Van Eck Funds – ‘485APOS’ on 8/16/99

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Document/Exhibit                   Description                      Pages   Size 

 1: 485APOS     Van Eck Funds                                         69    296K 
 2: EX-99.11    Consent of Independent Accountants                     1      5K 

485APOS   —   Van Eck Funds
Document Table of Contents

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                                               1933 ACT REGISTRATION NO. 2-97596
                                              1940 ACT REGISTRATION NO. 811-4297

SECURITIES AND EXCHANGE COMMISSION  
WASHINGTON, D.C.  20549 

FORM N-1A 

REGISTRATION STATEMENT UNDER THE  
SECURITIES ACT OF 1933  

POST-EFFECTIVE AMENDMENT NO. 52 
-AND- 
REGISTRATION STATEMENT UNDER THE  
INVESTMENT COMPANY ACT OF 1940  

AMENDMENT NO. 53  

VAN ECK FUNDS 
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)  

99 PARK AVENUE, NEW YORK, NEW YORK 10016  
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE) 

212-687-5200  
(REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE) 

THOMAS ELWOOD, ESQ. - VAN ECK ASSOCIATES CORPORATION  
99 PARK AVENUE, NEW YORK, NEW YORK 10016  
(NAME AND ADDRESS OF AGENT FOR SERVICE) 

COPY TO: PHILIP NEWMAN, ESQ., GOODWIN PROCTER & HOAR  
EXCHANGE PLACE, BOSTON, MASSACHUSETTS 02109 
__________________________________________________________________  

IT IS PROPOSED THAT THIS FILING WILL BECOME EFFECTIVE (CHECK APPROPRIATE BOX):  

[ ]   IMMEDIATELY UPON FILING PURSUANT   [ ]  ON MAY 1, 1998 PURSUANT TO      
TO PARAGRAPH (B)                         PARAGRAPH (B)            

[X]   60 DAYS AFTER FILING PURSUANT TO   [ ]  ON [DATE] PURSUANT TO           
PARAGRAPH (A)(1)                        PARAGRAPH (A)(1)        

[ ]   75 DAYS AFTER FILING PURSUANT TO   [ ]  ON (DATE) PURSUANT TO           
PARAGRAPH (A)(2)                        PARAGRAPH (A)(2) OF RULE
                   485

IF APPROPRIATE, CHECK THE FOLLOWING BOX:                                        

[ ] THIS POST-EFFECTIVE AMENDMENT DESIGNATES A NEW EFFECTIVE DATE FOR A         
PREVIOUSLY FILED POST-EFFECTIVE AMENDMENT                               

____________________________________________________  

Title of securities being registered. Shares of beneficial interest, $.001 par  
value, of Asia Dynasty Fund.                                                    

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VAN ECK FUNDS 
CROSS-REFERENCE PAGE
PURSUANT TO RULE 501 (B) OF REGULATION S-K
UNDER THE SECURITIES ACT OF 1933, AS AMENDED

FORM N-1A 
PART A                                                                          
ITEM NO.                                LOCATION IN PROSPECTUS                  
--------                                ----------------------                  

1.  Cover Page                          Cover Page                              

2.  Synopsis                            The Funds                               

3.  Condensed Financial Information     Financial Highlights                    

4.  General Description of Registrant   Other Investments, Investment Policies, 
                                Investment Techniques and Risks.

5.  Management of the Fund              Management of the Funds;                

6.  Capital Stock and Other Securities  Dividends and Capital Gains; Taxes;     

7.  Purchase of Securities Being                                                
  Offered                             How to buy, sell, exchange or transfer
       shares.

8.  Redemption or Repurchase            How to buy, sell, exchange or transfer  
       shares.

9.  Pending Legal Proceedings           N/A                                     

PART B                                  LOCATION IN STATEMENT                   
ITEM NO.                                ADDITIONAL INFORMATION                  
--------                                ----------------------                  

10. Cover Page                          Cover Page                              

11. Table of Contents                   Table of Contents                       

12. General Information and History     N/A                                     

13. Investment Objectives and Policies  Investment Objectives and Policies;     
                                      Risk Factors; Investment Restrictions;
                                    Portfolio Transactions and Brokerage

14. Management of the Fund              Trustees and Officers                   

15. Control Persons and Principal       Trustees and Officers                   
Holders of Securities                                                   

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PART B                                  LOCATION IN STATEMENT                   
ITEM NO.                                ADDITIONAL INFORMATION                  
--------                                ----------------------                  

16. Investment Advisory and Other       Investment Advisory Services;The        
Services                            Distributor; Trustees and Officers; 
                      Additional Information

17. Brokerage Allocation and Other      Portfolio Transactions and Brokerage    
Practices                                                               

18. Capital Stock and Other Securities  General Information                     

19. Purchase, Redemption and Pricing    Valuation of Shares; Exchange           
of Securities Being Offered         Privilege; Tax-Sheltered Retirement 
                           Plans; Investment Programs;
                   Redemptions in Kind

20. Tax Status                          Taxes                                   

21. Underwriters                        The Distributor                         

22. Calculation of Performance Data     Performance                             

23. Financial Statements                Financial Statements                    

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================================================================================

                                                                  Van Eck Global
--------------------------------------------------------------------------------
                                                                      PROSPECTUS

                                                                     _____, 1999

[GRAPHIC]                                                                       

VAN ECK FUNDS                                                                   

Asia Dynasty Fund                                                     

These securities have not been approved or disapproved either by the Securities 
and Exchange Commission (SEC) or by any State Securities Commission. Neither the
SEC nor any State Commission has endorsed the accuracy or adequacy of this      
prospectus. Any claim to the contrary is against the law.                       

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

                                                   GLOBAL INVESTMENTS SINCE 1955

================================================================================

YOUR INVESTMENT DEALER IS:                                                      

For more detailed information, see the Statement of Additional Information      
(SAI), which is incorporated by reference into this prospectus.                 

For free copies of SAIs, annual or semi-annual reports or other inquiries...    

o    Call Van Eck at 1-800-826-1115, or visit the Van Eck website at            
www.vaneck.com.                                                       

o    Go to the Public Reference Room of the Securities and Exchange Commission. 

o    Call the SEC at 1-800-SEC-0330, or write to them at the Public Reference   
   Room, Washington, D.C. 20549-6009, and ask them to send you a copy. There
is a duplicating fee for this service.                                

o    Download documents from the SEC's website at www.sec.gov                   

o    The Fund's annual report includes a discussion of market conditions and    
  investment strategies that significantly affected the Fund's performance
last year.                                                            

[LOGO] Van Eck Global                                                           

Transfer Agent: Van Eck Funds                                                   
99 Park Avenue                                                                  
New York, Ny 10016                                                              
1-800-221-2220                                                                  
                                              SEC registration number: 811-04297

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================================================================================
Table of Contents                                                               
================================================================================

                                                                [Download Table]
                                                                             
I. THE FUNDS                                                               2 

INCLUDES A PROFILE OF THE FUND; ITS INVESTMENT STYLE AND PRINCIPAL           
RISKS; HISTORIC PERFORMANCE; PERFORMANCE MEASURED AGAINST A RELEVANT         
BENCHMARK; HIGHEST AND LOWEST PERFORMING QUARTERS; AND EXPENSES.             

     ASIA DYNASTY FUND                                                     2 

II. ADDITIONAL INVESTMENT STRATEGIES                                       5 

OTHER INVESTMENTS, INVESTMENT POLICIES, INVESTMENT TECHNIQUES AND            
RISKS.                                                                       

III. SHAREHOLDER INFORMATION                                              14 

HOW TO BUY, SELL, EXCHANGE, OR TRANSFER SHARES; AUTOMATIC SERVICES;          
MINIMUM PURCHASE AND ACCOUNT SIZE; HOW TO CHOOSE A CLASS OF SHARES;          
YOUR PRICE PER SHARE; SALES CHARGES; RETIREMENT PLANS; DIVIDENDS AND         
CAPITAL GAINS; TAXES; AND MANAGEMENT OF THE FUND.                            

IV. FINANCIAL HIGHLIGHTS                                                  16 

TABLES THAT SHOW PER SHARE EARNINGS, EXPENSES,                               
AND PERFORMANCE OF THE FUND.                                                 

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================================================================================

I. The Fund                                                                     
================================================================================

INCLUDES A PROFILE OF THE FUND, ITS INVESTMENT STYLE AND PRINCIPAL RISKS;       
HISTORIC PERFORMANCE; PERFORMANCE MEASURED AGAINST A RELEVANT BENCHMARK; HIGHEST
AND LOWEST PERFORMING QUARTERS; AND EXPENSES.                                   

1. ASIA DYNASTY FUND PROFILE                                                    

OBJECTIVE                                                                       

Asia Dynasty Fund seeks long-term capital appreciation by investing in the      
equity securities of companies outside of Japan that stand to benefit from Asian
development.                                                                    

PRINCIPAL STRATEGIES                                                            

Under normal circumstances, the Fund will invest at least 65% of total assets in
common and preferred stocks and other equity securities of companies in, or     
expected to benefit from the growth of: Burma, Cambodia, Hong Kong, India,      
Indonesia, Korea, Laos, Malaysia, Pakistan, Peoples Republic of China ("China"),
the Philippines, Singapore, Sri Lanka, Taiwan, Thailand, and Vietnam. The Fund  
may invest as much as 25% of total assets in one country. The Fund attempts to  
purchase securities with a high relative value to their share prices with       
excellent growth prospects. The Fund currently invests more than 25% of its     
total assets in Hong Kong.                                                      

PRINCIPAL RISKS                                                                 

By definition, an Asian emerging markets fund involves above-average risk. Many 
emerging markets are much less liquid and much more volatile than the U.S.      
market. Asian countries, in particular, may have different or ineffective       
securities regulation. Their economies and politics can be extremely volatile.  
An investment in the Fund involves the risk of losing money.                    

2 VAN ECK GLOBAL PROSPECTUS                                                     

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                                                     I. THE FUNDS / ASIA DYNASTY
================================================================================
Asia Dynasty Fund Performance                                                   
================================================================================

This chart illustrates the historic variability of risk of the Fund from year to
year for a share of Asia Dynasty Fund (before sales charges) since Fund         
inception on 3/22/93. This chart describes past performance only, and should not
be understood as a prediction for future results.                               

During the period covered, the Fund's highest performing quarter (ended         
12/31/98) was 33.11%. The lowest performing quarter (ended 6/30/98) was         
-23.96%.                                                                        

 [THE FOLLOWING TABLE WAS REPRESENTED BY A BAR CHART IN THE PRINTED MATERIAL.]

                                                                [Download Table]

--------------------------------------------------------------------------------
Asia Dynasty Fund                                                               
Class A Shares Annual Total Returns (%)                                         
As of December 31, 1998                                                         
                                                                                
1994                                                                      -18.72
1995                                                                        3.13
1996                                                                        6.53
1997                                                                      -32.10
1998                                                                       -0.26
--------------------------------------------------------------------------------

Fund performance is shown with sales charges subtracted. This chart compares the
Fund's performance with a broad measure of market performance. Past performance 
does not guarantee or predict future results.                                   

                                                                [Download Table]

--------------------------------------------------------------------------------
Asia Dynasty Fund                                                               
1-, 5-Year and Life-of-Fund Performance                                         
Plus a Comparison to the MSCI Far East Ex-Japan Free Index*                     
As of December 31, 1998                                                         

                         1 Year                5 Year          Life-of-Fund     
                                                                                
Class A Shares           -4.99%               -10.44%            -1.28%         

Class B Shares           -6.12%               -10.50%            -4.49%         

MSCI Far East                                                                   
Ex-Japan Free Index      -4.82%               -11.95%            -0.28%+        
--------------------------------------------------------------------------------

*    The Morgan Stanley Capital International (MSCI) Far East Ex-Japan Free     
   Index is a market capitalization weighted index that captures the largest
60% of the publicly traded securities in each industry for nine Asian 
 markets (excluding Japan); the index includes only shares available for
purchase by foreign investors.                                        

+    Life of Class A Shares; calculated from nearest month end (3/31/93).       

                                                     VAN ECK GLOBAL PROSPECTUS 3

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================================================================================
Asia Dynasty Fund Expenses                                                      
================================================================================

This table shows certain fees and expenses you will incur as a Fund investor if 
you buy and hold shares. You pay sales charges directly.                        

                                                                [Download Table]

--------------------------------------------------------------------------------
Asia Dynasty Fund                                                               
Shareholder Expenses (fees paid directly from your investment)                  

                                                           CLASS I              
                                                                                
Annual Fund Operating Expenses                                                  
   (Expenses that are deducted from Fund assets)                                

Management                                                  0.75%               
Administration Fees                                         0.25%               
Other Expenses                                              1.63%               

Total Annual Fund Operating Expenses*                       2.63%               
--------------------------------------------------------------------------------

The adjacent table shows the expenses you would pay on a hypothetical $10,000   
investment. The example presumes an average annual return of 5% with redemption 
at the end of each time period. This illustration is hypothetical and assumes   
that expenses remain the same and you reinvest dividends and distributions. For 
a real investment, your actual expenses may be higher or lower than those shown.

                                                                [Download Table]

--------------------------------------------------------------------------------
Expense Example                                                                 
What a $10,000 investment would actually cost                                   

                                  1 YEAR      3 YEAR         5 YEAR     10 YEAR 
--------------------------------------------------------------------------------
                                                                                
Class I                            $266       $817           $1,395     $2,964  
--------------------------------------------------------------------------------

4 VAN ECK GLOBAL PROSPECTUS                                                     

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================================================================================
II. Additional Investment Strategies                                            
================================================================================

OTHER INVESTMENTS, INVESTMENT POLICIES,                                         
INVESTMENT TECHNIQUES AND RISKS.                                                

MARKET RISK                                                                     

An investment in any of the Funds involves "market risk" -- the risk that       
securities prices may go up or down.                                            

OTHER INVESTMENT TECHNIQUES AND RISK                                            

BORROWING                                                                       

Definition          Borrowing to invest more is called "leverage." The first    
                four Funds named above may borrow up to 30% of their net
                    assets to buy more securities. The two Gold Funds may borrow
                  up to 50% of net assets in emergencies. All the Funds must
                  maintain assets equal to 300% of borrowings, and must sell
                  securities to maintain that margin, even if the sale hurts
the Funds' investment positions.        

Risk                Leverage exaggerates the effect of rises or falls in prices 
                of securities bought with borrowed money. Borrowing also
                  costs money, including fees and interest. The Funds expect
          to borrow only via negotiated loan agreements with
         commercials banks or other institutional lenders.

5 VAN ECK GLOBAL PROSPECTUS                                                     

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                                            II. ADDITIONAL INVESTMENT STRATEGIES
================================================================================

================================================================================

COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS)                                      

Definition          These securities are backed by a group of mortgages. CMOs   
                 are fixed-income securities, rated by agencies like other
                    fixed-income securities; the Funds invest in CMOs rated A or
                    better by S&P and Moody's. CMOs "pass through" payments made
by individual mortgage holders.         

Risk                Mortgage holders often refinance when interest rates fall;  
                 reinvestment of prepayments at lower rates can reduce the
                  yield of the CMO. Issuers of CMOs may support interest and
                  principal payments with insurance or guarantees. The Funds
         may buy uninsured or non-guaranteed CMOs equal in
       creditworthiness to insured or guaranteed CMOs.

DEFENSIVE INVESTING                                                             

Definition          A deliberate, temporary shift in portfolio strategy which   
                    may be undertaken when markets start behaving in volatile or
                   unusual ways. A Fund may, for temporary defensive purposes,
                    invest a substantial part of its assets in bonds of the U.S.
                 or foreign governments, certificates of deposit, bankers'
                acceptances, high grade commercial paper, and repurchase
                    agreements. At such times, a Fund may have all of its assets
 invested in a single country or currency.

Risk                "Opportunity cost" - i.e., when a Fund has invested         
                   defensively in low-risk, low-return securities, it may miss
                    an opportunity for profit in its normal investing areas. The
               Funds may not achieve their investment objective during
periods of defensive investing.         

                                                     VAN ECK GLOBAL PROSPECTUS 6

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================================================================================

================================================================================

Fund Policies:                                                                  
Basic Risk Management Rules                                                     

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

1. Asia Dynasty Fund will not invest more than 15% of net assets in securities  
which are not readily marketable.                                               

DERIVATIVES                                                                     

Definition          A derivative is a security that derives its current value   
               from the current value of another security. It can also
           derive its value from a commodity, a currency, or a
                    securities index. The Funds use derivatives, either on their
                own, or in combination with other derivatives, to offset
                  other investments with the aim of reducing risk -- that is
                  called "hedging." The Funds also invest in derivatives for
their investment value.                 

Risks               Derivatives bear special risks, by their very nature. First,
          the Fund Advisers must correctly predict the price
          movements, during the life of a derivative, of the
                underlying asset in order to realize the desired results
           from the investment. Second, the price swings of an
                   underlying security tend to be magnified in the price swing
                 of its derivative. If a Fund invests in a derivative with
                 "leverage" -- by borrowing -- an unanticipated price move
              might result in the Fund losing more than its original
investment.                             

                 For a complete discussion of the kinds of derivatives the
          Funds use, and of their risks, please see the SAI.

DIRECT INVESTMENTS                                                              

Definition          Investments made directly with an enterprise via a          
                    shareholder or similar agreements -- not via publicly traded
                shares or interests. Direct investments may involve high
                    risk of substantial loss. Such positions may be hard to sell
                 because they are not listed on an exchange, and prices of
such positions may be unpredictable.    

7  VAN ECK GLOBAL PROSPECTUS                                                    

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                                            II. ADDITIONAL INVESTMENT STRATEGIES
================================================================================

================================================================================

Risk                A direct investment price as stated for valuation may not be
                the price the Fund could actually get if it had to sell.
              Private issuers do not have to follow all the rules of
                public issuers. Tax rates on realized gains from selling
                private issue holdings may be higher than taxes on gains
               from listed securities. The Board of Trustees considers
              direct investments illiquid, and will aggregate direct
             investments with other illiquid investments under the
illiquid investing limits of each Fund. 

                   The Funds will not invest more than 10% of assets in direct
investments.                            

EMERGING MARKETS SECURITIES                                                     

Definition          Securities of companies which are primarily in developing   
              countries. (See "Foreign Securities," below, for basic
information on foreign investing risks.)

Risk                Investments in emerging markets securities are exposed to a 
                   number of risks that may make these investments volatile in
                 price, or difficult to trade. Political risks may include
              unstable governments, nationalization, restrictions on
                   foreign ownership, laws that prevent investors from getting
                   their money out of a country, and legal systems that do not
               protect property rights as well as the laws of the U.S.
                   Market risks may include economies that concentrate in only
                   a few industries, securities issues that are held by only a
                   few investors, limited trading capacity in local exchanges,
         and the possibility that markets or issues may be
        manipulated by foreign nationals who have inside
information.                            

2. Asia Dynasty Fund will not purchase more than 10% of any class of securities 
of a company, or more than 10% of a company's outstanding securities. Asia      
Dynasty Fund may purchase more than 10% of any non-voting class of securities.  
Asia Dynasty Fund will not invest more than 25% of the value of their total     
assets in any one industry.                                                     

3. The Fund will not invest more than 10% of their total assets in other        
investment companies.                                                           

                                                     VAN ECK GLOBAL PROSPECTUS 8

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================================================================================

================================================================================

FOREIGN SECURITIES                                                              

Definition          Securities issued by foreign companies, traded in foreign   
             currencies, or issued by companies with most of their
business interests in foreign countries.

Risk                Foreign investing involves greater risks than investing in  
           U.S. securities. These risks include: exchange rate
                   fluctuations and exchange controls; less publicly available
            information; more volatile or less liquid securities
                   markets; and the possibility of expropriation, confiscatory
               taxation, or political, economic or social instability.
                    Foreign accounting can be different -- and less revealing --
                than American accounting practice. Foreign regulation of
       stock exchanges may be inadequate or irregular.

