interest in cash at the
market value of the Fund's Shares at the time of termination less the pro rata
expense of any sale required to make such an adjustment.
11. Any share dividends or split shares distributed by the Fund on Shares held
by the Agent for Participants will be credited to their respective accounts. In
the event that the Fund makes available to Participants rights to purchase
additional Shares or other securities, the Shares held for Participants under
the Plan will be added to other Shares held by the Participants in calculating
the number of rights to be issued to Participants.
12. The Agent's service fee for handling capital gains distributions or income
dividends will be paid by the Fund. Participants will be charged a pro rata
share of brokerage commissions on all open-market purchases.
13. Participants may terminate their accounts under the Plan by notifying the
Agent in writing. Such termination will be effective immediately if notice is
received by the Agent not less than 10 days prior to any dividend or
distribution record date; otherwise such termination will be effective on the
first Trading Day after the payment date for such dividend or distribution with
respect to any subsequent dividend or distribution. The Plan may be amended or
terminated by the Fund as
PAGE 20
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Form of Terms and Conditions of Amended and Restated Dividend
Reinvestment and Cash Purchase Plan (concluded)
applied to any voluntary cash payments made and any income dividend or capital
gains distribution paid subsequent to written notice of the change or
termination sent to Participants at least 30 days prior to the record date for
the income dividend or capital gains distribution. The Plan may be amended or
terminated by the Agent, with the Fund's prior written consent, on at least 30
days' written notice to Participants. Notwithstanding the preceding two
sentences, the Agent or the Fund may amend or supplement the Plan at any time or
times when necessary or appropriate to comply with applicable law or rules or
policies of the Securities and Exchange Commission or any other regulatory
authority. Upon any termination, the Agent will cause a certificate or
certificates for the full Shares held by each Participant under the Plan and
cash adjustment for any fraction to be delivered to each Participant without
charge.
14. Any amendment or supplement shall be deemed to be accepted by each
Participant unless, prior to the effective date thereof, the Agent receives
written notice of the termination of the Participant's account under the Plan.
Any such amendment may include an appointment by the Agent in its place and
stead of a successor Agent under these terms and conditions, with full power and
authority to perform all or any of the acts to be performed by the Agent under
these terms and conditions. Upon any such appointment of an Agent for the
purpose of receiving dividends and distributions, the Fund will be authorized to
pay to such successor Agent, for each Participant's account, all dividends and
distributions payable on Shares of the Fund held in each Participant's name or
under the Plan for retention or application by such successor Agent as provided
in these terms and conditions.
15. In the case of Participants, such as banks, broker-dealers or other
nominees, which hold Shares for others who are beneficial owners ('Nominee
Holders'), the Agent will administer the Plan on the basis of the number of
Shares certified from time to time by each Nominee Holder as representing the
total amount registered in the Nominee Holder's name and held for the account of
beneficial owners who are to participate in the Plan.
16. The Agent shall at all times act in good faith and use its best efforts
within reasonable limits to insure the accuracy of all services performed under
this Agreement and to comply with applicable law, but assumes no responsibility
and shall not be liable for loss or damage due to errors unless such error is
caused by its negligence, bad faith, or willful misconduct or that of its
employees.
17. All correspondence concerning the Plan should be directed to the Agent at 40
Wall Street, 46th Floor, New York, New York 10005.
PAGE 21
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<PAGE>
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
<PAGE>
GLOBAL PARTNERS INCOME FUND INC.
Directors
CHARLES F. BARBER
Consultant; formerly Chairman,
ASARCO Incorporated
LESLIE H. GELB
President, The Council on Foreign Relations
MICHAEL S. HYLAND
Chairman of the Board;
Managing Director, Salomon Brothers Inc President, Salomon Brothers
Asset Management Inc
ALAN RAPPAPORT
President;
Executive Vice President,
Oppenheimer & Co., Inc.
RIORDAN ROETT
Professor and Director, Latin American
Studies Program, Paul H. Nitze
School of Advanced International Studies,
Johns Hopkins University
JESWALD W. SALACUSE
Henry J. Braker Professor of Commercial Law,
and formerly Dean, The Fletcher School of
Law & Diplomacy Tufts University
Officers
MICHAEL S. HYLAND
Chairman of the Board
ALAN RAPPAPORT
President
PETER J. WILBY
Executive Vice President
BETH SEMMEL
Executive Vice President
THOMAS K. FLANAGAN
Executive Vice President
LAWRENCE H. KAPLAN
Executive Vice President
and General Counsel
ALAN M. MANDEL
Treasurer
LAURIE A. PITTI
Assistant Treasurer
TANA E. TSELEPIS
Secretary
JENNIFER G. MUZZEY
Assistant Secretary
Global Partners
Income Fund Inc.
7 World Trade Center
New York, New York 10048
Telephone 1-800-SALOMON
INVESTMENT MANAGER
Advantage Advisers, Inc.
Oppenheimer Tower
World Financial Center
New York, New York 10281
INVESTMENT ADVISER
Salomon Brothers Asset Management Inc
Seven World Trade Center
New York, New York 10048
CUSTODIAN
The Chase Manhattan Bank
Four Metrotech Center
Brooklyn, New York 11245
DIVIDEND DISBURSING AND TRANSFER AGENT
American Stock Transfer & Trust Company
40 Wall Street
New York, New York 10005
INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP
1177 Avenue of the Americas
New York, New York 10036
LEGAL COUNSEL
Simpson Thacher & Bartlett
425 Lexington Avenue
New York, New York 10017
NEW YORK STOCK EXCHANGE SYMBOL
GDF
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