EXHIBIT 99.2(h)(ii) GLOBAL INCOME FUND, INC. Subscribed for under the Primary Subscription and the Over-Subscription Privilege (together, the "Rights Offering") Global Income Fund, Inc. (the "Fund") issued to its shareholders of record, as of the close of business on ________, 2005 ("Record Date"), non-transferable rights ("Rights") in the ratio of one Right for each whole share of the Fund's common stock held on the Record Date entitling the holders thereof to subscribe for new Shares (the "Shares") at a rate of one new Share of common stock of the Fund for each three Rights held (the "Primary Subscription") with the right to subscribe for additional Shares not subscribed for by others in the Primary Subscription (the "Over-Subscription Privilege"). The terms and conditions of the Rights Offering are set forth in the Prospectus, which is incorporated into this document by reference. Capitalized terms herein shall have the same meaning as defined in the Prospectus. As set forth in the Prospectus, this form, or one substantially equivalent hereto, may be used as a means of effecting subscription and payment for all Shares subscribed for under the Primary Subscription and the Over-Subscription Privilege. This form may be delivered by hand or sent by facsimile transmission, overnight courier or first class mail to the Subscription Agent. The Subscription Agent is: AMERICAN STOCK TRANSFER & TRUST COMPANY By First-Class Mail: By Facsimile: 59 Maiden Lane 1-718-234-5001 Plaza Level New York, NY 10038 Confirm by telephone to: 1-800-937-5449 or 1-718-921-8200 By Express Mail or Overnight Courier: By Hand: 59 Maiden Lane (9:00 a.m. - 5:00 p.m., New York City time) Plaza Level 59 Maiden Lane New York, NY 10038 Plaza Level New York, NY 10038 DELIVERY OF THIS INSTRUMENT TO AN ADDRESS, OR TRANSMISSION OF INSTRUCTIONS VIA A TELECOPY FACSIMILE NUMBER, OTHER THAN AS SET FORTH ABOVE, DOES NOT CONSTITUTE A VALID DELIVERY. The New York Stock Exchange member firm, bank, trust company, financial institution or other nominee that completes this form must communicate this guarantee and the number of Shares subscribed for in connection with this guarantee (separately disclosed as to the Primary Subscription and the Over-Subscription Privilege) to the Subscription Agent and must deliver this Notice of Guaranteed Delivery of Payment to the Subscription Agent prior to 5:00 p.m., New York City time, on the Expiration Date, __________, 2005, unless the Offer is extended by the Fund. This Notice of Guaranteed Delivery guarantees delivery to the Subscription Agent of (a) payment in full for all subscribed Shares, and (b) a properly completed and signed Subscription Certificate (which certificate and payment of the Estimated Subscription Price per Share must then be received no later than the close of business on __________, 2005 the third business day after the Expiration Date, unless the offer is extended, and final payment of the actual Subscription Price no later than the close of business __________, 2005, ten business days after the Confirmation Date). Failure to deliver this Notice or to make the delivery guaranteed will result in a forfeiture of the Rights. GUARANTEE The undersigned, New York Stock Exchange member firm, bank, trust company, financial institution or other nominee having an office or correspondent in the United States, hereby guarantees delivery to the Subscription Agent by no later than 5:00 p.m., New York City time, on __________, 2005 (unless extended as described in the Prospectus) of (a) a properly completed and executed Subscription Certificate and (b) payment of the full Estimated Subscription Price for Shares subscribed for on Primary Subscription and for any additional Shares subscribed for pursuant to the Over-Subscription Privilege, as subscription for such Shares is indicated herein or in the Subscription Certificate.
Broker Assigned Control#_____ GLOBAL INCOME FUND, INC. 1.Primary Number of Rights Number of Shares pursuant to Payment to be made in Subscription to be exercised Primary Subscription requested for connection with which you are guaranteeing Shares from Primary delivery of Rights and payment Subscription _______Rights = ______________Shares $_________________ (Rights / by 3) 2.Over-Subscription Number of Shares pursuant to Payment to be made in Over-Subscription requested connection with Shares from for which you are guaranteeing Over-Subscription payment ______________Shares $__________________ 3.Totals Total Number of Total Number of Shares Requested Rights to be Delivered _______Rights ______________Shares $______________ Total Payment
Method of delivery (circle one) A. Through Depository Trust Company ("DTC") B. Direct to American Stock Transfer & Trust Company, as Subscription Agent. Please indicate below how the Rights to be delivered should be registered. ------------------------------------- ------------------------------------- ------------------------------------- Please assign a unique control number for each guarantee submitted. This number needs to be referenced on any direct delivery of Rights or any delivery through DTC. In addition, please note that if you are guaranteeing for Shares subscribed pursuant to the Over-Subscription Privilege and you are a DTC participant, you must also execute and forward to American Stock Transfer & Trust Company a DTC Participant Over-Subscription Exercise form. - ----------------------------------- ------------------------------------ Name of Firm Authorized Signature - ----------------------------------- ------------------------------------ DTC Participant Number Title - ----------------------------------- ------------------------------------ Address Name (Please Type or Print) - ----------------------------------- ------------------------------------ Zip Code Phone Number - ----------------------------------- ------------------------------------ Contact Name Date IF YOU HAVE ANY QUESTIONS ABOUT THE RIGHTS OFFERING, PLEASE CALL N.S. TAYLOR & ASSOCIATES, INC., THE FUND'S INFORMATION AGENT, TOLL-FREE at 1-866-470-4100.