            Some of these risks may be reduced when Funds invest
            indirectly in foreign issues via American Depositary
             Receipts (ADRs), European Depositary Receipts (EDRs),
                   American Depositary Shares (ADSs), Global Depositary Shares
                 (GDSs), and others which are traded on larger, recognized
              exchanges and in stronger, more recognized currencies.

                Russia: The Funds invest only in those Russian companies
                    whose registrars have contracted to allow the Funds' Russian
              sub-custodian to inspect share registers and to obtain
                 extracts of share registers through regular audits. These
                   procedures may reduce the risk of loss, but there can be no
assurance that they will be effective.  

9 VAN ECK GLOBAL PROSPECTUS                                                     

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                                            II. ADDITIONAL INVESTMENT STRATEGIES
================================================================================

================================================================================

LOANS OF PORTFOLIO SECURITIES                                                   

Definition          The Fund may lend their securities, up to one-third of the  
                    value of their portfolios, to broker-dealers. Broker-dealers
                 must collateralize (secure) these borrowings in full with
                    cash, U.S. Government securities, or high-quality letters of
credit.                                 

Risk                If a broker-dealer breaches its agreement either to pay for 
             the loan, to pay for the securities, or to return the
securities, the Fund may lose money.    

                                                    VAN ECK GLOBAL PROSPECTUS 10

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================================================================================

PARTLY PAID SECURITIES                                                          

Definition          Securities paid for on an installment basis. A partly paid  
                  security trades net of outstanding installment payments --
    the buyer "takes over payments," as it were.

Risk                The buyer's rights are typically restricted until the       
             security is fully paid. If the value of a partly-paid
                   security declines before a Fund finishes paying for it, the
                 Fund will still owe the payments, but may find it hard to
sell.                                   

11 VAN ECK GLOBAL PROSPECTUS                                                    

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================================================================================

================================================================================

REPURCHASE AGREEMENTS                                                           

Definition          In a repurchase agreement, a Fund acquires a security for a 
                 short time while agreeing to sell it back at a designated
                    price and time. The agreement creates a fixed rate of return
                not subject to market fluctuations. The Funds enter into
                   these agreements generally with member banks of the Federal
         Reserve System or certain non-bank dealers; these
     counterparties collateralize the transaction.

Risk                There is a risk of a counterparty defaulting on a "repo,"   
but it is generally small.              

Year 2000                                                                       

The Adviser's computer system or the systems of other service providers could   
have difficulties processing and calculating date-related information from and  
after January 1, 2000. This is commonly known as the "Year 2000 Problem." The   
Adviser is taking steps that it believes are reasonably designed to address the 
problem in its own computers and to obtain assurances that comparable steps are 
being taken by its service providers. However, there can be no assurance that   
these steps will avoid any adverse impact on the Funds. The Fund is unable to   
determine with certainty how the Year 2000 problem will affect its investments  
in foreign securities and dealings with foreign exchanges.                      

                                                    VAN ECK GLOBAL PROSPECTUS 12

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================================================================================
III. How The Funds Are Managed                                                  
================================================================================

          FUND MANAGEMENT, INCLUDING A DESCRIPTION OF THE ADVISER, THE PORTFOLIO
       MANAGERS, THE CUSTODIAN, AND THE TRANSFER AGENT. HOW THE FUNDS SELL
        SHARES TO INSURANCE COMPANY SEPARATE ACCOUNTS. FUND EXPENSES AND TAX
TREATMENT OF THE FUNDS.                                     

1. MANAGEMENT OF THE FUNDS                                                      

DISTRIBUTOR                                                                     

Van Eck Securities Corporation, 99 Park Avenue, New York, NY 10016 (the         
"Distributor"), a wholly-owned subsidiary of Van Eck Associates Corporation, has
entered into a Distribution Agreement with the Trust. The Distributor receives  
no compensation for share sales of the Funds. In addition, the Distributor may, 
from time to time, pay additional cash compensation or other promotional        
incentives to authorized dealers or agents that sell shares of the Fund. In some
instances, such cash compensation or other incentives may be offered only to    
certain dealers or agents who employ registered representatives who have sold or
may sell significant amounts of shares of the Fund and/or the other Van Eck     
Worldwide Insurance Funds managed by the Adviser during a specified period of   
time.                                                                           

INVESTMENT ADVISER                                                              

Van Eck Associates Corporation, 99 Park Avenue, New York, NY 10016 (the         
"Adviser") serves as investment adviser to each of the Funds. Van Eck has been  
an investment adviser since 1955 and also acts as adviser or sub-adviser to     
other mutual funds registered with the SEC as well as managing and advising     
other accounts and pension plans.                                               

John C. van Eck, Chairman and President of the Trust, and members of his        
immediate family, own 100% of the voting stock of the Adviser. As of March 31,  
1999, total aggregate assets under the management of the Adviser were           
approximately $1.1 billion.                                                     

THE ADVISER, THE FUNDS, AND INSURANCE COMPANY SEPARATE ACCOUNTS                 

The Funds sell shares to various insurance company variable annuity and variable
life insurance separate accounts as a funding vehicle for those accounts. The   
Funds do not foresee any disadvantages to shareholders from their offering the  
Funds to various companies. However, the Board of Trustees will monitor any     
potential conflicts of interest. If conflicts arise, the Board may require an   
insurance company to withdraw its investments in one Fund, and place them in    
another. This might force a Fund to sell securities at a disadvantageous price. 
The Board of Trustees may refuse to sell shares of a Fund to any separate       
accounts. It may also suspend or terminate the offering of shares of a Fund if  
required to do so by law or regulatory authority, or if such an action is in the
best interests of Fund shareholders.                                            

FEES PAID TO THE ADVISER                                                        

Asia Dynasty Fund pays the Adviser a monthly fee at the annual rate of 0.75% of 
the average daily net assets.                                                   

13 VAN ECK GLOBAL PROSPECTUS                                                    

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                                                         SHAREHOLDER INFORMATION
================================================================================

================================================================================

PORTFOLIO MANAGERS                                                              

DAVID SEMPLE David Semple is an Investment Director to the Adviser. He joined   
Van Eck in 1998 and has been in the investing business for 9 years.             

DAVID HULME David Hulme is an Investments Analyst for the Adviser. He joined    
Van Eck in 1998 and has been in the investing business for 5 years.             

THE TRUST                                                                       

Van Eck Funds (the Trust) is an open-end management                             
investment company organized as a business trust under the laws of the          
Commonwealth of Massachusetts.                                                  

THE CUSTODIAN                                                                   

State Street Bank and Trust Co.                                                 
225 Franklin Street                                                             
Boston, MA 02110                                                                

THE TRANSFER AGENT                                                              

The Trust, 99 Park Avenue                                                       
New York, New York 10016                                                        
acts as its own transfer agent.                                                 

INDEPENDENT ACCOUNTANTS                                                         

Ernst & Young LLP                                                               
787 Seventh Avenue                                                              
New York, New York 10019                                                        

COUNSEL                                                                         

Goodwin, Procter & Hoar LLP                                                     
One Exchange Place,                                                             
Boston, Massachusetts 02109                                                     

                                                    VAN ECK GLOBAL PROSPECTUS 14

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================================================================================

================================================================================

2. FUND EXPENSES                                                                

Each Fund bears all expenses of its own operations, other than those incurred by
the Adviser or its affiliate under its Advisory Agreement with the Trust. The   
Adviser paid organizational expenses for the Funds at their inception; these    
fees are being reimbursed to the Adviser by the Funds over sixty equal monthly  
installments. The Adviser may, from time to time, waive the management fee      
and/or agree to pay some or all expenses of the Funds. This has the effect of   
increasing the yield and total return of the Funds.                             

3. TAXES                                                                        

Each Fund qualifies, and intends to continue to qualify, as a "regulated        
investment company" under the Internal Revenue Code (the Code). As such, the    
Funds will not pay federal income tax to the extent that it distributes its     
income and capital gains.                                                       

The Code requires funds used by insurance company variable annuity and life     
insurance contracts to be adequately diversified, because annuities and life    
insurance enjoy special tax privileges. The Funds intend to invest so as to     
qualify for this proviso.                                                       

Tax matters for insurance contract holders are described in the Contract        
prospectus.                                                                     

4. HOW THE FUND SHARES ARE PRICED                                               

Shares are bought or sold at net asset value. When an order is received at a    
Fund before 4:00 p.m. Eastern time on any day when the New York Stock Exchange  
is open for business, the trade will be effective that day. When an order is    
received after 4:00 p.m. the trade will be effective at the net asset values    
which are calculated on the next business day. The Funds are only priced on days
when the New York Stock Exchange is open. Several Funds have shares which trade 
on foreign exchanges and the net asset value of these Funds may change on days  
that shareholders are unable able to purchase or sell their shares.             

5. SHAREHOLDER INQUIRIES                                                        

For further information about the Funds, please call or write your insurance    
company, or call (800) 221-2220 (in New York, (212) 687-5200), or write to the  
Funds at the address on the cover page.                                         

15 VAN ECK GLOBAL PROSPECTUS                                                    

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IV. FINANCIAL HIGHLIGHTS                                                        

      The financial highlights tables are intended to help you
          understand the Funds financial performance for the past five
         years. Certain information reflects financial results for a
             single Fund share. The total returns in the table represent the
              rate that an investor would have earned or lost on an investment
     in the Fund (assuming reinvestment of all dividends and
  distributions). This information has been audited by
             PricewaterhouseCoopers LLP, whose report, along with the Fund's
           financial statements are included in the Fund's annual report
which is available upon request.                  

1. ASIA DYNASTY FUND*                                                           

                                                        [Enlarge/Download Table]

------------------------------------------------------------------------------------------------------------------------------------
Financial Highlights                                                                                                                

For a Class A Share outstanding throughout each year:                                                                               

                                                                                     Year ended December 31,                        

                                                              1998            1997            1996            1995            1994  
                                                         ---------------------------------------------------------------------------
                                                                                                                                    
Net Asset Value,                                                                                                                    
  Beginning of Year                                          $7.82          $13.21          $12.40          $12.13          $15.28  
====================================================================================================================================

INCOME FROM INVESTMENT OPERATIONS                                                                                                   

Net Investment Income (Loss)                                 (0.01)          (0.28)          (0.20)          (0.02)             --  
Net Gain (Loss) on                                                                                                                  
  Investments (both Realized and Unrealized)                 (0.01)          (3.82)           1.01            0.40           (2.86) 
====================================================================================================================================
Total from Investment Operations                             (0.02)          (4.10)           0.81            0.38           (2.86) 
====================================================================================================================================

LESS DIVIDENDS AND DISTRIBUTIONS                                                                                                    

From Dividends from                                                                                                                 
  Net Investment Income                                         --              --              --           (0.09)          (0.07) 
From Distributions from                                                                                                             
  Capital Gains                                                 --           (1.15)             --              --           (0.22) 
From Tax Return of Capital                                      --           (0.14)             --           (0.02)             --  

====================================================================================================================================
Total Dividends & Distributions                                 --           (1.29)             --           (0.11)          (0.29) 
====================================================================================================================================

Net Asset Value,                                                                                                                    
  End of Year                                                $7.80           $7.82          $13.21          $12.40          $12.13  

====================================================================================================================================
Total Return (a)                                             (0.26%)        (32.10%)          6.53%           3.13%         (18.72%)
====================================================================================================================================

RATIOS/SUPPLEMENTARY DATA                                                                                                           

Net Assets, End of Period (000)                            $10,685         $12,873         $44,351         $64,275         $83,787  
Ratio of Gross Expenses                                                                                                             
  to Average Net Assets                                       3.13%           2.38%           2.42%           2.03%           1.85% 
Ratio of Net Expenses                                                                                                               
  to Average Net Assets                                       2.43%(b)        2.38%           2.42%           2.03%           1.85% 
Ratio of Net Investment Income (Loss)                                                                                               
  to Average Net Assets                                      (0.09%)         (0.76%)         (0.73%)         (0.08%)            --  
Portfolio Turnover Rate                                     121.96%         200.45%          52.99%          57.06%          51.08% 
------------------------------------------------------------------------------------------------------------------------------------

(a)  Total return is calculated assuming an initial investment made at net asset
value at the beginning of the year, reinvestment of dividends and     
  distributions at net asset value during the year and a redemption on the
     last day of the year. A sales charge is not reflected in the calculation of
total dividends and return.                                           

(b)  After expenses reduced by a custodian fee arrangement.                     

* There are financial highlights for the Class A shares which include a .50%    
distribution fee which is not present in Class I shares.                    

                                                    VAN ECK GLOBAL PROSPECTUS 16

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VAN ECK FUNDS 
99 Park Avenue, New York, N.Y. 10016  
Shareholder Services: Toll Free (800) 544-4653  

 Van Eck Funds (the "Trust") is a mutual fund consisting of six separate
series. This Statement of Additional information relates only to Van Eck Asia   
Dynasty Fund (Class I) (the "Fund").                                            

                                                                [Download Table]

TABLE OF CONTENTS                                                         Page
-----------------                                                             
                                                                              
GENERAL INFORMATION......................................................    2
INVESTMENT OBJECTIVES AND POLICIES.......................................    2
RISK FACTORS    .........................................................    3
         INVESTING IN FOREIGN SECURITIES.................................    3
         EMERGING MARKETS SECURITIES.....................................    5
         FOREIGN CURRENCY TRANSACTIONS...................................    5
         FUTURES AND OPTIONS TRANSACTIONS................................    7
         MORTGAGE-BACKED SECURITIES......................................    9
         REAL ESTATE SECURITIES..........................................   10
         DEBT SECURITIES.................................................   11
         DERIVATIVES.....................................................   11
         CURRENCY SWAPS..................................................   12
         DIRECT INVESTMENTS..............................................   13
         REPURCHASE AGREEMENTS...........................................   13
         RULE 144A SECURITIES............................................   13
INVESTMENT RESTRICTIONS..................................................   14
INVESTMENT ADVISORY SERVICES.............................................   18
THE DISTRIBUTOR..........................................................   19
PORTFOLIO TRANSACTIONS AND BROKERAGE.....................................   21
TRUSTEES AND OFFICERS....................................................   24
VALUATION OF SHARES......................................................   27
TAXES....................................................................   29
REDEMPTIONS IN KIND......................................................   31
PERFORMANCE..............................................................   31
ADDITIONAL INFORMATION...................................................   34
FINANCIAL STATEMENTS.....................................................   34
APPENDIX.................................................................   35
MARKET INDEX DESCRIPTIONS................................................   38

    This Statement of Additional Information is not a prospectus and should be
read in conjunction with the Funds' current Prospectus, dated _____, 1999 (the  
"Prospectus"), which is available at no charge upon written or telephone request
to the Trust at the address or telephone number at the top of this page.        
Shareholders are advised to read and retain this Statement of Additional        
Information for future reference.                                               

 STATEMENT OF ADDITIONAL INFORMATION - _____, 1999

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 GENERAL INFORMATION
 -------------------

  Van Eck Funds (the "Trust") is an open-end management investment company
organized as a "business trust" under the laws of The Commonwealth of           
Massachusetts on April 3, 1985. The Board of Trustees has authority to create   
additional series or funds, each of which may issue a separate class of shares. 
There are currently six series of Van Eck Funds. This statement of Additional   
information relates only to Asia Dynasty Fund (Class I).                        

INVESTMENT OBJECTIVES AND POLICIES
----------------------------------

Asia Dynasty Fund                                                               
-----------------                                                               

Asia Dynasty Fund may invest in equity securities, warrants and equity
options of companies located in, or expected to benefit from the developmental  
growth of the economies of countries located in the Asian region ("Asia Growth  
Companies"). Asia Growth Companies consist of companies that (a) are located in 
or whose securities are principally traded in an "Asian Region" country, as     
defined below, (b)(i) have at lease 50% of their assets in one or more countries
located in the Asian Region or (ii) derive at least 50% of their gross sales    
revenues or profits from providing goods or services to, from or within one or  
more countries located in the Asian Region or (c) have manufacturing or other   
operations in China that are significant to such companies. These investments   
are typically listed on stock exchanges or traded in the over-the-counter       
markets in Asian Region countries, but may be traded on exchanges or in markets 
outside the Asian Region. Similarly, the principal offices of these countries   
may be located outside these countries. These countries include Burma, Peoples  
Republic of China ("China"), Cambodia, Hong Kong, India, Indonesia, Korea, Laos,
Malaysia, Pakistan, the Philippines, Singapore, Sri Lanka, Taiwan, Thailand and 
Vietnam and, when the Fund is in a defensive posture, Australia, Japan and New  
Zealand. Currently, the Fund does not consider Australia, Japan and New Zealand 
to be part of the Asian Region. The countries constituting the Asian Region may 
be changed by the Board without shareholder approval. Equity securities for     
purposes of the 65% policy, include common and preferred stocks, direct equity  
interests in trusts, partnerships, joint ventures and other unincorporated      
entities or enterprises, special classes of shares available only to foreign    
persons in those markets that restrict ownership of certain classes of equity to
nationals or residents of that country, convertible preferred stocks and        
convertible debt instruments. Debt securities issued by Asia Growth Companies   
are typically unrated. The Fund may buy and sell financial futures contracts and
options on financial futures contracts, forward currency contracts and put or   
call options on securities, securities indices and foreign currencies and       
foreign currency swaps. The Fund may also lend its portfolio securities and     
borrow money for investment purposes (i.e. leverage its portfolio).             

       The securities industry in China and laws regarding fiduciary duties of
officers and directors and the protection of shareholders are not well          
developed. China and certain of the other Asian Region countries do not have    
many securities laws of nationwide applicability. As changes to the Chinese     
legal system develop, foreign investors, including the Fund, may be adversely   
affected. The uncertainties faced by foreign investors in China are exacerbated 
by the fact that many laws, regulations and decrees of China are not publicly   
available, but merely circulated internally. Similar risks exist in other Asian 
Region countries.                                                               

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  Investors should recognize that investing in foreign securities involves
certain special considerations which are not typically associated with investing
in United States securities. Since investments in foreign companies will        
frequently involve currencies of foreign countries, and since the above Funds   
may hold securities and funds in foreign currencies, these Funds may be affected
favorably or unfavorably by changes in currency rates and in exchange control   
regulations, if any, and may incur costs in connection with conversions between 
various currencies. Most foreign stock markets, while growing in volume of      
trading activity, have less volume than the New York Stock Exchange, and        
securities of some foreign companies are less liquid and more volatile than     
securities of comparable domestic companies. Similarly, volume and liquidity in 
most foreign bond markets are less than in the United States, and at times      
volatility of price can be greater than in the United States. Fixed commissions 
on foreign securities exchanges are generally higher than negotiated commissions
on United States exchanges, although these Funds endeavor to achieve most       
favorable net results on their portfolio transactions. There is generally less  
government supervision and regulation of securities exchanges, brokers and      
listed companies in foreign countries than in the United States. In addition,   
with respect to certain foreign countries, there is the possibility of exchange 
control restrictions, expropriation or confiscatory taxation, political,        
economic or social instability, which could affect investments in those         
countries. Foreign securities such as those purchased by these Funds may be     
subject to foreign government taxes, higher custodian fees and dividend         
collection fees which could reduce the yield on such securities.                

     Investments may be made from time to time Asia Dynasty Fund in companies in
developing countries as well as in developed countries. Asia Dynasty Fund, and  
Global Hard Assets Fund may have a substantial portion of their assets in       
developing countries. Although there is no universally accepted definition, a   
developing country is generally considered by the Adviser ( FII) or to be a     
country which is in the initial stages of industrialization. Shareholders should
be aware that investing in the equity and fixed income markets of developing    
countries involves exposure to unstable governments, economies based on only a  
few industries, and securities markets which trade a small number of securities.
Securities markets of developing countries tend to be more volatile than the    
markets of developed countries; however, such markets have in the past provided 
the opportunity for higher rates of return to investors.                        

     Since the Asia Dynasty Fund will invest at least 65% of its total assets in
Asian region investments, its investment performance will be especially affected
by events affecting Asian region companies. The value and liquidity of Asian    
region investments may be affected favorably or unfavorably by political,       
economic, fiscal, regulatory or other developments in the Asian region or their 
neighboring regions. The extent of economic development, political stability and
market depth of different countries in the Asian region varies widely. Certain  
countries in the Asian region, including Cambodia, China, Laos, Indonesia,      
Malaysia, the Philippines, Thailand, and Vietnam are either comparatively       
underdeveloped or are in the process of becoming developed. Investments         
typically involve greater potential for gain or loss than investments in        
securities of issuers in developed countries. Given the Fund's investments, the 
Fund will likely be particularly sensitive to changes in China's economy as the 
result of a reversal of economic liberalization, political unrest or changes in 
China's trading status.                                                         

       The securities markets in the Asian region are substantially smaller,
less liquid and more volatile than the major securities markets in the United   
States. A high proportion of the shares of many issuers may be held by a limited
number of persons and financial institutions, which may limit the number of     
shares available for investment by the portfolio. Similarly, volume and         
liquidity in the bond markets in the Asian region are less than in the United   
States and, at times, price volatility can be greater than in the United States.
A limited number of issuers in the Asian region securities markets may represent
a disproportionately large percentage of market capitalization and trading      
value. The limited liquidity of                                                 

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securities markets in the Asian region may also affect the Fund's ability to    
acquire or dispose of securities at the price and time it wishes to do so.      
Accordingly, during periods of rising securities prices in the more illiquid    
Asian region securities markets, the Fund's ability to participate fully in such
price increases may be limited by its investment policy of investing not more   
than 15% of its net assets in illiquid securities. Conversely, the Fund's       
inability to dispose fully and promptly of positions in declining markets will  
cause the Fund's net asset value to decline as the value of the unsold positions
is marked to lower prices. In addition, Asian region securities markets are     
susceptible to being influenced by large investors trading significant blocks of
securities.                                                                     

     The Chinese, Hong Kong and Taiwanese stock markets are undergoing a
period of growth and change which may result in trading volatility and          
difficulties in the settlement and recording of transactions, and in            
interpreting and applying the relevant law and regulations. In particular, the  
securities industry in China is not well developed. China has few securities    
laws of nationwide applicability. The municipal securities regulations adopted  
by Shanghai and Shenzhen municipalities are very new, as are their respective   
securities exchanges and other self-regulatory organizations. In addition,      
Chinese stockbrokers and other intermediaries may not perform as well as their  
counterparts in the United States and other more developed securities markets.  
The prices at which the Funds may acquire investments may be affected by trading
by persons with material non-public information and by securities transactions  
by brokers in anticipation of transactions by the Funds in particular           
securities. The securities markets in Cambodia, Laos and Vietnam are currently  
non-existent.                                                                   

       Asia Dynasty Fund will invest in Asian region countries with emerging
economies or securities markets. Political and economic structures in many of   
such countries may be undergoing significant evolution and rapid development,   
and such countries may lack the social, political and economic stability        
characteristic of the United States. Certain of such countries have in the past 
failed to recognize private property rights and have at times nationalized or   
expropriated the assets of private companies. As a result, the risks described  
above, including the risks of nationalization or expropriation of assets, may be
heightened. In addition, unanticipated political or social developments may     
affect the value of the Funds' investments in those countries and the           
availability to the Funds of additional investments in those countries.         

        Economies in the Asian region may differ favorably or unfavorably from
the United States economy in such respects as rate of growth of gross national  
product, rate of inflation, capital reinvestment, resource self-sufficiency and 
balance of payments position. As export-driven economies, the economies of the  
Asian region is affected by developments in the economies of its principal      
trading partners. Revocation by the United States of China's "Most Favored      
Nation" trading status, which the United States President and Congress          
reconsider annually, would adversely affect the trade and economic development  
of China and Hong Kong. Hong Kong, Japan and Taiwan have limited natural        
resources, resulting in dependence on foreign sources for certain raw materials 
and economic vulnerability to global fluctuations of price and supply.          

 China governmental actions can have a significant effect on the
economic conditions in the Asian region, which could adversely affect the value 
and liquidity of the Fund's investments. Although the Chinese Government has    
recently begun to institute economic reform policies, there can be no assurances
that it will continue to pursue such policies or, if it does, that such policies
will succeed.                                                                   

   China and certain of the other Asian region countries do not have
comprehensive systems of laws, although substantial changes have occurred in    
China in this regard in recent years. The corporate form of organization has    
only recently been permitted in China and national regulations governing        
corporations were introduced only in May 1992. Prior to the introduction of such
regulations Shanghai had adopted a set of corporate regulations applicable to   
corporations located or listed in Shanghai, and the relationship between the two
sets of regulations is not clear. Consequently, until a firmer legal basis is   
provided, even such fundamental corporate law tenets as the limited liability   
status of Chinese issuers and their authority to                                

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issue shares remain open to question. Laws regarding fiduciary duties of        
officers and directors and the protection of shareholders are not well          
developed. China's judiciary is relatively inexperienced in enforcing the laws  
that exist, leading to a higher than usual degree of uncertainty as to the      
outcome of litigation. Even where adequate law exists in China, it may be       
impossible to obtain swift and equitable enforcement of such law, or to obtain  
enforcement of the judgment by a court of another jurisdiction. The bankruptcy  
laws pertaining to state enterprises have rarely been used and are untried in   
regard to an enterprise with foreign shareholders, and there can be no assurance
that such shareholders, including the Funds, would be able to realize the value 
of the assets of the enterprise or receive payment in convertible currency. As  
the changes to the Chinese legal system develop, the promulgation of new laws,  
existing laws and the preemption of local laws by national laws may adversely   
affect foreign investors, including the Funds. The uncertainties faced by       
foreign investors in China are exacerbated by the fact that many laws,          
regulations and decrees of China are not publicly available, but merely         
circulated internally. Similar risks exist in other Asian region countries.     

        Trading in futures contracts traded on foreign commodity exchanges may
be subject to the same or similar risks as trading in foreign securities.       

 Emerging Markets Securities
 ---------------------------

     Investments of the Funds (except U.S. Government Money Fund) may be
made from time to time in companies in developing countries as well as in       
developed countries. Shareholders should be aware that investing in the equity  
and fixed income markets of developing countries involves exposure to           
potentially unstable governments, the risk of nationalization of businesses,    
restrictions on foreign ownership, prohibitions on repatriation of assets and a 
system of laws that may offer less protection of property rights. Emerging      
market economies may be based on only a few industries, may be highly vulnerable
to changes in local and global trade conditions, and may suffer from extreme and
volatile debt burdens or inflation rates.                                       

   Securities markets in these countries may trade a small number of
securities, may have a limited number of issuers and a high proportion of shares
of may issuers may be held by a relatively small number of persons or           
institutions. Local securities markets may be unable to respond effectively to  
increases in trading volume, potentially making prompt liquidation of           
substantial holdings difficult or impossible at times. Securities of issuers    
located in developing markets may have limited marketability and may be subject 
to more abrupt or erratic price movements. Many of these stock markets are      
undergoing a period of growth and change which may result in trading volatility,
and in difficulties in the settlement and recording of transactions and in      
interpreting and applying the relevant law and regulations. In addition,        
stockbrokers and other intermediaries in emerging markets may not perform in the
way their counterparts in the United States and other more developed securities 
markets do. The prices at which a Fund may acquire investments may be affected  
by trading by persons with material non-public information and by securities    
transactions by brokers in anticipation of transactions by the Fund in          
particular securities. Limited liquidity may impair a Fund's ability to         
liquidate a position at the time and price it wishes to do so. In addition, a   
Fund's ability to participate fully in the smaller, less liquid emerging markets
may be limited by the policy restricting its investments in illiquid securities.

 Foreign Currency Transactions
 -----------------------------

         Under normal circumstances, consideration of the prospects for currency
exchange rates will be incorporated into the long-term investment decisions made
for the Fund with regard to overall                                             

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diversification strategies. Although the Fund values its assets daily in terms  
of U.S. Dollars, they do not intend physically to convert their holdings of     
foreign currencies into U.S. dollars on a daily basis. The Funds will do so from
time to time, and investors should be aware of the costs of currency conversion.
Although foreign exchange dealers do not charge a fee for conversion, they do   
realize a profit based on the difference (the "spread") between the prices at   
which they are buying and selling various currencies. Thus, a dealer may offer  
to sell a foreign currency to the Funds at one rate, while offering a lesser    
rate of exchange should the Funds desire to resell that currency to the dealer. 
The Funds will use forward contracts, along with futures contracts, foreign     
exchange swaps (Asia Dynasty Fund, Global Leaders Fund, Global Hard Assets Fund 
only) and put and call options (all types of derivatives), to "lock in" the U.S.
Dollar price of a security bought or sold and as part of their overall hedging  
strategy. The Funds will conduct their foreign currency exchange transactions,  
either on a spot (i.e., cash) basis at the spot rate prevailing in the foreign  
currency exchange market, or through purchasing put and call options on, or     
entering into futures contracts or forward contracts to purchase or sell foreign
currencies. See "Futures and Options Transactions."                             

    Changes in currency exchange rates may affect the Funds' net asset
value and performance. There can be no assurance that the Funds' investment     
adviser (or Sub-Adviser) will be able to anticipate currency fluctuations in    
exchange rates accurately. The Funds may invest in a variety of derivatives and 
enter into hedging transactions to attempt to moderate the effect of currency   
fluctuations. The Funds may purchase and sell put and call options on, or enter 
into futures contracts or forward contracts to purchase or sell, foreign        
currencies. This may reduce a Fund's losses on a security when a foreign        
currency's value changes. Hedging against a change in the value of a foreign    
currency does not eliminate fluctuations in the prices of portfolio securities  
or prevent losses if the prices of such securities decline. Furthermore, such   
hedging transactions reduce or preclude the opportunity for gain if the value of
the hedged currency should change relative to the other currency. Last, when the
Funds use options and futures in anticipation of the purchase of a portfolio    
security to hedge against adverse movements in the security's underlying        
currency, but the purchase of such security is subsequently deemed undesirable, 
the Fund may incur a gain or loss on the option or futures contract.            

        The Funds will enter into forward contracts to duplicate a cash market
transaction. Asia Dynasty Fund may enter into currency swaps. See also "Foreign 
Currency Transactions" and "Futures and Options Transactions".                  

In those situations where foreign currency options or futures 
contracts, or options on futures contracts may not be readily purchased (or     
where they may be deemed illiquid) in the primary currency in which the hedge is
desired, the hedge may be obtained by purchasing or selling an option, or       
futures contract or forward contract on a secondary currency. The secondary     
currency will be selected based upon the investment adviser's (or Sub-Adviser's)
belief that there exists a significant correlation between the exchange rate    
movements of the two currencies. However, there can be no assurances that the   
exchange rate or the primary and secondary currencies will move as anticipated  
or that the relationship between the hedged security and the hedging instrument 
will continue. If they do not move as anticipated or the relationship does not  
continue, a loss may result to the Funds on their investments in the hedging    
positions.                                                                      

        A forward foreign currency contract, like a futures contract, involves
an obligation to purchase or sell a specific amount of 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. Unlike foreign 
currency futures contracts which are standardized exchange-traded contracts,    
forward currency contracts are usually 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 such trades.                           

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        The Adviser (or FII) will not commit any Fund to deliver under forward
contracts an amount of foreign currency in excess of the value of the Fund's    
portfolio securities or other assets or obligations denominated in that         
currency. The Funds' Custodian will place the securities being hedged, cash or  
U.S. government securities or debt or equity securities into a segregated       
account of the Fund in an amount equal to the value of the Fund's total assets  
committed to the consummation of forward foreign currency contracts to ensure   
that the Fund is not leveraged beyond applicable limits. If the value of the    
securities placed in the segregated 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 the Funds' commitments with respect to such
contracts. At the maturity of a forward contract, the Funds may either sell the 
portfolio security and make delivery of the foreign currency, or they may retain
the security and terminate their contractual obligation to deliver the foreign  
currency prior to maturity 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. There can be no assurance, however, that the    
Funds will be able to effect such a closing purchase transaction.               

         It is impossible to forecast the market value of a particular portfolio
security at the expiration of the contract. Accordingly, if a decision is made  
to sell the security and make delivery of the foreign currency 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 that a Fund is obligated to deliver.   

       If a Fund retains the portfolio security and engages in an offsetting
transaction, the Fund will incur a gain or a loss to the extent that there has  
been movement in forward contract prices. Additionally, although such contracts 
tend to minimize the risk of loss due to a decline in the value of the hedged   
currency, at the same time, they tend to limit any potential gain which might   
result should the value of such currency increase.                              

Futures And Options Transactions
--------------------------------

      The Fund may invest in options on futures contracts. Compared to the
purchase or sale of futures contracts, the purchase and sale of options on      
futures contracts involves less potential risk to the Funds because the maximum 
exposure is the amount of the premiums paid for the options. Futures contracts  
and options thereon are both types of derivatives.                              

  The Funds may buy and sell financial futures contracts which may
include security and interest-rate futures, stock and bond index futures        
contracts and foreign currency futures contracts. The Funds may engage in these 
transactions for hedging purposes and for other purposes. A security or         
interest-rate futures contract is an agreement between two parties to buy or    
sell a specified security at a set price on a future date. An index futures     
contract is an agreement to take or make delivery of an amount of cash based on 
the difference between the value of the index at the beginning and at the end of
the contract period. A foreign currency futures contract is an agreement to buy 
or sell a specified amount of a currency for a set price on a future date. A    
commodity futures contract is an agreement to take or make delivery of a        
specified amount of a commodity, such as gold, at a set price on a future       
date.                                                                           

    A Fund will not commit more then 5% of its total assets to initial
margin deposits on futures contracts and premiums on options on futures         
contracts, except that margin deposits for futures positions entered into for   
bona fide hedging purposes, as that term is defined in the Commodity Exchange   
Act, are                                                                        

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excluded from the 5% limitation. As the value of the underlying asset           
fluctuates, either party to the contract is required to make additional margin  
payments, known as "variation margin," to cover any additional obligation it may
have under the contract. In addition, cash or high quality securities equal in  
value to the current value of the underlying securities less the margin         
requirement will be segregated, as may be required, with the fund's custodian to
reflect changes in the value of the underlying futures contract.                

  For hedging purposes, each Fund, and for other purposes (such as
creating synthetic positions), the Fund may invest up to 5% of its total assets,
taken at market value at the time of investment, in premiums on call and put    
options on domestic and foreign securities, foreign currencies, stock and bond  
indices, financial futures contracts and commodity futures contracts. This      
policy may be changed without shareholder approval.                             

      The Fund may write, purchase or sell covered call or put options. An
options transaction involves the writer of the option, upon receipt of a        
premium, giving the right to sell (call option) or buy (put option) an          
underlying asset at an agreed-upon exercise price. The holder of the option has 
the right to purchase (call option) or sell (put option) the underlying asset at
the exercise price. If the option is not exercised or sold, it becomes worthless
at its expiration date and the premium payment is lost to the option holder. As 
the writer of an option, the Fund keeps the premium whether or not the option is
exercised. When a Fund sells a covered call option, which is a call option with 
respect to which the Fund owns the underlying assets, the Fund may lost the     
opportunity to realize appreciation in the market price of the underlying asset 
or may have to hold the underlying asset, which might otherwise have been sold  
to protect against depreciation. A covered put option written by the Fund       
exposes it during the term of the option to a decline in the price of the       
underlying asset. A put option sold by the Fund is covered when, among other    
things, cash or short-term liquid securities are placed in a segregated account 
to fulfill the obligations undertaken. Covering a put option sold does not      
reduce the risk of loss.                                                        

      The Fund may invest in options which are either listed on a domestic
securities exchange or traded on a recognized foreign exchange. In addition, the
Fund may purchase or sell over-the-counter options for dealers or banks to hedge
securities or currencies as approved by the Board of Trustees. In general,      

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exchange traded options are third party contracts with standardized prices and  
expiration dates. Over-the-counter options are two party contracts with price   
and terms negotiated by the buyer and seller, are generally considered illiquid 
and will be subject to the limitation on investments in illiquid securities.    

      It is the policy of each of the Fund to meet the requirements of the
Internal Revenue Code of 1986, as amended (the "Code") to qualify as a regulated
investment company to prevent double taxation of the Funds and their            
shareholders. One of the requirements is that at least 90% of a Fund's gross    
income be derived from dividends, interest, payment with respect to securities  
loans and gains from the sale or other disposition of stocks or other           
securities. Gains from commodity futures contracts do not currently qualify as  
income for purposes of the 90% test. The extent to which the Funds may engage in
options and futures contract transactions may be materially limited by this     
test.                                                                           

Mortgage-Backed Securities
--------------------------

      The Fund may invest in mortgage-backed securities. A mortgage-backed
security may be an obligation of the issuer backed by a mortgage or pool of     
mortgages or a direct interest in an underlying pool of mortgages. The value of 
mortgage-backed securities may change due to shifts in the market's perception  
of issuers. In addition, regulatory or tax changes may adversely affect the     
mortgage securities market as a whole. Stripped mortgage-backed securities are  
created when an U.S. governmental agency or a financial institution separates   
the interest and principal components of a mortgage-backed security and sells   
them as individual securities. The holder of the "principal-only" security      
("PO") receives the principal payments made by the underlying mortgage-backed   
security, while the holder of the "interest-only" security ("IO") receives      
interest payments from the same underlying security. The prices of stripped     
mortgage-backed securities may be particularly affected by change in interest   
rates. As interest rates fall, prepayment rates tend to increase, which tends to
reduce the price of IOs and increase prices of POs. Rising interest rates can   
have the opposite effect. Changes in interest rates may also affect the         
liquidity of IOs and POs.                                                       

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Real Estate Securities
----------------------

        The Fund may invest a percentage of its assets in equity securities of
REIT and other real estate industry companies or companies with substantial real
estate investments. The Fund may invest a percentage of its assets in equity    
securities of REITs and other real estate industry companies or companies with  
substantial real estate investments.                                            

        REITs are pooled investment vehicles whose assets consist primarily of
interest in real estate and real estate loans. REITs are generally classified as
equity REITs, mortgage REITs or hybrid REITs. Equity REITs own interest in      
property and realize income from the rents and gain or loss from the sale of    
real estate interests. Mortgage REITs invest in real estate mortgage loans and  
realize income from interest payments on the loans. Hybrid REITs invest in both 
equity and debt. Equity REITs may be operating or financing companies. An       
operating company provides operational and management expertise to and exercises
control over, many if not most operational aspects of the property.             

         REITS are not taxed on income distributed to shareholders provided they
comply with several requirements of the Code.                                   

       Investing in REITs involves certain unique risks in addition to those
risks associated with investing in the real estate industry in general. Equity  
REITs may be affected by changes in the value of the underlying property owned  
by the REITs, while mortgage REITs may be affected by the quality of any credit 
extended. REITs are dependent upon management skills, are not diversified, and  
are subject to the risks of financing projects. REITs are subject to heavy cash 
flow dependency, default by borrowers, self-liquidation and the possibilities of
failing to qualify for the exemption from tax for distributed income under the  
Code. REITs (especially mortgage REITs) are also subject to interest rate risk  
(i.e., as interest rates rise, the value of the REIT may decline).              

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 Debt Securities
 ---------------

   The Funds may invest in debt securities. The market value of debt
securities generally varies in response to changes in interest rates and the    
financial condition of each issuer and the value of a Hard Asset if linked to   
the value of a Hard Asset. Debt securities with similar maturities may have     
different yields, depending upon several factors, including the relative        
financial condition of the issuers. A description of debt securities ratings is 
contained in the Appendix to the Statement of Additional Information. High grade
means a rating of A or better by Moody's or S&P's, or of comparable quality in  
the judgment of the Adviser or (Sub-Adviser) if no rating has been given by     
either service. Many securities of foreign issuers are not rated by these       
services. Therefore, the selection of such issuers depends to a large extent on 
the credit analysis performed by the Adviser or (Sub-Adviser). During periods of
declining interest rates, the value of debt securities generally increases.     
Conversely, during periods of rising interest rates, the value of such          
securities generally declines. These changes in market value will be reflected  
in the Fund's net asset value. Debt securities with similar maturities may have 
different yields, depending upon several factors, including the relative        
financial condition of the issuers. For example, higher yields are generally    
available from securities in the lower rating categories of S&P or Moody's.     
However, the values of lower-rated securities generally fluctuate more than     
those of high-grade securities. Many securities of foreign issuers are not rated
by these services. Therefore the selection of such issuers depends to a large   
extent on the credit analysis performed by the Adviser (or FII).                

    New issues of certain debt securities are often offered on a when-
issued basis, that is, the payment obligation and the interest rate are fixed at
the time the buyer enters into the commitment, but delivery and payment for the 
securities normally take place after the date of the commitment to purchase. The
value of when-issued securities may vary prior to and after delivery depending  
on market conditions and changes in interest rate levels. However, the Funds do 
not accrue any income on these securities prior to delivery. The Funds will     
maintain in a segregated account with their Custodian an amount of cash or high 
quality securities equal (on a daily marked-to-market basis) to the amount of   
its commitment to purchase the when-issued securities.                          

 Derivatives
 -----------

         The Funds may also use futures contracts and options, forward contracts
and swaps as part of various investment techniques and strategies, such as      
creating non-speculative "synthetic" positions (covered by segregation of liquid
assets) or implementing "cross-hedging" strategies. A "synthetic position" is   
the duplication of cash market transaction when deemed advantageous by the      
Funds' Adviser (or Sub-Adviser) for cost, liquidity or transactional efficiency 
reasons. A cash market transaction is the purchase or sale of the security or   
other asset for cash. "Cross-hedging" involves the use of one currency to hedge 
against the decline in the value of another currency. The use of such           
instruments as described herein involves several risks. First, there can be no  
assurance that the prices of such instruments and the hedge security or the cash
market position will move as anticipated. If prices do not move as anticipated, 
a Fund may incur a loss on its investment, may not achieve the hedging          
protection it anticipated and/or may incur a loss greater than if it had entered
into a cash market position. Second, investments in such instruments may reduce 
the gains which would otherwise be realized from the sale of the underlying     
securities or assets which are being hedged. Third, positions in such           
instruments can be closed out only on an exchange that provides a market for    
those instruments. There can be no assurance that such a market will exist for a
particular futures contract or option. If the Fund cannot close out an exchange 
traded futures contract or option which it holds, it would have to perform its  
contract obligation or exercise its option to realize any profit and would incur
transaction cost on the sale of the underlying assets.                          

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       When the Fund intends to acquire securities (or gold bullion or coins
as the case may be) for their portfolio, they may use call options or futures   
contracts as a means of fixing the price of the security (or gold) they intend  
to purchase at the exercise price (in the case of an option) or contract price  
(in the case of futures contact). An increase in the acquisition cost would be  
offset, in whole or part, by a gain on the option or futures contract. Options  
and futures contracts requiring delivery of a security may also be useful to the
Funds in purchasing a large block of securities that would be more difficult to 
acquire by direct market purchases. If the Funds hold a call option rather than 
the underlying security itself, the Funds are partially protected from any      
unexpected decline in the market price of the underlying security and in such   
event could allow the call option to expire, incurring a loss only to the extent
of the premium paid for the option. Using a futures contract would not offer    
such partial protection against market declines and the Funds wold experience a 
loss as if they had owned the underlying security.                              

Currency Swaps
--------------

       Asia Dynasty Fund may enter into currency swaps for hedging purposes.
Currency swaps involve the exchange of rights to make or receive payments of the
entire principal value in specified currencies. Since currency swaps are        
individually negotiated, a Fund may expect to achieve an acceptable degree of   
correlation between its portfolio investments and its currency swap positions.  
The entire principal value of a currency swap is subject to the risk that the   
other party to the swap will default on its contractual delivery obligations.   

  The use of swaps is a highly specialized activity which involves
investment techniques and risks different from those associates with ordinary   
portfolio transactions. If the Fund's investment adviser (or Sub-Adviser) is    
incorrect in its forecasts of market values and currency exchange rates and/or  
Hard Assets values, the investment performance of the fund would be less        
favorable than it would have been if this investment technique were not used.   
Swaps are generally considered illiquid and will be aggregated with other       
illiquid positions for purposes of the limitation on illiquid investments.      

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Direct Investments
------------------

      Certain of the Fund's direct investments will include investments in
smaller, less seasoned companies. These companies may have limited product    
lines, markets or financial resources, or they may be dependent on a limited  
management group. The Funds do not anticipate making direct investments in    
start-up operations, although it is expected that in some cases the Funds'    
direct investments will fund new operations for an enterprise which itself is 
engaged in similar operations or is affiliated with an organization that is   
engaged in similar operations. With respect to the Asia Dynasty Fund, such    
direct investments may be made in entities that are reasonably expected in the
 foreseeable future to become Asia Growth Companies, either by expanding current
operations or establishing significant operations in the Asian Region.        

        Direct investments may involve a high degree of business and financial
risk that can result in substantial losses. Because of the absence of any public
trading market for these investments, the Funds may take longer to liquidate    
these positions than would be the case for publicly traded securities. Although 
these securities may be resold in privately negotiated transactions, the prices 
on these sales could be less than those originally paid by the Funds.           
Furthermore, issuers whose securities are not publicly traded may not be subject
to public disclosure and other investor protection requirements applicable to   
publicly traded securities. If such securities are required to be registered    
under the securities laws of one or more jurisdictions before being resold, the 
Funds may be required to bear the expense of the registration. In addition, in  
the event the Funds sell unlisted foreign securities, any capital gains realized
on such transactions may be subject to higher rates of taxation than taxes      
payable on the sale of listed securities. Direct investments are generally      
considered illiquid and will be aggregated with other illiquid investments for  
purposes of the limitation on illiquid investments                              

 Repurchase Agreements
 ---------------------

        The Fund will not enter into a repurchase agreement with a maturity of
more than seven business days if, as a result, more than 15% of the value of a  
Fund's total assets would then be invested in such repurchase agreements and    
other illiquid securities.  A Fund will only enter into a repurchase agreement  
where (i) the underlying securities are of the type which the Fund's investment 
policies would allow it to purchase directly, (ii) the market value of the      
underlying security, including accrued interest, will be at all times equal to  
or exceed the value of the repurchase agreement, and (iii) payment for the      
underlying securities is made only upon physical delivery or evidence of book-  
entry transfer to the account of the custodian or a bank acting as agent.       

Rule 144A Securities And Section 4(2) Commercial Paper
------------------------------------------------------

         The Securities and Exchange Commission adopted Rule 144A which allows a
broader institutional trading market for securities otherwise subject to        
restriction on resale to the general public. Rule 144A establishes a "safe      
harbor" from the registration requirements of the Securities Act of 1933 of     
resales of certain securities to qualified institutional buyers. The Adviser (or
FII) anticipates that the market for certain restricted securities such as      
institutional commercial paper will expand further as a result of this new      
regulation and the development of an automated system for the trading, clearance
and settlement of                                                               

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unregistered securities of domestic and foreign issuers, such as the PORTAL     
System sponsored by the National Association of Securities Dealers.             

        The Adviser will monitor the liquidity of restricted securities in the
Funds' holdings under the supervision of the Board of Trustees. In reaching     
liquidity decisions, the Adviser (or FII) will consider, among other things, the
following factors: (1) the frequency of trades and quotes for the security; (2) 
the number of dealers wishing to purchase or sell the security and the number of
other potential purchasers; (3) dealer undertakings to make a market in the     
security and (4) 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 mechanisms of the transfer).                          

         In addition, commercial paper may be issued in reliance on the "private
placement" exemption from registration afforded by Section 4(2) of the          
Securities Act of 1933. Such commercial paper is restricted as to disposition   
under the federal securities laws and, therefore, any resale of such securities 
must be effected in a transaction exempt from registration under the Securities 
Act of 1933. Such commercial paper is normally resold to other investors through
or with the assistance of the issuer or investment dealers who make a market in 
such securities, thus providing liquidity.                                      

Securities eligible for resale pursuant to Rule 144A under the
Securities Act of 1933 and commercial paper issued in reliance on the Section   
4(2) exemption under the 1940 Act may be determined to be liquid in accordance  
with guidelines established by the Board of Trustees for purposes of complying  
with investment restrictions applicable to investments by the Funds in illiquid 
securities.                                                                     

 INVESTMENT RESTRICTIONS
 -----------------------

The following investment restrictions are in addition to those
described in the Prospectus. Policies that are identified as fundamental may be 
changed with respect to a Fund only with the approval of the holders of a       
majority of the Fund's outstanding shares. Such majority is defined as the vote 
of the lesser of (i) 67% or more of the outstanding shares present at a meeting,
if the holders of more than 50% of a Fund's outstanding shares are present in   
person or by proxy, or (ii) more than 50% of a Fund's outstanding shares. As to 
any of the following policies, if a percentage restriction is adhered to at the 
time of investment, a later increase or decrease in percentage resulting from a 
change in value of portfolio securities or amount of net assets will not be     
considered a violation of the policy.                                           

        With respect to Asia Dynasty Fund restrictions 1, 4, 6, 7, 10, 12, 13,
17, 18, 19 and 20, are not fundamental, unless otherwise provided for by      
applicable federal or state law.                                              

The Asia Dynasty Fund may not:                                

 1.       Invest in securities which (i) are subject to legal or
              contractual restrictions on resale ("restricted security")
                  or for which there is no readily available market quotation or
                engage in a repurchase agreement maturing in more than seven
                days with respect to any security if the result is that more
             than 10% of a Fund's net assets would be invested in such
securities,                                 

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                  and are "illiquid" securities, including repurchase agreements
             maturing in more than 7 days and options traded over-the-
            counter if the result is that more than 15% Asia Dynasty
            Fund's, net assets would be invested in such securities.

       2.       Purchase or sell real estate, although the Asia Dynasty Fund
           may purchase securities of companies which deal in real
                  estate, including securities of real estate investment trusts,
           and may purchase securities which are collateralized by
interests in real estate.                   

      3.       Purchase or sell commodities or commodity futures contracts
                  (for the purpose of this restriction, forward foreign exchange
           contracts are not deemed to be a commodity or commodity
                  contract). The Fund may not commit more than 5% of their total
           assets to initial margin deposits on futures contracts.

     4.       Exclusive of the Asia Dynasty Fund, purchase securities of
           other open-end investment companies except as part of a
           merger, consolidation, reorganization or acquisition of
                  assets; Asia Dynasty Fund may not purchase more than 3% of the
               total outstanding voting stock of any closed-end investment
               company if more than 5% of any of these Funds' total assets
                would be invested in securities of any closed-end investment
         company, or more than 10% of such value in closed-end
              investment companies in general. In addition, Asia Dynasty
                  Fund may not invest in the securities of closed-end investment
              companies, except by purchase in the open market involving
only customary broker's commissions.        

  5.       Make loans, except by (i) purchase of marketable bonds,
                 debentures, commercial paper and similar marketable evidences
                 of indebtedness and (ii) repurchase agreements.  Asia Dynasty
                Fund may lend to broker-dealers portfolio securities with an
               aggregate market value up to one-third of its total assets.

  6.       As to 75% of the total assets of the Asia Dynasty Fund,
                purchase securities of any issuer, if immediately thereafter
              (i) more than 5% of a Fund's total assets (taken at market
                 value) would be invested in the securities of such issuer, or
                 (ii) more than 10% of the outstanding securities of any class
               of such issuer would be held by a Fund (provided that these
                limitations do not apply to obligations of the United States
   Government, its agencies or instrumentalities).

         7.       Invest more than 5 percent of the value of its total assets in
       securities of companies having, together with their
                 predecessors, a record of less than three years of continuous
operation.                                  

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         This restriction does not apply to Asia Dynasty Fund.

        8.       Underwrite any issue of securities (except to the extent that
                a Fund may be deemed to be an underwriter within the meaning
                  of the Securities Act of 1933 in the disposition of restricted
securities).                                

      9.       The Fund may not borrow money, except Asia Dynasty Fund may
                borrow up to 30% of the value of their respective net assets
                 to increase their holdings of portfolio securities. The Funds
               will not borrow for the purpose of leveraging its portfolio
             but will borrow only for temporary or emergency purposes.

      10.      Mortgage, pledge or otherwise encumber its assets except to
                 secure borrowing effected within the limitations set forth in
restriction (9).                            

         11.      Issue senior securities except insofar as a Fund may be deemed
               to have issued a senior security by reason of (i) borrowing
               money in accordance with restrictions described above; (ii)
          entering into forward foreign currency contracts (iii)
                financial futures contracts purchased on margin Asia Dynasty
             Fund (iv) foreign currency swaps and (v) issuing multiple
classes of shares.                          

       12.      Make short sales of securities except that Asia Dynasty Fund
                 may engage in the transactions specified in restrictions (2),
(3) and (14).                               

     13.      Purchase any security on margin, except that it may obtain
             such short-term credits as are necessary for clearance of
                  securities transactions and, with respect to Asia Dynasty Fund
          and may make initial or maintenance margin payments in
              connections with options and futures contracts and related
             options and borrowing effected within the limitations set
forth in restriction (9).                   

     14.      Write, purchase or sell puts, calls, straddles, spreads or
           combinations thereof, except that Asia Dynasty Fund may
                purchase or sell puts and calls on foreign currencies and on
                securities described under "Options Transactions" herein and
           in the Prospectus and that Asia Dynasty Fund may write,
              purchase or sell put and call options on financial futures
         contracts, which include bond and stock index futures
contracts.                                  

    15.      Make investments for the purpose of exercising control or
management.                                 

     16.      Invest more than 25 percent of the value of a Fund's total
              assets in the securities of issuers having their principal
        business activities in the same industry, except the
          Gold/Resources Fund and Global Hard Assets Fund and as
otherwise stated in any Fund's fundamental  

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                investment objective, and provided that this limitation does
               not apply to obligations issued or guaranteed by the United
         States Government, its agencies or instrumentalities.

   17.      Participate on a joint or joint and several basis in any
                trading account in securities, although transactions for the
          Funds and any other account under common or affiliated
                 management may be combined or allocated between the Funds and
such account.                               

       18.      Purchase participations or other interests Asia Dynasty Fund
           in oil, gas or other mineral exploration or development
programs.                                   

       19.      Invest more than 5% of its total assets in warrants, whether
              or not the warrants are listed on the New York or American
                  Stock Exchanges, or more than 2% of the value of the assets of
               a Fund (except Asia Dynasty Fund) in warrants which are not
            listed on those exchanges. Warrants acquired in units or
           attached to securities or received as dividends are not
included in this restriction.               

    20.      Purchase or retain a security of any issuer if any of the
               officers, directors or Trustees of a Fund or its investment
        adviser owns beneficially more than 1/2 of 1% of the
                securities of such issuer, or if such persons taken together
      own more than 5% of the securities of such issuer.

       21.      Invest in real estate limited partnerships or in oil, gas or
other mineral leases.                       

       With respect to restriction 3, forward foreign exchange contracts are
not deemed to be a commodity or commodity contract.                             

     The following are not considered fundamental policies. Asia Dynasty
Fund may, for hedging purposes, buy and sell financial futures contracts which  
may include stock and bond index futures contracts and foreign currency futures 
contracts. These Funds may not commit more than 5% of their total assets to     
initial margin deposits on futures contracts not used for hedging purposes.     

     With respect to restriction 16, companies in different geographical
locations will not be deemed to be in the same industry if the investment risks 
associated with the securities of such companies are substantially different.   
For example, although generally considered to be "interest rate sensitive,"     
investing in banking institutions in different countries is generally dependent 
upon substantially different risk factors, such as the condition and prospects  
of the economy in a particular country and in particular industries, and        
political conditions.                                                           

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INVESTMENT ADVISORY SERVICES  
----------------------------  

       The investment adviser and manager of the Funds is Van Eck Associates
Corporation (the "Adviser"), a Delaware corporation, pursuant to an Advisory    
Agreement with the Trust dated as of July 30, 1985, as amended. The Adviser     
oversees an investment program for the Funds, subject to the overall supervision
and review of the Board of Trustees. The Adviser is currently the oldest and    
largest gold manager investing in gold mining shares. The Adviser's team of gold
managers and analysts average over 25 years of experience.                      

         The Adviser or FII provides the Funds with office space, facilities and
simple business equipment and provides the services of consultants, executive   
and clerical personnel for administering their affairs. The Adviser compensates 
all executive and clerical personnel and Trustees of the Trust if such persons  
are employees or affiliates of the Adviser or its affiliates. The advisory      
fee is computed daily and paid monthly at the following annual rates: Asia      
Dynasty Fund pays a monthly fee at the rate of 0.75% as average daily net       
assets.                                                                         

         The Adviser also performs administrative services for Asia Dynasty Fund
pursuant to a written agreement. The Adviser is also responsible for providing  
accounting services to these Funds. For these accounting and administrative     
services, Asia Dynasty Fund each pays .25 of 1% of its respective average daily 
net assets.                                                                     

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       Advisory Agreements for all the Funds were reapproved by the Board of
Trustees of the Trust, including a majority of the Trustees who are not parties 
to such Agreements or interested persons of any such party at a meeting held on 
April 22, 1998.                                                                 

         The Advisory Agreement was approved by shareholders of the Asia Dynasty
Fund on ________________; The Advisory Agreements and Sub-Advisory Agreement    
provide that they shall continue in effect from year to year with respect to a  
Fund as long as it is approved at least annually both (i) by a vote of a        
majority of the outstanding voting securities of the Fund (as defined in the    
Act) or by the Trustees of the Trust, and (ii) in either event by a vote of a   
majority of the Trustees who are not parties to the Agreement or "interested    
persons" of any party thereto, cast in person at a meeting called for the       
purpose of voting on such approval. The Agreements may be terminated on 60 days 
written notice by either party and will terminate automatically in the event of 
an assignment within the meaning of the Act.                                    

  Mr. John C. van Eck is Chairman of the Board of Directors of the
Adviser as well as President and Trustee of the Trust. Mr. van Eck offered the  
first global mutual fund to U.S. investors in 1955 and offered the first gold   
fund to U.S. investors in 1968. Mr. van Eck, Chairman and President of the Trust
and Van Eck Worldwide Insurance Trust, and members of his immediate, family own 
100% of the voting stock of the Adviser.                                        

THE DISTRIBUTOR 
--------------- 

Shares of the Funds are offered on a continuous basis and are 
distributed through Van Eck Securities Corporation, 99 Park Avenue, New York,   
New York (the "Distributor"), a wholly owned subsidiary of Van Eck Associates   
Corporation. The Trustees of the Trusts have approved a Distribution Agreement  
appointing the Distributor as distributor of shares of the Funds. The           
Distribution Agreement with respect to all Funds was last reapproved by the     
action of the Trustees on April 22, 1998.                                       

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       The Distribution Agreement provides that the Distributor will pay all
fees and expenses in connection with printing and distributing prospectuses and 
reports for use in offering and selling shares of the Funds and preparing,      
printing and distributing advertising or promotional materials. The Funds will  
pay all fees and expenses in connection with registering and qualifying their   
shares under federal and state securities laws.                                 

     Van Eck Securities Corporation retained distributing commissions on
sales of shares of the Funds for the following fiscal years ended December 31   
(except as noted) after reallowance to dealers as follows:                      

                                                                [Download Table]

                         Van Eck Securities  Reallowance to
                         Corporation         Dealers       
                         -----------         -------       
                                                           
Asia Dynasty Fund  1998   $      787         $   5,621     
                   1997        2,455            13,752     
                   1996       22,269           109,025     

    Asia Dynasty Fund (Class A and B) have also adopted a Plan which
provides for the compensation of brokers and dealers who sell shares of these   
Funds or provide servicing. The Plan for Asia Dynasty Fund (Class A) is a       
reimbursement type plan and provides for the payment of carry-over expenses to  
the Distributor, incurred in one year but payable in a subsequent year(s), up to
the maximum for the Fund in any given year. Asia Dynasty Fund (Class B) Plans   
are compensation type plans with a carry-forward provision which provides that  
the Distributor recoup distribution expenses in the event the Plan is           
terminated. For the periods prior to April 30, 1999, the Distributor has agreed 
with respect to Plans with a carry-forward provision, notwithstanding anything  
to the                                                                          

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contrary in the Plan, to waive its right to reimbursement of carry-forward      
amounts in the event the Plan is terminated unless the Board of Trustees has    
determined that reimbursement of such carry-forward amounts is appropriate.     

    Pursuant to the Plans, the Distributor provides the Funds at least
quarterly with a written report of the amounts expended under the Plans and the 
purpose for which such expenditures were made. The Trustees review such reports 
on a quarterly basis.                                                           

    The Plan was last reapproved for all Funds, by the Trustees of the
Trust, including a majority of the Trustees who are not "interested persons" of 
the Funds and who have no direct or indirect financial interest in the operation
of the Plan, cast in person at a meeting called for the purpose of voting on    
each such Plan on April 22, 1999. The Plan was approved by shareholders of the  
Asia Dynasty Fund (Class B) on August 31, 1993.                                 

A Plan shall continue in effect as to each Fund, provided such
continuance is approved annually by a vote of the Trustees in accordance with   
the Act. A Plan may not be amended to increase materially the amount to be spent
for the services described therein without approval of the shareholders of the  
Funds, and all material amendments to the Plan must also be approved by the     
Trustees in the manner described above. A Plan may be terminated at any time,   
without payment of any penalty, by vote of a majority of the Trustees who are   
not "interested persons" of the Fund and who have no direct or indirect         
financial interest in the operation of the Plan, or by a vote of a majority of  
the outstanding voting securities of the Fund (as defined in the Act) on written
notice to any other party to the Plan. A Plan will automatically terminate in   
the event of its assignment (as defined in the 1940 Act). So long as the Plan is
in effect, the election and nomination of Trustees who are not "interested      
persons" of the Trust shall be committed to the discretion of the Trustees who  
are not "interested persons." The Trustees have determined that, in their       
judgment, there is a reasonable likelihood that the Plan will benefit the Funds 
and their shareholders. The Funds will preserve copies of the Plan and any      
agreement or report made pursuant to Rule 12b-1 under the Act, for a period of  
not less than six years from the date of the Plan or such agreement or report,  
the first two years in an easily accessible place. For additional information   
regarding the Plans, see the Prospectus.                                        

 PORTFOLIO TRANSACTION AND BROKERAGE
 -----------------------------------

         The Adviser is responsible for decisions to buy and sell securities and
other investments for the Fund, the selection of brokers and dealers to effect  
the transactions and the negotiation of brokerage commissions, if any. In       
transactions on stock and commodity exchanges in the United States, these       
commissions are negotiated, whereas on foreign stock and commodity exchanges    
these commissions are generally fixed and are generally higher than brokerage   
commissions in the United States. In the case of securities traded on the over- 
the-counter markets, there is generally no stated commission, but the price     
usually includes an undisclosed commission or markup. In underwritten offerings,
the price includes a disclosed fixed commission or discount. Most obligations in
which the U.S. Government Money Fund invests are normally traded on a           
"principal" rather than agency basis. This may be done through a dealer (e.g.   
securities firm or bank) who buys or sells for its own account rather than as an
agent for another client, or directly with the issuer. A dealer's profit, if    
any, is the difference, or spread, between the dealer's purchase and sale price 
for the obligation.                                                             

       In purchasing and selling the Fund's portfolio investments, it is the
Adviser's policy to obtain quality execution at the most favorable prices       
through responsible broker-dealers. In selecting broker-dealers, the Adviser or 
the FII will consider various relevant factors, including, but not limited to,  
the size and type of the transaction; the nature and character of the markets   
for the security or asset to be purchased or sold; the execution efficiency,    
settlement capability, and financial condition of the                           

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broker-dealer's firm; the broker-dealer's execution services rendered on a      
continuing basis; and the reasonableness of any commissions.                    

         In addition, the Adviser or the FII may allocate brokerage transactions
to broker-dealers who have entered into arrangements with the Adviser or FII    
under which the broker-dealer allocates a portion of the commissions paid by a  
Fund toward payment of the Fund's expenses such as transfer agency, printing or 
other expenses. The services of the broker-dealer must be comparable to those of
other qualified broker-dealers.                                                 

     The Adviser may cause the Fund to pay a broker-dealer who furnishes
brokerage and/or research services a commission that is in excess of the        
commission another broker-dealer would have received for executing the          
transaction if it is determined that such commission is reasonable in relation  
to the value of the brokerage and/or research services as defined in Section    
28(e) of the Securities Exchange Act of 1934 which have been provided. Such     
research services may include, among other things, analyses and reports         
concerning issuers, industries, securities, economic factors and trends, and    
portfolio strategy. Any such research and other information provided by brokers 
to the Adviser or FII are considered to be in addition to and not in lieu of    
services required to be performed by the Adviser under the relevant Advisory    
Agreement with the Trust. The research services provided by broker-dealers can  
be useful to the Adviser in serving its other clients or clients of the Adviser 
or their affiliates.                                                            

      The table below shows the commissions paid on purchases and sales of
portfolio securities by each Fund during its respective fiscal year, and the    
percentages of such amounts paid to brokers or dealers which furnished daily    
quotations to the Funds for the purpose of calculating daily per share net asset
value and to brokers and dealers which sold shares of the Funds.                

                                                                [Download Table]

Fund (fiscal year end)                        1998    
                                           Commissions
                                                      
Asia Dynasty Fund (Class A and B) (12/31)  $  145,182 

                                              1997    
                                           Commissions
                                                      
Asia Dynasty Fund (Class A and B) (12/31)  $675,167   

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                                                                [Download Table]

Fund (fiscal year end)                         1996   
                                           Commissions
                                                      
Asia Dynasty Fund (Class A and B) (12/31)  $643,451   

         The Trustees periodically review the Adviser's and FII's performance of
its responsibilities in connection with the placement of portfolio transactions 
on behalf of the Funds and review the commissions paid by the Funds over        
representative periods of time to determine if they are reasonable in relation  
to the benefits to the Funds.                                                   

        Investment decisions for the Fund are made independently from those of
the other investment accounts managed by the Adviser or affiliated companies.   
Occasions may arise, however, when the same investment decision is made for more
than one client's account. It is the practice of the Adviser and FII to allocate
such purchases or sales insofar as feasible among its several clients or the    
clients of its affiliates in a manner it deems equitable. The principal factors 
which the Adviser considers in making such allocations are the relative         
investment objectives of the clients, the relative size of the portfolio        
holdings of the same or comparable securities and the then availability in the  
particular account of funds for investment. Portfolio securities held by one    
client of the Adviser may also be held by one or more of its other clients or by
clients of its affiliates. When two or more of its clients or clients of its    
affiliates are engaged in the simultaneous sale or purchase of securities,      
transactions are allocated as to amount in accordance with formulae deemed to be
equitable as to each client. There may be circumstances when purchases or sales 
of portfolio securities for one or more clients will have an adverse effect on  
other clients.                                                                  

  Consistent with the Conduct Rules of the National Association of
Securities Dealers, Inc. and subject to seeking the most favorable price and    
execution available and such other policies as the Trustees may determine, the  
Adviser or FII may consider sales of shares of the Funds as a factor in the     
selection of broker-dealers to execute portfolio transactions for the Funds.    

       While it is the policy of the Fund generally not to engage in trading
for short-term gains, the Funds will effect portfolio transactions without      
regard to the holding period if, in the judgment of the Adviser such            
transactions are advisable in light of a change in circumstances of a particular
company, within a particular industry or country, or in general market, economic
or political conditions. The Asia Dynasty Fund and anticipate that their annual 
portfolio turnover rates will not exceed 100%.                                  

       The portfolio turnover rate of the Fund may vary greatly from year to
year. In addition, since the Fund may have a high rate of portfolio turnover,   
the Fund may realize capital gains or losses. Capital gains will be distributed 
annually to the shareholders. Capital losses cannot be distributed to           
shareholders but may be used to offset capital gains at the Fund level. See     
"Taxes" in the Prospectus and the Statement of Additional Information.          

      The Adviser and related persons, may from time to time, buy and sell
for their own accounts securities recommended to clients for purchase or sale.  
The Adviser recognizes that this practice may result in conflicts of interest.  
However, to minimize or eliminate such conflicts a Code of Ethics has been      
adopted by the Adviser which requires that all trading in securities suitable   
for purchase by client accounts must be approved in advance by a person familiar
with purchase and sell orders or recommendations. Approval will be granted if   
the security has not been purchased or sold or recommended for purchase or sale 
on behalf of a                                                                  

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client account within seven days; or if the security has been purchased or sold 
or recommended for purchase or sale by a client account, it is determined that  
the trading activity will not have a negative or appreciable impact on the price
or market of the security or the activity is of such a nature that it does not  
present the dangers or potential for abuses or likely to result in harm or      
detriment to a client account. At the end of each calendar quarter, all related 
personnel of the Adviser are required to file a report of all transactions      
entered into during the quarter. These reports are reviewed by a senior officer 
of the Adviser.                                                                 

 TRUSTEES AND OFFICERS
 ---------------------

         The Trustees and Officers of the Van Eck Funds, their address, position
with the Trust and principal occupations during the past five years are set     
forth below.                                                                    

Trustees of Van Eck Funds:                                                      

                                                        [Enlarge/Download Table]
                                                                                                          
----------------------------------------------------------------------------------------------------------
John C van Eck @*                Chairman of the Board and            Chairman of the Board and           
575 Park Avenue                  Trustee                              Director and President of other     
New York, NY                                                          Investment Companies advised by     
                                                                      the Adviser, Chairman, Van Eck      
                                                                      Associates Corporation              
                                                                      (investment adviser) and Van        
                                                                      Eck Securities Corporation          
                                                                      (broker-dealer); Director,          
                                                                      Eclipse Financial Assets Trust      
                                                                      (Mutual Fund) Former director       
                                                                      of Abex Inc. (aerospace)            

----------------------------------------------------------------------------------------------------------
Jeremy Biggs @#+                 Trustee                              Trustee of other investment         
1220 Park Avenue                                                      companies advised by the            
New York, NY 10128                                                    Adviser, Vice Chairman,             
                                                                      Director, and Chief Investment      
                                                                      Officer of Fiduciary Trust          
                                                                      Company International               
                                                                      (investment manager), parent        
                                                                      company of Fiduciary                
                                                                      International, inc., Chairman       
                                                                      of the Davis Funds Group            
                                                                      (mutual funds management            
                                                                      company) Treasurer and Director     
                                                                      of Royal Oak Foundation (the UK     
                                                                      National Trust); Director and       
                                                                      former of the Union Settlement      
                                                                      Association (the community          
                                                                      service organization); First        
                                                                      Vice President , Trustee and        
                                                                      Chairman of Finance Committee       
                                                                      of the St. James School, St.        
                                                                      James Maryland.                     

Richard Cowell #+                Trustee                              Trustee of other investment         
240 El Vedado Way                                                     companies advised by the            
Palm Beach Florida                                                    Adviser; Private Investor;          
                                                                      Director West Indies &              
                                                                      Caribbean Development Ltd.          
                                                                      (real estate)                       

Philip DeFeo                     Trustee                              Trustee of other investment         
99 Park Avenue                                                        companies advised by the            
New York, New York                                                    Adviser; Former, President of       
                                                                      Van Eck Associates Corporation      
                                                                      and Van Eck Securities              
                                                                      Corporation Former Executive        
                                                                      Vice President Cedel                
                                                                      International                       

Wesley G. McCain #+              Trustee                              Trustee of other affiliated         
40 East 30th Street                                                   investment companies advised or     
New York, New York                                                    administered by the Adviser;        
                                                                      Chairman and Owner, Towneley        
                                                                      Capital Management, Inc.;           
                                                                      Chairman, Eclipse Funds; Chairman   
                                                                      and Owner, Eclipse Financial        
                                                                      Services Inc.; General Partner,     
                                                                      Pharaoh Partners, L.P.; Principal,  
                                                                      Pharaoh Partners, (Cayman) LDC;     
                                                                      President and Owner, Millbrook      
                                                                      Associates, Imc.; Trustee, Libre    
                                                                      Group Trust, Director, Libre        
                                                                      Investments (Cayman) Ltd.; Former   
                                                                      Director, International Investors   
                                                                      Incorporated.                       

David Olderman #                 Trustee                              Trustee of other investment         
40 East 52nd Street                                                   companies advised by the Adviser;   
New York, New York                                                    Chairman of the Board, American     
                                                                      Copy Equipment Company; Chairman    
                                                                      of the Board Brighton Partners Inc. 

Ralph Peters #*                  Trustee                              Trustee of other investment         
66 Strimples Road                                                     companies advised by the Adviser;   
Stockton, New Jersey                                                  Director Sun Life Insurance and     
                                                                      Annuity Company of New York;        
                                                                      Director U.S. Life Income Fund      

Richard Stamberger #             Trustee                              Trustee of another investment       
888 17th Street                                                       companies advised by the Adviser;   
Washington, D.C.                                                      Principal, National Strategies,     
                                                                      Inc., Partner and Co-Founder,       
                                                                      Quest partners, LLC, Executive      
                                                                      Vice President, Chief Operating     
                                                                      Officer and a Director of NuCable   
                                                                      Resources Corporation               

Jan van Eck @**                  Trustee                              Officer and Director of Van Eck     
99 Park Avenue                                                        Associates Corporation Van Eck      
New York, New York                                                    Securities and other affiliated     
                                                                      companies                           

Derek van Eck @**                Trustee and Officer                  Officer and Director of Van Eck     
99 Park Avenue                                                        Associates Corporation Van Eck      
New York, New York                                                    Securities and other affiliated     
                                                                      companies                           

Officer of the Trust:                                                                                     

Bruce Smith                      Vice President and Treasurer         Officer of other investment         
99 Park Avenue                                                        companies advised by the            
New York, New York                                                    Administrator; Senior Managing      
                                                                      Director, Portfolio Accounting of   
                                                                      Van Eck Associates Corporation and  
                                                                      Senior Managing Director of Van     
                                                                      Eck Securities.                     

Thomas Elwood                    Vice President and Secretary         Officer of other investment         
99 Park Avenue                                                        companies advised by the            
New York, New York                                                    Administrator; Vice President,      
                                                                      Secretary and General Counsel of    
                                                                      Van Eck Associates Corporation and  
                                                                      Van Eck Securities; former          
                                                                      Assistant Counsel Jefferson Pilot   
                                                                      Financial Insurance Company and     
                                                                      officer of other investment         
                                                                      companies advised by Jefferson      
                                                                      Pilot Financial Insurance and its   
                                                                      affiliates.                         

Joseph  DiMaggio                 Controller                           Officer of other investment         
99 Park Avenue                                                        companies advised by the Adviser;   
New York, New York                                                    Director of  Portfolio Accounting   
                                                                      of Van Eck Associates Corporation.  

Charles Cameron                  Vice President                       Vice President of another           
99 Park Avenue                                                        investment company advised by the   
New York, New York                                                    Adviser                             

Susan Lashley                    Vice President                       Officer of other investment         
99 Park Avenue                                                        companies advised by the            
New York, New York                                                    Administrator.                      

Kevin Reid                       Vice President                       Officer of other investment         
99 Park Avenue                                                        companies advised by the            
New York, New York                                                    Administrator.                      

Gregory Krenzer                  President of U.S. Government         Research analyst and Portfolio      
99 Park Avenue                   Money Fund                           Assistant (Global Fixed Income) of  
New York, New York                                                    Van Eck Associates Corporation.     

Susan Min                                                             Assistant Secretary of other        
99 Park Avenue                   Assistant Secretary                  investment companies advised or     
New York, New York                                                    administered by the Adviser, Staff  
                                                                      Attorney of Van Eck Associates      
                                                                      Corporation.                        

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

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______                                                                          

@        An "interested person" as defined in the 1940 Act.                     
*        Member of Executive Committee -exercises general powers of Board of    
Trustees between meetings of the Board.                       
**       Son of Mr. John C. van Eck                                             
#        Member of the Nominating Committee.                                    
+        Member of the Audit Committee -reviews fees, services, procedures,     
conclusions and recommendations of independent auditors.      

Compensation Table

                                                        [Enlarge/Download Table]

---------------------------------------------------------------------------------------------------------------
Name of Person            Aggregate              Pension or Retirement           Total Compensation From Fund  
Position                  Compensation From      Benefits Accrued As             and Fund Complex (a) Paid to  
                          Fund                   Part of Fund Expenses           Directors                     
---------------------------------------------------------------------------------------------------------------
                                                                                                               
John C. van Eck           $     0                $     0                         $     0                       
---------------------------------------------------------------------------------------------------------------
Jeremy Biggs              $     0                $20,467                         $39,250                       
---------------------------------------------------------------------------------------------------------------
Richard Cowell            $20,467                $     0                         $33,500                       
---------------------------------------------------------------------------------------------------------------
Philip DeFeo              $     0                $     0                         $     0                       
---------------------------------------------------------------------------------------------------------------
Wesley McCain             $     0                $20,467                         $39,250                       
---------------------------------------------------------------------------------------------------------------
David Olderman            $     0                $16,496                         $31,250                       
---------------------------------------------------------------------------------------------------------------
Ralph Peters              $18,940                $     0                         $31,000                       
---------------------------------------------------------------------------------------------------------------
Richard Stamberger        $  9469                $  9469                         $31,000                       
---------------------------------------------------------------------------------------------------------------
Jan van Eck               $     0                $     0                         $     0                       
---------------------------------------------------------------------------------------------------------------
Derek van Eck             $     0                $     0                         $     0                       
---------------------------------------------------------------------------------------------------------------

(a)      The term "fund complex" refers to the Funds of the Trust, the series of
the Van Eck Worldwide Insurance Trust and the Van Eck/Chubb, Funds, Inc., which 
are also managed by the Adviser. The Trustees are paid a fee for their services 
to the Trust. No other compensation, including pension or other retirement      
benefits, is paid to the Trustees by the fund complex.                          

        As of February 16, 1999, all of the Officers and Trustees of the Trust
as a group owned the number of shares indicated of each Fund: 31,637.98 shares  
of Asia Dynasty Fund - Class A, equal to approximately 2.2% of the shares       
outstanding; As of February 16, 1999, all of the Officers and Trustees of the   
Trust as a group owned less than 1% of shares outstanding of each of the other  
Funds and Classes.                                                              

        As of February 16, 1999, the following persons owned 5% or more of the
shares of the Fund(s) indicated below:                                          

                                                                [Download Table]

Asia Dynasty Fund (Class B shares)             
----------------------------------             
                                               
  MLPF&S for the sole benefit            41.43%
      of its customers                         
  4800 Deer Lake Drive East                    

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                                                                [Download Table]
                                                    
Asia Dynasty Fund (Class A shares)                  
----------------------------------                  
MLPF&S for the sole benefit                   12.95%
     of its customers                               
4800 Deer Lake Drive East                           
3rd Floor                                           
Jacksonville, FL 32246-6484                         

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 VALUATION OF SHARES
 -------------------

       The net asset value per share of the Fund is computed by dividing the
value of all of a Fund's securities plus cash and other assets, less            
liabilities, by the number of shares outstanding. The net asset value per share 
is computed as of the close of the New York Stock Exchange, Monday through      
Friday, exclusive of national business holidays. The Funds will be closed on the
following national business holidays: New Years Day, Martin Luther King Jr.'s   
birthday, President's Day, Good Friday, Memorial Day, Independence Day, Labor   
Day, Thanksgiving Day and Christmas. The net asset values need not be computed  
on a day in which no orders to purchase, sell or redeem shares of the Funds have
been received.                                                                  

       Dividends paid by a Fund with respect to Class A, Class B and Class C
shares will be calculated in the same manner, at the same time and on the same  
day and will be in the same amount, except that the higher distribution services
fee and any incremental transfer agency costs relating to Class B or Class C    
shares will be borne exclusively by that Class. The Trustees have determined    
that currently no conflict of interest exists between the Class A and Class B   
shares or Class A and Class C shares. On an ongoing basis, the Board of         
Trustees, pursuant to their fiduciary duties under the 1940 Act and state laws, 
will seek to ensure that no such conflict arises.                               

       Shares are sold at the public offering price which is determined once
each day the Funds are open for business and is the net asset value per share.  
The net asset value need not be computed on a day in which no orders to         
purchase, sell or redeem shares of the Fund has been received.                  

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       The value of a financial futures or commodity futures contract equals
the unrealized gain or loss on the contract that is determined by marking it to 
the current settlement price for a like contract acquired on the day on which   
the commodity futures contract is being valued. A settlement price may not be   
used if the market makes a limit move with respect to a particular commodity.   
Securities or futures contracts for which market quotations are readily         
available are valued at market value, which is currently determined using the   
last reported sale price. If no sales are reported as in the case of most       
securities traded over-the-counter, securities are valued at the mean of their  
bid and asked prices at the close of trading on the New York Stock Exchange (the
"Exchange"). In cases where securities are traded on more than one exchange, the
securities are valued on the exchange designated by or under the authority of   
the Board of Trustees as the primary market. Short-term investments having a    
maturity of 60 days or less are valued at amortized cost, which approximates    
market. Options are valued at the last sales price unless the last sales price  
does not fall within the bid and ask prices at the close of the market, in which
case the mean of the bid and ask prices is used. All other securities are valued
at their fair value as determined in good faith by the Trustees. Foreign        
securities or futures contracts quoted in foreign currencies are valued at      
appropriately translated foreign market closing prices or as the Board of       
Trustees may prescribe.                                                         

         Generally, trading in foreign securities and futures contracts, as well
as corporate bonds, United States government securities and money market        
instruments, is substantially completed each day at various times prior to the  
close of the Exchange. The values of such securities used in determining the net
asset value of the shares of the Funds may be computed as of such times. Foreign
currency exchange rates are also generally determined prior to the close of the 
Exchange. Occasionally, events affecting the value of such securities and such  
exchange rates may occur between such times and the close of the Exchange which 
will not be reflected in the computation of the Fund's net asset values. If     
events materially affecting the value of such securities occur during such      
period, then these securities will be valued at their fair value as determined  
in good faith by the Trustees.                                                  

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TAXES 
----- 

Taxation of the Fund - In General                                               
---------------------------------                                               

     The Fund intends to continue to continue to qualify and elect to be
treated each taxable year as a "regulated investment company" under Subchapter M
of the Code. To so qualify, each Fund must, among other things, (a) derive at   
least 90% of its gross income from dividends, interest, payments with respect to
securities loans, gains from the sale or other disposition of stock, securities 
or foreign currencies, or other income (including gains from options, futures or
forward contracts) derived with respect to its business of investing in such    
stock, securities or currencies; and (b) satisfy certain diversification        
requirements.                                                                   

  As a regulated investment company, a Fund will not be subject to
federal income tax on its net investment income and capital gain net income     
(capital gains in excess of its capital losses) that it distributes to          
shareholders if at least 90% of its net investment income and short-term capital
gains for the taxable year are distributed. However, if for any taxable year a  
Fund does not satisfy the requirements of Subchapter M of the Code, all of its  
taxable income will be subject to tax at regular corporate rates without any    
deduction for distribution to shareholders, and such distributions will be      
taxable to shareholders as ordinary income to the extent of the Fund's current  
or accumulated earnings or profits.                                             

      The Fund will be liable for a nondeductible 4% excise tax on amounts
not distributed on a timely basis in accordance with a calendar year            
distribution requirement. To avoid the tax, during each calendar year the Fund  
must distribute, or be deemed to have distributed, (i) at least 98% of its      
ordinary income (not taking into account any capital gains or losses) for the   
calendar year, (ii) at least 98% of its capital gains in excess of its capital  
losses (adjusted for certain ordinary losses) for the twelve month period ending
on October 31 (or December 31, if the Fund so elects), and (iii) all ordinary   
income and capital gains for previous years that were not distributed during    
such years. For this purpose, any income or gain retained by the Fund that is   
subject to corporate tax will be considered to have been distributed by year-   
end. The Funds intend to make sufficient distributions to avoid this 4% excise  
tax.                                                                            

Taxation of the Funds' Investments                                              
----------------------------------                                              

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         Options and Futures Transactions. Certain of the Funds' investments may
--------------------------------                              
be subject to provisions of the Code that (i) require inclusion of unrealized   
gains or losses in the Funds' income for purposes of the 90% test, the excise   
tax and the distribution requirements applicable to regulated investment        
companies, (ii) defer recognition of realized losses, and (iii) characterize    
both realized and unrealized gain or loss as short-term or long-term gain or    
loss. Such provisions generally apply to options and futures contracts. The     
extent to which the Funds make such investments may be materially limited by    
these provisions of the Code.                                                   

       Foreign Currency Transactions. Under Section 988 of the Code, special
-----------------------------                                 
rules are provided for certain foreign currency transactions. Foreign currency  
gains or losses from foreign currency contracts (whether or not traded in the   
interbank market), from futures contracts that are not "regulated futures       
contracts," and from unlisted options are treated as ordinary income or loss    
under Section 988. The Funds may elect to have foreign currency-related         
regulated futures contracts and listed options subject to ordinary income or    
loss treatment under Section 988. In addition, in certain circumstances, the    
Funds may elect capital gain or loss for foreign currency transactions. The     
rules under Section 988 may also affect the timing of income recognized by the  
Funds.                                                                          

Taxation of the Shareholders                                                    
----------------------------                                                    

         Distributions of net investment income and the excess of net short-term
capital gain over net long-term capital loss are taxable as ordinary income to  
shareholders. Distributions of net capital gain (the excess of net long-term    
capital gain over net short-term capital loss) are taxable to shareholders as   
long-term capital gain, regardless of the length of time the shares of the Fund 
have been held by such shareholders. Any loss realized upon a taxable           
disposition of shares within six months from the date of their purchase will be 
treated as a long-term capital loss to the extent of any long-term capital gain 
distributions received by shareholders during such period.                      

         Distributions of net investment income and capital gain net income will
be taxable as described above whether received in cash or reinvested in         
additional shares. When distributions are received in the form of shares issued 
by the Funds, the amount of the distribution deemed to have been received by    
participating shareholders is the fair market value of the shares received      
rather than the amount of cash which would otherwise have been received. In such
case, participating shareholders will have a basis for federal income tax       
purposes in each share received from the Funds equal to the fair market value of
such share on the payment date.                                                 

         Distributions by the Funds result in a reduction in the net asset value
of the Funds' shares. Should a distribution reduce the net asset value below a  
shareholder's cost basis, such distribution nevertheless would be taxable to the
shareholder as ordinary income or long-term capital gain as described above,    
even though, from an investment standpoint, it may constitute a partial return  
of capital. In particular, investors should be                                  

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careful to consider the tax implications of buying shares just prior to a       
distribution. The price of shares purchased at that time includes the amount of 
any forthcoming distribution. Those investors purchasing shares just prior to a 
distribution will then receive a return of their investment upon distribution   
which will nevertheless be taxable to them.                                     

     If a shareholder (i) incurs a sales load in acquiring shares in the
Funds, and (ii) by reason of incurring such charge or making such acquisition   
acquires the right to acquire shares of one or more regulated investment        
companies without the payment of a load or with the payment of a reduced load   
("reinvestment right"), and (iii) disposes of the shares before the 91st day    
after the date on which the shares were acquired, and (iv) subsequently acquires
shares in that regulated investment company or in another regulated investment  
company and the otherwise applicable load charge is reduced pursuant to the     
reinvestment right, then the load charge will not be taken into account for     
purposes of determining the shareholder's gain or loss. To the extent such      
charge is not taken into account in determining the amount of gain or loss, the 
charge will be treated as incurred in connection with the subsequently acquired 
shares and will have a corresponding effect on the shareholder's basis in such  
shares.                                                                         

     Income received by the Funds may give rise to withholding and other
taxes imposed by foreign countries. If more than 50% of the value of the Funds' 
assets at the close of a taxable year consists of securities of foreign         
corporations, the Funds may make an election that will permit an investor to    
take a credit (or, if more advantageous, a deduction) for foreign income taxes  
paid by the Funds, subject to limitations contained in the Code. As an investor,
you would then include in gross income both dividends paid to you and the       
foreign taxes paid by the Funds on their foreign investments.                   

      The Funds cannot assure investors that they will be eligible for the
foreign tax credit. The Funds will advise shareholders annually of their share  
of any creditable foreign taxes paid by the Funds.                              

       The Funds may be required to withhold federal income tax at a rate of
31% from dividends made to any shareholder who fails to furnish a certified     
taxpayer identification number ("TIN") or who fails to certify that he or she is
exempt from such withholding or who the Internal Revenue Service notifies the   
Funds as having provided the Funds with an incorrect TIN or failed to properly  
report for federal income tax purposes. Any such withheld amount will be fully  
creditable on each shareholder's individual federal income tax return.          

         The foregoing discussion is a general summary of certain of the current
federal income tax laws affecting the Funds and investors in the shares. The    
discussion does not purport to deal with all of the federal income tax          
consequences applicable to the Funds, or to all categories of investors, some of
which may be subject to special rules. Investors should consult their own       
advisors regarding the tax consequences, including state and local tax          
consequences, to them of investment in the Funds.                               

REDEMPTIONS IN KIND 
------------------- 

         Each Fund has elected to have the ability to redeem its shares in kind,
committing itself to pay in cash all requests for redemption by any shareholder 
of record limited in amount with respect to each shareholder of record during   
any ninety-day period to the lesser of (i) $250,000 or (ii) 1% of the net asset 
value of such company at the beginning of such period.                          

PERFORMANCE 
----------- 

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     The Fund may advertise performance in terms of average annual total
return for 1, 5 and 10 year periods, or for such lesser periods as any of such  
Funds have been in existence. Average annual total return is computed by finding
the average annual compounded rates of return over the periods that would equate
the initial amount invested to the ending redeemable value, according to the    
following formula:                                                              

   =======================================================================
P(1+T)/to the power of n/ = ERV                   

Where:   P=A hypothetical initial payment of $1,000                 
T=Average annual total return                     
n=Number of years                                 
        ERV=Ending  redeemable  value  of  a  hypothetical  $1,000
    payment made at the  beginning of the 1, 5, or 10 year
periods at the end of the year or period;         
   =======================================================================

  The calculation assumes the maximum sales load (or other charges
deducted from payments) is deducted from the initial $1,000 payment and assumes 
all dividends and distributions by the Fund are reinvested at the price stated  
in the prospectus on the reinvestment dates during the period, and includes all 
recurring fees that are charged to all shareholder accounts.                    

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    Average Annual Total Return for the Period ended December 31, 1998
(after maximum sales charge).                                                   

                                                                [Download Table]

                             1 Year   5  Years  10 Years   Life  
                                                                 
Asia Dynasty Fund (Class A)  (4.99)%  (10.44)%      --    (1.28)%
Asia Dynasty Fund (Class B)  (6.12)%  (10.50)%      --    (4.49)%

      The Asia Dynasty Fund may advertise performance in terms of a 30-day
yield quotation. The 30-day yield quotation is computed 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, according to the following       
formula:                                                                        

========================================================================
YIELD = 2[(A-B/CD + 1)/to the power of 6/-1]  

Where:   A        =        dividends and interest earned during the     
period            
   B        =        expenses accrued for the period (net of
reimbursement)    
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 after
                 adjustment for payment of dividends
       within 30 days thereafter
========================================================================

  The Asia Dynasty Fund may also advertise performance in terms of
aggregate total return. Aggregate total return for a specified period of time is
determined by ascertaining the percentage change in the net asset value of      
shares of the Fund initially acquired assuming reinvestment of dividends and    
distributions and without giving effect to the length of time of the investment 
according to the following formula:                                             

======================================================= 
[(B-A)/A](100)=ATR                    
Where:   A=initial investment                           
B=value at end of period              
ATR=aggregate total return            
======================================================= 

The calculation assumes the maximum sales charge is deducted from the initial   
payment and assumes all distributions by the Funds are reinvested at the price  
stated in the Prospectus on the reinvestment dates during the period, and       
includes all recurring fees that are charged to all shareholder accounts.       

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Advertising Performance                                                         
-----------------------                                                         

ADDITIONAL INFORMATION  
----------------------  

      Custodian. State Street Bank and Trust Company, 225 Franklin Street,
---------                                                     
Boston, NA 02710 is the custodian of the Trust's portfolio securities, cash,    
coins and bullion. The Custodian is authorized, upon the approval of the Trust, 
to establish credits or debits in dollars or foreign currencies with, and to    
cause portfolio securities of a Fund to be held by its overseas branches or     
subsidiaries, and foreign banks and foreign securities depositories which       
qualify as eligible foreign custodians under the rules adopted by the Securities
and Exchange Commission.                                                        

     Independent Accountants. Ernst & Young LLP, 787 Seventh Avenue, New
-----------------------                                       
York, New York 10019, serve as the independent accountants for the Trust.       

Counsel. Goodwin, Procter & Hoar, LLP Exchange Place, Boston, 
-------                                                       
Massachusetts 02109 serves as counsel to the Trust.                             

FINANCIAL STATEMENTS  
--------------------  

         The financial statements of Asia Dynasty Fund for the fiscal year ended
December 31, 1998, are hereby incorporated by reference from the Funds' Annual  
Reports to Shareholders, which are available at no charge upon written or       
telephone request to the Trust at the address or telephone numbers set forth on 
the first page of this Statement of Additional Information.                     

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APPENDIX  
--------  

PART A.                                                                         

Corporate Bond Ratings                                                          
----------------------                                                          

        Description of Moody's Investors Service, Inc. corporate bond ratings:

        Aaa--Bonds which are rated Aaa are judged to be the best quality. They
carry the smallest degree of investment risk and are generally referred to as   
"gilt-edge". Interest payments are protected by a large or by an exceptionally  
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair 
the fundamentally strong position of such issues.                               

      Aa--Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known as
high grade bonds. They are rated lower than the best bonds because margins of   
protection may not be as large as in Aaa securities or fluctuation of protective
elements may be of greater or there may be other elements present which make the
long-term risks appear somewhat larger than in Aaa securities.                  

         A--Bonds which are rated A possess many favorable investment attributes
and are to be considered as upper medium grade obligations. Factors given       
security to principal and interest are considered adequate but elements may be  
present which suggest a susceptibility to impairment sometime in the future.    

Baa--Bonds which are rated Baa are considered as medium grade 
obligations, i.e., they are neither highly protected nor poorly secured.        
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. Such bonds lack outstanding investment
characteristics and in fact have speculative characteristics as well.           

    Moody's applies the numerical modifiers 1, 2 and 3 to each generic
rating classification from Aa through B. The modifier 1 indicates that the      
security ranks in the higher end of its generic rating category; the modifier 2 
indicates a mid-range ranking; and the modifier 3 indicates that the issue ranks
in the lower end of its generic rating category.                                

      Description of Standard & Poor's Corporation corporate bond ratings;

         AAA --Bonds rated AAA have the highest rating assigned by S&P to a debt
obligations. Capacity to pay interest and repay principal is extremely strong.  

     AA --Bonds rated AA have a very strong capacity to pay interest and
repay principal and differ from the higher rated issues only in small degree.   

    A --Bonds rated A have a strong capacity to pay interest and repay
principal although they are somewhat more susceptible to the adverse effects of 
changes in circumstances and economic conditions than bonds in higher rated     
categories.                                                                     

       BBB --Bonds rated BBB are regarding as having an adequate capacity to
pay interest and repay principal. Whereas they normally exhibit adequate        
protection parameters, adverse economic conditions or changing circumstances are
more likely to lead to a weakened capacity to pay interest and repay principal  
for bonds in this category than for bonds in higher rated categories.           

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Preferred Stock Ratings                                                         
-----------------------                                                         

       Moody's Investors Service, Inc. describes its preferred stock ratings
as:                                                                             

    aaa -An issue which is rated aaa is considered to be a top-quality
preferred stock. This rating indicates good asset protection and the least risk 
of dividend impairment within the universe of convertible preferred stocks.     

     aa -An issue which is rated aa is considered a high-grade preferred
stock. This rating indicates that there is reasonable assurance that earnings   
and asset protection will remain relatively well maintained in the foreseeable  
future.                                                                         

        a -An issue which is rated a is considered to be an upper-medium grade
preferred stock. While risks are judged to be somewhat greater than in the aaa  
and aa classifications, earnings and asset protection are, nevertheless,        
expected to be maintained at adequate levels.                                   

    baa -An issue which is rated baa is considered to be medium-grade,
neither highly protected nor poorly secured. Earnings and asset protection      
appear adequate at present but may be questionable over any great length of     
time.                                                                           

  ba -An issue which is rated ba is considered to have speculative
elements, and its future cannot be considered well assured. Earnings and asset  
protection may be very moderate and not well safe-guarded during adverse        
periods. Uncertainty of position characterizes preferred stocks in this class.  

       b -An Issue which is rated b generally lacks the characteristics of a
desirable investment. Assurance of dividend payments and maintenance of other   
terms of the issue over any long period of time may be small.                   

         caa -An issue which is rated caa is likely to be in arrears on dividend
payments. This rating designation does not purport to indicate the future status
of payment.                                                                     

       ca -An issue which is rated ca is speculative in a high degree and is
likely to be in arrears on dividends with little likelihood of eventual payment.

     c -This is the lowest rated class of preferred or preference stock.
Issues so rated can be regarded as having extremely poor prospects of every     
attaining any real investment standing.                                         

         Standard & Poor's Corporation describes its preferred stock ratings as:

    AAA -This is the highest rating that may be assigned by Standard &
Poor's to a preferred stock issue and indicates an extremely strong capacity to 
pay the preferred stock obligations.                                            

       AA -A preferred stock issue rated AA also qualifies as a high-quality
fixed income security. The capacity to pay preferred stock obligations is very  
strong, although not as overwhelming as for issues rated AAA.                   

        A -An issue rated A is backed by a sound capacity to pay the preferred
stock obligations, although it is somewhat more susceptible to the adverse      
effect of changes in circumstances and economic conditions.                     

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       BBB -An issue rated BBB is regarded as backed by an adequate capacity
to play the preferred stock obligations. Whereas it normally exhibits adequate  
protection parameters, adverse economic conditions or changing circumstances are
more likely to lead to a weakened capacity to make payments for a preferred     
stock in this category than for issues in the A category.                       

 BB,B,CCC -Preferred stocks rated BB,B, and CCC are regarded, on
balance, as predominantly speculative with respect to the issuer's capacity to  
pay preferred stock obligations. BB indicates the lowest degree of speculation  
and CCC the highest degree of speculation. While such issues will likely have   
some quality and protective characteristics, these are outweighed by large      
uncertainties or major risk exposures to adverse conditions.                    

Short-Term Debt Ratings                                                         
-----------------------                                                         

Description of Moody's short-term debt ratings:               

    Prime-1--Issuers rated Prime-1 (or supporting institutions) have a
superior ability for repayment of senior short-term debt obligations. Prime-1   
repayment ability will often be evidenced by may of the following               
characteristics: leading market positions in well-established industries, higher
rates of return of funds employed, conservative capitalization structure with   
moderate reliance on debt and ample asset protection, broad margins in earnings 
coverage of fixed financial charges and high internal cash generation and well- 
established access to a range of financial markets and assured sources of       
alternate liquidity.                                                            

    Prime-2--Issuers rated Prime-2 (or supporting institutions) have a
strong ability for repayment of senior short-term debt obligations. This will   
normally be evidenced by many of the characteristics cited above but to a lesser
degree. Earnings trends and coverage ratios, while sound, may be more subject to
variation. Capitalization characteristics, while still appropriate, may be more 
affected be external conditions. Ample alternate liquidity is maintained.       

     Prime-3--Issuers rated Prime-3 (or supporting institutions) have an
acceptable ability for repayment of senior short-term obligations. The effect of
industry characteristics and market compositions may be more pronounced.        
Variability in earnings and profitability may result in changes in the level of 
debt protection measurements and may require relatively high financial leverage.
Adequate alternate liquidity is maintained.                                     

        Not Prime--Issuers rated Not Prime do not fall within any of the Prime
rating categories.                                                              

Description of Standard & Poor's short-term debt ratings:                       

A-1--This highest category indicates that the degree of safety
regarding timely payment is strong. Those issues determined to possess extremely
strong safety characteristics are denoted with a plus sign (+) designation.     

     A-2--Capacity for timely payment on issues with this designation is
satisfactory. However, the relative degree of safety is not as high as for      
issues designated `A-1'.                                                        

         A-3--Issues carrying this designation have adequate capacity for timely
payment. They are, however, more vulnerable to the adverse effects of changes in
circumstances than obligations carrying the higher designations.                

        B--Issues rated B are regarded as having only speculative capacity for
timely payment.                                                                 

  C--This rating is assigned to short-term debt obligations with a
doubtful capacity for payment.                                                  

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      D--Debt rated D is in payment default. The D rating category is used
when interest payments or principal payments are not made on the date due, even 
if the applicable grace period has not expired, unless S&P believes that such   
payments will be made during such grace period.                                 

PART B                                                                          
------                                                                          

The publications and services from which the Funds will quote 
performance are: Micropal, Ltd. (an international investment fund information   
service), Fortune, Changing Times, Money, U.S. News & World Report, Money Fund  
Scorecard, Morningstar, Inc., Business Week, Institutional Investor, The Wall   
Street Journal, Wall Street Transcripts, New York Post, Investment Company      
Institute publications, The New York Times, Barron's, Forbes magazine, Research 
magazine, Donaghues Money Fund Report, Donaghue's Money Letter, The Economist,  
FACS, FACS of the Week, Financial Planning, Investment Daily, Johnson's Charts, 
Mutual Fund Profiles (S&P), Powell Monetary Analysis, Sales & Marketing         
Management Magazine, Life magazine, Black Enterprise, Fund Action, Speculators  
Magazine, Time, NewsWeek, U.S.A Today, Wiesenberger Investment Service, Mining  
Journal Quarterly, Mining Journal Weekly, Northern = 0Miner, Gold Gazette,      
George Cross Newsletter, Engineering and Mining Journal, Weekly Stock Charts-   
Canadian Resources, Jeweler's Circular Keystone, Financial Times, Journal of    
Commerce, Mikuni's Credit Ratings, Money Market Directory of Pension Funds, Oil 
and Gas Journal, Pension Funds and Their Advisers, Investment Company Data,     
Inc., Mutual Funds Almanac, Callan Associates, Inc., Media General Financial    
Services, Financial World, Pensions & Investment Age, Registered Investment     
Advisors, Aden Analysis, Baxter Weekly, Congressional Yellow Book, Crain's New  
York Business, Survey of Current Business, Treasury Bulletin, U.S. Industrial   
Outlook, Value Line Survey, Bank Credit Analyst, S&P Corporation Records,       
Euromoney, Moody's, Investment Dealer's Digest, Financial Mail, Financial Post, 
Futures, Grant's Interest Rate Observer, Institutional Investor, International  
Currency Review, International Bank Credit Analyst, Investor's Daily, German    
Business Weekly, GATT Trade Annual Report, and Dimensional Fund Advisers, Inc.  

 MARKET INDEX DESCRIPTIONS

        Morgan Stanley Capital International Europe, Australia, Far East Index
(US$ terms): An arithmetic, market value-weighted average of the performance of 
over 1,079 companies listed on the stock exchanges of Europe, Australia, New    
Zealand and the Far East. The index is calculated on a total return basis, which
includes reinvestment of gross dividends before deduction of withholding taxes. 

        Morgan Stanley Capital International Real Estate Index: An arithmetic,
market value-weighted average of the performance of property shares worldwide.  

  Morgan Stanley REIT Index: A capitalization-/weighted index with
dividends reinvested of most actively traded real estate invest trusts.         

   NAREIT Equity Index: A capitalization-weighted index comprised of
publicly traded equity real estate investment trusts excluding mortgages REITS. 

  Morgan Stanley Capital International World Index (US$ terms): An
arithmetic, market value-weighted average of the performance of over 1,515      
companies listed on the stock exchanges of the following countries: Australia,  
Austria, Belgium, Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland,
Italy, Japan, Malaysia, the Netherlands, New Zealand, Norway, Singapore, Spain, 
Sweden, Switzerland, the United Kingdom and the United States. The index is     
calculated on a total return basis, which includes reinvestment of gross        
dividends before deduction of withholding taxes. The combined                   

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market capitalization of these countries represents approximately 60% of the    
aggregate market value of the stock exchanges of the above 22 countries.        

      Morgan Stanley Capital International Combined Far East ex-Japan Free
Index: An arithmetic, market value-weighted average of the performance of       
companies listed on the stock exchanges of the following countries: Hong Kong,  
Indonesia, Korea (Korea is included at 20% of its market capitalization in the  
Combined Free Index), Malaysia, Philippines Free, Singapore Free and Thailand.  
The combined market capitalization of these countries represents approximately  
60% of the aggregate market value of the stock exchanges of the above seven     
countries.                                                                      

   Salomon Brothers World Bond Index (US$ terms): Measures the total
return performance of high quality securities in major sectors of the           
international bond market. The index covers approximately 600 bonds from 10     
currencies: Australian Dollars, Canadian Dollars, European Currency Units,      
French Francs, Japanese Yen, Netherlands Guilder, Swiss Francs, UK pounds       
Sterling, US Dollars and German Deutsche Marks. Only high-quality, straight     
issues are included. The index is calculated on both a weighted basis and an    
unweighted basis. Generally, index samples for each market are restricted to    
bonds with at least five years' remaining life.                                 

    Salomon Brothers World Government Bond Index (US$ terms): The WGBI
includes the Government bonds markets of the United States, Japan, Germany,     
France, the United Kingdom, Canada, Italy, Australia, Belgium, Denmark, the     
Netherlands, Spain, Sweden and Austria. Country eligibility is determined based 
on market capitalization and investability criteria. A market's eligible issues 
must total at least US$20 billion, Y2.5 trillion and DM30 billion for three     
consecutive months for the market to be considered eligible for inclusion. Once 
a market satisfies this criteria, it will be added at the end of the following  
quarter. Guidelines by which a market may be excluded from the index have also  
been established. A market will be excluded if the market capitalization of     
eligible issues falls below half of all of the entry levels for six consecutive 
months. Once again, the market will be removed at the end of the following      
quarter. In addition, market entry barriers are a reason for exclusion despite  
meeting the size criteria (for example, if a market discourages foreign investor
participation).                                                                 

 Salomon Brothers World Property Equity Index: A top-down, float
capitalization-weighted index that includes shares of approximately 380         
companies in 19 countries.                                                      

 Wilshire REIT Securities Index: A capitalization-weighted index
comprised of publicly traded equity real estate investment trusts excluding     
mortgages REITS.                                                                

GPR - Life Global Real Estate Securities Index: A market      
capitalization-weighted index of property companies in 33 countries.            

 Gross Domestic Product: The market value of all final goods and
services produced by labor and property supplied by residents of the United     
States in a given period of time, usually one year. Gross Domestic Product      
comprises (1) purchases of persons (2) purchases of governments (Federal, State 
& Local) (3) gross private domestic investment (includes change in business     
inventories) and (4) international trade balance from exports. Nominal GDP is   
expressed in 1993 dollars. Real GDP is adjusted for inflation and is currently  
expressed in 1987 dollars.                                                      

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PART C  

OTHER INFORMATION 

ITEM 24. Financial Statements and Exhibits                                      

a.) Financial Statements included in Prospectus (Part A):                       

        Financial Highlights or Selected per Share Data and Ratios of Asia
         Dynasty Fund for the fiscal period ended December 31, 1993, and for
          the years ended December 31, 1994, 1995 and 1996, for the year ended
      December 31, 1997 (audited) for the year ended December 31, 1998
    (audited); of Global Balanced Fund for the fiscal period ended
           December 31, 1993 and for the years ended December 31, 1994, 1995 and
       1996, for the year ended December 31, 1997 (audited) for the year
       ended December 31, 1998 (audited); of Global Hard Assets Fund for
       the fiscal period ended December 31, 1994 and for the years ended
      December 31, 1995 and 1996, for the year ended December 31, 1997
   (audited) for the year ended December 31, 1998 (audited); for
           Gold/Resources Fund for the years ended December 31, 1987, 1988, 1989
        and 1990 (not audited by Coopers & Lybrand LLP, the Fund's current
       auditors), and for the years ended December 31, 1991, 1992, 1993,
       1994, 1995 and 1996, for the year ended December 31, 1997 for the
         year ended December 31, 1998 (audited); for International Investors
       Gold Fund for the years ended December 31, 1992 and 1993, for the
           fiscal period or year ended December 31, 1994 and for the years ended
          December 31, 1995 and 1996, for the year ended December 31, 1997 for
         the year ended December 31, 1998 (audited); and for U.S. Government
        Money Fund for the years ended December 31, 1992, 1993, 1994, 1995
       and 1996, for the year ended December 31, 1997 for the year ended
December 31, 1998 (audited);                              

The audited financial statements of the Registrant are included in Registrant's 
Annual Reports to Shareholders for the fiscal year or period ended December 31, 
1998, filed with the Securities and Exchange Commission under Section 30(b)(1)  
of the Investment Company Act of 1940, and have been incorporated in Part B     
hereof by reference:                                                            

Asia Dynasty Fund - Investment Portfolio at December 31, 1998;                  

Asia Dynasty Fund - Statement of Assets and Liabilities at December 31,         
1998;                                 

Asia Dynasty Fund - Statement of Operations for the year ended December 31,     
1998;                                 

Asia Dynasty Fund - Statement of Change in Net Assets for the year ended        
December 31, 1997 and 1998;           

Asia Dynasty Fund - Financial Highlights for the period September 1, 1993 to    
                    December 31, 1993, the year ended December 31, 1994, 1995,
1996, 1997 and 1998;                  

Asia Dynasty Fund - Notes to Financial Statements Report of Independent         
Accountants February 22, 1999.        

Global Balanced Fund - Investment Portfolio at December 31, 1998;               

Global Balanced Fund - Statement of Assets and Liabilities at December 31,      
1998;                           

Global Balanced Fund - Statement of Operations for the year ended December 31,  
1998;                           

Global Balanced Fund - Statement of Change in Net Assets for the year ended     
December 31, 1997 and 1998;     

Global Balanced Fund - Financial Highlights for the period December 20, 1993 to 
                    December 31, 1993, the year ended December 31, 1994,
1995, 1996, 1997 and 1998;      

Global Balanced Fund - Notes to Financial Statements Report of Independent      
Accountants February 22, 1999.  

Global Hard Assets Fund - Investment Portfolio at December 31, 1998;            

Global Hard Assets Fund - Statement of Assets and Liabilities at December 31,   
1998;                     

Global Hard Assets Fund - Statement of Operations for the year ended December   
31, 1998;                 

Global Hard Assets Fund - Statement of Change in Net Assets for the year ended  
 December 31, 1997 and 1998;

Global Hard Assets Fund - Financial Highlights for the period from November 2,  
                          1994 to December 31, 1994, for the period from April
                   24, 1996 to December 31, 1996, the year ended
             December 31, 1995, 1996, 1997 and 1998;

Global Hard Assets Fund - Notes to Financial Statements Report of Independent   
    Accountants February 22, 1999.

Gold/Resources Fund - Investment Portfolio at December 31, 1998;                

Gold/Resources Fund - Statement of Assets and Liabilities at December 31,       
1998;                             

Gold/Resources Fund - Statement of Operations for the year ended December 31,   
1998;                             

Gold/Resources Fund - Statement of Change in Net Assets for the year ended      
December 31, 1997 and 1998;       

Gold/Resources Fund - Financial Highlights for the year ended December 31,      
    1993, 1994, 1995, 1996, 1997 and 1998;

Gold/Resources Fund - Notes to Financial Statements Report of Independent       
Accountants February 22, 1999.    

International Investors Gold Fund - Investment Portfolio at December 31,        
1998; 

International Investors Gold Fund - Statement of Assets and Liabilities at      
            December 31, 1998;

International Investors Gold Fund - Statement of Operations for year ended      
            December 31, 1998;

International Investors Gold Fund - Statement of Change in Net Assets for the   
                                year ended December 31, 1997 and 1998;

International Investors Gold Fund - Financial Highlights for the year ended     
                                   December 31, 1993, 1994, 1995, 1996, 1997
   and 1998;

International Investors Gold Fund - Notes to Financial Statements Report of     
                              Independent Accountants February 22,
1999. 

U.S. Government Money Fund - Investment Portfolio at December 31, 1998;         

U.S. Government Money Fund - Statement of Assets and Liabilities at December 31,
1998;               

U.S. Government Money Fund - Statement of Operations for year ended December 31,
1998;               

U.S. Government Money Fund - Statement of Change in Net Assets for the year     
             ended December 31, 1997 and 1998;

U.S. Government Money Fund - Financial Highlights for the year ended December   
                      31, 1993, 1994, 1995, 1996, 1997 and 1998;

U.S. Government Money Fund - Notes to Financial Statements Report of Independent
          Accountants February 22, 1999.

b) Exhibits (An * denotes inclusion in this filing)                             

(1)(a)   Master Trust Agreement (incorporated by reference to Registration      
 Statement No. 2-97596); Form of First Amendment to Master Trust
       Agreement (incorporated by reference to Registration Statement No. 2-
97596). Form of Second Amendment to Master Trust Agreement    
       (incorporated by reference to Pre-Effective Amendment No. 1). Form of
         Third Amendment to Master Trust Agreement (incorporated by reference to
     Post-Effective Amendment No. 1). Form of Fourth Amendment to Master
        Trust Agreement (incorporated by reference to Post-Effective Amendment
       No. 3). Form of Fifth Amendment to the Master Trust Agreement, adding
       World Income Fund as a series to the trust (incorporated by reference
       to Post-Effective Amendment No. 7). Form of Sixth Amendment to Master
         Trust Agreement, adding International Investors Fund as a series of the
        Trust and establishing investment limitations therefore, respectively,
         (incorporated by reference to Post-Effective Amendment No. 17). Form of
    Seventh Amendment to the Master Trust Agreement, adding Short-Term
    World Income Fund and International Equities Fund as series of the
       Trust (incorporated by reference to Post-Effective Amendment No. 19).

(1)(b)   Form of Amended and Restated Master Trust Agreement (incorporated by   
         reference to Post-Effective Amendment No. 20); Form of Amendment to the
     Master Trust Agreement changing the name of Short-Term World Income
 Fund to Short-Term World Income Fund-C and changing the name of
        International Equities Fund to International Growth Fund (incorporated
  by reference to Post-Effective Amendment No. 20); Form of Second
     Amendment to the Amended and Restated Master Trust Agreement adding
       Asia Dynasty Fund as a series of the Trust (incorporated by reference
         to Post-Effective Amendment No. 23); Third Amendment to the Amended and
         Restated Master Trust Agreement adding Global Balanced Fund as a series
       of the Trust and changing the name of International Investors Fund to
       International Investors Gold Fund (incorporated by reference to Post-
  Effective Amendment No. 29); Fourth Amendment to the Amended and
      Restated Master Trust Agreement adding Global SmallCap Fund and Asia
       Infrastructure Fund as series of the Trust (incorporated by reference
     to Post-Effective Amendment No. 30); Form of Fifth Amendment to the
        Amended and Restated Master Trust Agreement (incorporated by reference
     to Post-Effective Amendment No. 35); Form of Sixth Amendment to the
        Amended and Restated Master Trust Agreement (incorporated by reference
       to Post-Effective Amendment No. 35); Seventh Amendment to Amended and
     Restated Master Trust Agreement adding Global Hard Assets Fund as a
  series of the Trust (incorporated by reference to Post-Effective
    Amendment No. 36); Eighth Amendment to Amended and Restated Master
       Trust Agreement adding Gold Opportunity Fund as a series of the Trust
       (incorporated by reference to Post-Effective Amendment No. 37); Ninth
     Amendment to the Amended and Restated Master Trust Agreement adding
         Class B shares to Asia Infrastructure Fund, Global Hard Assets Fund and
         Gold Opportunity Fund series of the Trust (incorporated by reference to
Post-Effective Amendment No. 39).                             

(1)(c)   Tenth Amendment to Amended and Restated Master Trust Agreement adding  
Emerging Markets Growth Fund (to be filed by Amendment).      

(2)      By-laws of Registrant (incorporated by reference to Registration       
Statement No. 2-97596).                                       

(3)      Not Applicable.                                                        

(4)(a)   Form of certificate of shares of beneficial interest of the World Trend
    Fund (incorporated by reference to Pre-Effective Amendment No. 1).
Forms of certificates of shares of beneficial interest of     
Gold/Resources Fund and                                       

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         U.S. Government Money Fund (incorporated by reference to Post-Effective
        Amendment No. 1); Form of certificate of shares of beneficial interest
       of the World Income Fund (incorporated by reference to Post-Effective
 Amendment No. 6); Forms of certificates of shares of beneficial
         interest of the Short-Term World Income Fund-C and International Growth
      Fund (incorporated by reference to Post-Effective Amendment No. 23);
      Form of certificate of shares of beneficial interest of Asia Dynasty
      Fund (incorporated by reference to Post-Effective Amendment No. 23);
      Form of certificate of Class B shares of beneficial interest of Asia
         Dynasty Fund (incorporated by reference to Post-Effective Amendment No.
      26); Form of certificate of Class A and Class B shares of beneficial
      interest of Global Balanced Fund (incorporated by reference to Post-
       Effective Amendment No. 26); Form of certificate of Class B shares of
         beneficial interest of the World Income Fund (incorporated by reference
       to Post-Effective Amendment No. 29); Certificate of Class A shares of
      beneficial interest of the World Income Fund; Form of certificate of
      Class A and Class B shares of beneficial interest of Global SmallCap
       Fund and Asia Infrastructure Fund (incorporated by reference to Post-
         Effective Amendment No. 30); Form of certificate of Class A and Class C
        shares of beneficial interest of Global Hard Assets Fund (incorporated
       by reference to Post-Effective Amendment No. 33); Form of certificate
of Class A and Class C shares of beneficial interest of Gold  
         Opportunity Fund (incorporated by reference to Post-Effective Amendment
       No. 35); Form of certificate of Class B shares of beneficial interest
of Asia Infrastructure Fund, Global Hard Assets Fund and Gold 
         Opportunity Fund (incorporated by reference to Post-Effective Amendment
No. 39.                                                       

(4)(b)   Instruments defining rights of security holders (See Exhibits (1) and  
(2) above).                                                   

(5)(a)   Advisory Agreement (incorporated by reference to Post-Effective        
Amendment No. 1).                                             

(5)(b)   Letter Agreement to add Gold/Resources Fund and U.S. Government Money  
     Fund (incorporated by reference to Post-Effective Amendment No. 1);
         Letter Agreement to add World Income Fund (incorporated by reference to
Post-Effective Amendment No. 6)                               

(5)(c)   Form of Advisory Agreement between Van Eck Associates Corporation and  
  Van Eck Funds with respect to Asia Dynasty Fund (incorporated by
reference to Post-Effective Amendment No. 23).                

(5)(d)   Advisory Agreement between Van Eck Associates Corporation and Van Eck  
       Funds with respect to Global Balanced Fund (incorporated by reference
to Post-Effective Amendment No. 31).                          

(5)(e)   Letter Agreement to add Global SmallCap Fund and Asia Infrastructure   
      Fund (incorporated by reference to Post-Effective Amendment No. 31);
    and. Letter Agreement to add Gold/Resources Fund and International
  Investors Gold Fund (incorporated by reference to Post-Effective
Amendment No. 34)                                             

(5)(f)   Advisory Agreement between Van Eck Associates Corporation and Global   
         Hard Assets Fund (incorporated by reference to Post-Effective Amendment
No. 36).                                                      

(5)(g)   Form of Letter Agreement to add Gold Opportunity Fund (incorporated by 
reference to Post-Effective Amendment No. 37).                

(5)(h)   Sub-Advisory Agreement among Fiduciary International, Inc., Van Eck    
 Associates Corporation and Van Eck Funds with respect to Global
      Balanced Fund (incorporated by reference to Post-Effective Amendment
No. 27).                                                      

(5)(i)   Form of Advisory Agreement between Van Eck Associates Corporation and  
        Van Eck Funds with respect to Emerging Markets Growth Fund (originally
    called Global Emerging Markets Fund) (incorporated by reference to
Post-Effective Amendment No. 36).                             

(5)(k)   Form of Sub-Advisory Agreement among Peregrine Asset Management (Hong  
      Kong) Limited, Van Eck Associates Corporation and Van Eck Funds with
   respect to Emerging Markets Growth Fund (originally called Global
     Emerging Markets Fund) (incorporated by reference to Post-Effective
Amendment No.46).                                             

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(6)(a)     Distribution Agreement (incorporated by reference to Post-Effective  
Amendment No. 1).                                         

(6)(b)     Letter Agreement to add Gold/Resources Fund and U.S. Government Money
         Fund (incorporated by reference to Post-Effective Amendment No. 1);
          Letter Agreement to add World Income Fund (incorporated by reference
          to Post-Effective Amendment No. 6); and Letter Agreement to add Asia
         Dynasty Fund (incorporated by reference to Post-Effective Amendment
No. 23)                                                   

(6)(c)     Letter Agreement to add Global SmallCap Fund and Asia Infrastructure 
          Fund (incorporated by reference to Post-Effective Amendment No. 31);
  Letter Agreement to add Gold/Resources Fund-C, International
           Investors Gold Fund-C, Global SmallCap Fund-C and Asia Infrastructure
       Fund-C (incorporated by reference to Post-Effective Amendment No.
           34); Letter Agreement to add Global Hard Assets Fund (incorporated by
   reference to Post-Effective Amendment No. 36); Form of Letter
          Agreement to add Gold Opportunity Fund (incorporated by reference to
       Post-Effective Amendment No. 37); Form of Letter Agreement adding
         Asia Select Portfolios (incorporated by reference to Post-Effective
 Amendment No. 41); and Form of Letter Agreement adding Core
           International Index Fund (incorporated by reference to Post-Effective
Amendment No. 42)                                         

(6)(d)     Amendment to Form of Selling Group Agreement (incorporated by        
reference to Post-Effective Amendment No. 9).             

(6)(e)     Selling Group Agreement (incorporated by reference to Post-Effective 
Amendment No. 12).                                        

(6)(f)     Letter Agreement to add Emerging Markets Growth Fund (to be filed by 
amendment).                                               

(7)        Form of Deferred Compensation Plan (incorporated by reference to     
Post-Effective Amendment No. 40).                         

(8)        Global Custody Agreement, as amended (to be filed by amendment).     

(9)(a)     Forms of Procedural Agreement, Customer Agreement and Safekeeping    
        Agreement with Merrill Lynch Futures Inc. utilized by World Income
          Fund, and Forms of Procedural Agreement, Customer Agreement and Safe
          Keeping Agreement with Morgan Stanley & Co. utilized by World Income
         Fund (incorporated by reference to Post-Effective Amendment No. 9).

(9)(b)     Commodity Customer's Agreement between World Income Fund and Morgan  
          Stanley & Co. (incorporated by reference to Post-Effective Amendment
No. 10 ).                                                 

(9)(c)     Agreement and Plan of Redomicile and Reorganization between the Trust
and International Investors Incorporated respecting the   
           reorganization of International Investors Incorporated into the Trust
    as its fifth series, International Investors. (incorporated by
reference to Post-Effective Amendment No. 17).            

(9)(d)     Form of Accounting and Administrative Services Agreement with respect
       to Asia Dynasty Fund (Incorporated by reference to Post-effective
Amendment No. 23).                                        

(9)(e)     Accounting and Administrative Services Agreement with respect to     
       Global Balanced Fund (incorporated by reference to Post-effective
Amendment No. 31).                                        

(9)(f)     Letter Agreement to add Global SmallCap Fund and Asia Infrastructure 
         Fund (incorporated by reference to Post-effective Amendment No. 31)
       and Letter Agreement to add Gold/Resources Fund and International
      Investors Gold Fund (incorporated by reference to Post-effective
   Amendment No. 34). Letter Agreement to add Global Hard Assets

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          Fund (incorporated by reference to Post-effective Amendment No. 36).
    Letter Agreement to add Gold Opportunity Fund (incorporated by
reference to Post-effective Amendment No. 37).            

(9)(g)     Form of Accounting and Administrative Services Agreement with respect
         to Global Emerging Markets Fund (incorporated by reference to Post-
Effective Amendment No. 36).                              

(9)(h)     Letter Agreement to add Emerging Markets Growth Fund (to be filed by 
amendment).                                               

(10)       Opinion of Goodwin, Procter & Hoar, including consent, with regard to
   World Trends Fund (incorporated by reference to Pre-Effective
           Amendment No. 1); Opinion Of Fund (incorporated by reference to Post-
         Effective Amendment No. 1); Opinion of Goodwin, Procter & Hoar with
     regard to World Income Fund (incorporated by reference to Post-
        Effective Amendment No. 7); Opinion of Goodwin, Procter & Hoar and
     consent with regard to International Investors (incorporated by
        reference to Post-Effective Amendment No. 17); Opinion of Goodwin,
        Procter and Hoar with regard to Asia Dynasty Fund (incorporated by
        reference to Post-effective Amendment No. 24); Opinion of Goodwin,
           Procter & Hoar with respect to the issuance of Class B shares of Asia
          Dynasty Fund and with respect to the issuance of Class A and Class B
        shares of Global Balanced Fund (incorporated by reference to Post-
          effective Amendment No. 27); Opinion of Goodwin, Procter & Hoar with
   respect to the issuance of Class A and Class B shares of Asia
   Infrastructure Fund and Global SmallCap Fund (incorporated by
           reference to Post-effective Amendment No. 31) and Opinion of Goodwin,
       Procter & Hoar, including consent, with regard to the issuance of
         Class A and Class C shares of Global Hard Assets Fund (incorporated
           by reference to Post-effective Amendment No. 36). Opinion of Goodwin,
       Procter & Hoar, including consent, with regard to the issuance of
          Class A and Class C shares of Gold Opportunity Fund (incorporated by
        reference to Post-Effective Amendment No. 37). Opinion of Goodwin,
      Proctor & Hoar including consent, with regard to the issuance of
           Class B shares of Asia Infrastructure Fund, Gold Opportunity Fund and
          Global Hard Assets Fund (incorporated by reference to Post-Effective
Amendment No. 40).                                        

(10)(b)    Opinion of Goodwin, Procter & Hoar, with respect to issuance of Class
          A, Class B and Class C shares of Emerging Markets Growth Fund (to be
filed by amendment).                                      

(11)*      Consent of Independent Accountants                                   

(12)       Not Applicable.                                                      

(13)       Not Applicable.                                                      

(14)(a)    Forms of prototype "Keogh" and 403(b)(7) Plans utilized by registrant
     (incorporated by reference to Post-Effective Amendment No. 10).

(14)(b)    Registrant's revised form of IRA Plan (incorporated by reference to  
Post-Effective Amendment No. 10).                         

(14)(c)    Registrant's form of Simplified Employee Plan (incorporated by       
reference to Post-Effective Amendment No. 10).            

(14)(d)    Amendments to the Retirement Plan for Self-Employed Individuals,     
    Partnerships and Corporation using shares of Van Eck Funds and
        International Investors Incorporated; Profit Sharing Plan Adoption
           Agreement. (incorporated by reference to Post-Effective Amendment No.
14).                                                      

(15)(a)    Plan of Distribution with respect to International Growth Fund and   
   Asia Dynasty Fund Incorporated by reference to Post-Effective
           Amendment No. 23). Form of Plan of Distribution with respect to Class
       B shares of Asia Dynasty Fund (Incorporated by reference to Post-
    Effective Amendment No. 25). Form of Plan of Distribution with
           respect to Global Balanced Fund (Class A and B) and World Income Fund
          (Class B) (incorporated by reference to Post-Effective Amendment No.
          26). Letter Agreement to add Global SmallCap Fund (Class A) and Asia
 Infrastructure Fund (Class A) (incorporated by reference to
      Gold/Resources Fund (Class C), International Investors Gold Fund
     (Class C), Global (Class A) (incorporated by reference to Post-
       Effective Amendment No. 36). Form of Letter Agreement to add Gold
        Opportunity Fund (Class A and Class C) and Letter Agreement to add
           Global Hard Assets Fund (Class C) (incorporated by reference to Post-
           Effective Amendment No. 37. Form of Plan of Distribution with respect
           to Asia Infrastructure Fund (Class B), Global Hard Assets Fund (Class
B) and Gold Opportunity Fund                              

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          (Class B) (incorporated by reference to Post-Effective Amendment No.
39).                                                      

(15)(b)    Letter Agreement to add Emerging Markets Growth Fund (Class A/Class  
B/Class C).                                               

(16)       Computation of Performance Quotation.                                

(17)       Financial Data Schedule.                                             

(18)       Powers of Attorney (incorporated by reference from Post-Effective    
Amendment No. 5).                                         

(19)       Not Applicable.                                                      

ITEM 25. Persons controlled by or under common control with Registrant          

Not Applicable.                                                                 

ITEM 26. Number of Holders of Securities                                        

Set forth below are the number of Record Holders as of February 19, 1999 of     
each series of the Registrant:                                                  

                                                                [Download Table]
FUND                                                              
NAME                                  NUMBER OF RECORD HOLDERS    
----                                  ------------------------    
                                CLASS A      CLASS B       CLASS C
                                -------      -------       -------
                                                                  
Global Balanced Fund.....         2,392         306               
Asia Dynasty Fund........         1,780         548               
International Investors                                           
 Gold Fund...............        35,179                           
Gold/Resources Fund......        11,845                           
Global Hard Assets Fund..         2,602         582           448 
U.S. Government Money                                             
 Fund....................         1,842                           

ITEM 27. Indemnification                                                        

Reference is made to Article VI of the Master Trust Agreement of the            
Registrant, as amended, previously filed as Exhibit (1) to the Registration     
Statement.                                                                      

Insofar as indemnification by the Registrant for liabilities arising under the  
Securities Act of 1933 may be permitted to trustees, officers, underwriters     
and controlling persons of the Registrant, pursuant to the foregoing            
provisions, or otherwise, the Registrant has been advised that in the opinion   
of the Securities and Exchange Commission such indemnification is against       
public policy as expressed in the Act and is, therefore, unenforceable. In the  
event that a claim for indemnification is against such liabilities (other than  
the payment by the Registrant of expenses incurred or paid by a trustee,        
officer or controlling person of the Registrant in the successful defense of    
any action, suit or proceeding) is asserted against the Registrant by such      
trustee, officer or controlling person in connection with the securities being  
registered, the Registrant will, unless in the opinion of its counsel the       
matter has been settled by controlling precedent, submit to a court of          
appropriate jurisdiction the question of whether such indemnification by it is  
against public policy as expressed in the Act and will be governed by the       
final adjudication of such issue.                                               

ITEM 28. Business and other Connections of Investment Adviser                   

Reference is made to Form ADV of Van Eck Associates Corporation (File No. 801-  
21340), as currently on file with the Securities and Exchange Commission, and   
to the caption "Management" in the Registrant's Prospectus and to the captions  
"The Distributor", "Investment Advisory Services" and "Trustees and Officers"   
in the Registrant's Statement of Additional Information.                        

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ITEM 29. Principal Underwriters                                                 

(a) Van Eck Securities Corporation, principal underwriter for the Registrant,   
also distributes shares of Van Eck Worldwide Insurance Trust and Van Eck/Chubb  
Funds, Inc.                                                                     

(b) The following table presents certain information with respect to each       
director and officer of Van Eck Securities Corporation:                         

                                                        [Enlarge/Download Table]

NAME AND PRINCIPAL                         POSITION AND OFFICES                            POSITION AND OFFICE             
BUSINESS ADDRESS                             WITH UNDERWRITER                                WITH REGISTRANT               
------------------                         --------------------                            -------------------             
                                                                                                                           
John C. van Eck      Chairman and Director                                             Chairman and President              
 99 Park Avenue                                                                                                            
 New York, NY 10016                                                                                                        
Jan van Eck          President and Director                                            Trustee                             
 99 Park Avenue                                                                                                            
 New York, NY 10016                                                                                                        
Sigrid S. van Eck    Vice President and Assistant Treasurer and Director               None                                
 270 River Road                                                                                                            
 Briarcliff Manor,                                                                                                         
 NY                                                                                                                        
Fred M. van Eck      Director                                                          None                                
 99 Park Avenue                                                                                                            
 New York, NY 10016                                                                                                        
Derek van Eck        Director                                                          Trustee and Executive Vice President
 99 Park Avenue                                                                                                            
 New York, NY 10016                                                                                                        
Bruce J. Smith       Vice President, Chief Financial Officer, Treasurer and Controller Vice President and Treasurer        
 99 Park Avenue                                                                                                            
 New York, NY 10016                                                                                                        
Thomas Elwood        Vice President, General Counsel and Secretary                     Vice President and Secretary        
 99 Park Avenue                                                                                                            
 New York, NY 10016                                                                                                        
Susan C. Lashley     Managing Director, Operations                                     Vice President                      
 99 Park Avenue                                                                                                            
 New York, NY 10016                                                                                                        
Keith Fletcher       Senior Managing Director                                          None                                
 99 Park Avenue                                                                                                            
 New York, NY 10016                                                                                                        

(c) Not Applicable                                                              

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ITEM 30. Location of Accounts and Records                                       

The following table sets forth information as to the location of accounts,      
books and other documents required to be maintained pursuant to Section 31(a)   
of the Investment Company Act of 1940, as amended, and the Rules promulgated    
thereunder.                                                                     

                                                                [Download Table]

ACCOUNTS, BOOKS AND DOCUMENTS LISTED BY                                         
  REFERENCE TO SPECIFIC SUBSECTION OF                                           
       17 CFR 270 31A-1 TO 31A-3                PERSON IN POSSESSION AND ADDRESS
---------------------------------------         --------------------------------
                                                                                
           31a-1(b)(1)                   Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

           31a-1(b)(2)(i)                Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

           31a-1(b)(2)(ii)               Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

           31a-1(b)(2)(iii)              Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

           31a-1(b)(2)(iv)               DST Systems, Inc.                      
                                         21 West Tenth Street                   
                                         Kansas City, Missouri 64105            

           31a-1(b)(3)                   Not Applicable                         

           31a-1(b)(4)                   Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

           31a-1(b)(5)                   Fiduciary International, Inc.          
                                         Two World Trade Center                 
                                         New York, New York 10048               

                                         Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

           31a-1(b)(6)                   Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

           31a-1(b)(7)                   Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

           31a-1(b)(8)                   Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     

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                                                                [Download Table]

ACCOUNTS, BOOKS AND DOCUMENTS LISTED BY                                         
  REFERENCE TO SPECIFIC SUBSECTION OF                                           
       17 CFR 270 31A-1 TO 31A-3                PERSON IN POSSESSION AND ADDRESS
---------------------------------------         --------------------------------
                                                                                
             31a-1(b)(9)                 Fiduciary International, Inc.          
                                         Two World Trade Center                 
                                         New York, New York 10048               
                                         Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     
             31a-1(b)(10)                Fiduciary International, Inc.          
                                         Two World Trade Center                 
                                         New York, New York 10048               
                                         Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     
             31a-1(b)(11)                Fiduciary International, Inc.          
                                         Two World Trade Center                 
                                         New York, New York 10048               
                                         Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     
             31a-1(b)(12)                Fiduciary International, Inc.          
                                         Two World Trade Center                 
                                         New York, New York 10048               
                                         Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     
                                         Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     
             31a-1(c)                    Not Applicable                         
             31a-1(d)                    Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     
             31a-1(e)                    Not Applicable                         
             31a-1(f)                    Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     
             31a-2(a)(1)                 Van Eck Associate's Corporation        
                                         99 Park Avenue                         
                                         New York, NY 10016                     
                                         DST Systems, Inc.                      
                                         21 West Tenth Street                   
                                         Kansas City, MO 64105                  
                                         Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY 10016                     
                                         Fiduciary International, Inc.          
                                         Two World Trade Center                 
                                         New York, NY 10048                     
             31a-2(b)                    Not Applicable                         
             31a-2(c)                    Van Eck Securities Corporation         
                                         99 Park Avenue                         
                                         New York, NY  10016                    
             31a-2(d)                    Not Applicable                         
             31a-2(e)                    Van Eck Associates Corporation         
                                         99 Park Avenue                         
                                         New York, NY  10016                    
             31a-3                       Not Applicable                         
             All Other Records           Van Eck Funds                          
             pursuant to the Rule        99 Park Avenue                         
                                         New York, NY 10016                     

ITEM 31. Management Services                                                    
----------------------------                                                    

None                                            

ITEM 32. Undertakings                                                           
------------                                                  

              Registrant undertakes to file a post-effective amendment using
financial statements which need not be certified within four to six months from 
the effective date of Global Real Estate Fund.                                  

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SIGNATURES  
----------  

Pursuant to the requirements of the Securities Act of 1933 and the Investment   
Company Act of 1940, the Registrant certifies that it meets all of the          
requirements for effectiveness of this Post-Effective Amendment to the          
Registration Statement pursuant to Rule 485(a) under the Securities Act of 1933 
and has duly caused this Amendment to the Registration Statement on Form N-1A to
be signed on its behalf by the undersigned, thereunto duly authorized, in the   
City of New York, State of New York, on the 9th day of August, 1999.            

     VAN ECK FUNDS

               By: /s/ John C. van Eck
                                  ----------------------------------
                          John C. van Eck, President

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

                                                                [Download Table]

Signature                       Title                      Date 
                                                                
/s/ John C. van Eck                                             
___________________       Chairman and President          8/9/99
John C. van Eck                                                 

/s/ Bruce J. Smith                                              
___________________       Chief Financial Officer         8/9/99
Bruce J. Smith                                                  

/s/ Jeremy Biggs*                                               
___________________       Trustee                         8/9/99
Jeremy Biggs                                                    

/s/ Richard Cowell*                                             
___________________       Trustee                         8/9/99
Richard Cowell                                                  

/s/ Philip DeFeo          Trustee                         8/9/99
-------------------                                             
Philip DeFeo                                                    

/s/ Wesley G. McCain*                                           
___________________       Trustee                         8/9/99
Wesley G. McCain                                                

/s/ David J. Olderman*                                          
___________________       Trustee                         8/9/99
David J. Olderman                                               

/s/ Ralph F. Peters*                                            
___________________       Trustee                         8/9/99
Ralph F. Peters                                                 

485APOS
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/s/ Richard Stamberger*                                         
_______________________             Trustee              8/9/999
Richard Stamberger                                              

/s/ Derek S. van Eck                                            
_______________________             Trustee              8/9/999
Derek S. van Eck                                                

/s/ Jan F. van ECK                                              
_______________________             Trustee              8/9/999
Jan F. van Eck                                                  

/s/ John C. van Eck                                             
_________________________                                       

* Executed on behalf of Trustee by John C. van Eck, as attorney-in-fact.        

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘485APOS’ Filing		Date		First		Last			Other Filings
		1/1/00		16
Filed on:		8/16/99
		4/30/99		40
		4/22/99		41
		3/31/99		17
		2/22/99		60
		2/19/99		64
		2/16/99		45
		12/31/98		7		60			24F-2NT,  N-30D,  NSAR-B
		5/1/98		1					485BPOS
		4/22/98		39
		12/31/97		60					24F-2NT,  N-30D,  NSAR-B
		12/31/96		60					24F-2NT,  N-30D,  N-30D/A,  NSAR-B
		4/24/96		60					485BPOS
		12/31/95		60					24F-2NT,  N-30D,  NSAR-B
		12/31/94		60
		11/2/94		60
		12/31/93		60
		12/20/93		60
		9/1/93		60
		8/31/93		41
		12/31/92		60
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