KEMPER ASIAN GROWTH FUND
497, 2000-03-06
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                                                                       LONG-TERM
                                                                       INVESTING
                                                                            IN A
                                                                      SHORT-TERM
                                                                       WORLD(SM)



March 1, 2000

Prospectus


             K E M P E R  G L O B A L / I N T E R N A T I O N A L  F U N D S

                                                    Kemper Asian Growth Fund

                                         Kemper Emerging Markets Growth Fund

                                                Kemper Global Blue Chip Fund

                                                       Global Discovery Fund

                                                   Kemper Global Income Fund

                                                   Kemper International Fund

                                                   Kemper Latin America Fund

                                                      Kemper New Europe Fund

As with all mutual funds, the Securities and
Exchange Commission (SEC) does not approve
or disapprove these shares or determine
whether the information in this prospectus
is truthful or complete. It is a criminal
offense for anyone to inform you otherwise.


                                                             [LOGO] KEMPER FUNDS
<PAGE>

 HOW THE                                              INVESTING IN
 FUNDS WORK                                           THE FUNDS

  2 Kemper Asian Growth     32 Kemper International   75 Choosing A Share
    Fund                       Fund                      Class

  8 Kemper Emerging         38 Kemper Latin America   81 How To Buy Shares
    Markets Growth Fund        Fund
                                                      82 How To Exchange
 14 Kemper Global Blue      44 Kemper New Europe         Or Sell Shares
    Chip Fund                  Fund
                                                      83 Policies You Should
 20 Kemper Global           51 Other Policies and        Know About
    Discovery Fund             Risks
                                                      91 Understanding
 26 Kemper Global Income    53 Financial Highlights      Distributions And
    Fund                                                 Taxes


<PAGE>


How The Funds Work

These funds invest significantly in foreign securities. Seven of the funds focus
on stocks, one mainly on bonds. Each fund is dedicated to a particular region of
the world or a particular investment theme, and follows its own investment goal.

Remember that mutual funds are investments, not bank deposits. They're not
guaranteed or insured by the FDIC or any other government agency. Their share
prices will go up and down, so be aware that you could lose money.


<PAGE>

TICKER SYMBOLS  CLASS: A) KANAX  B) KANBX  C) KANCX

Kemper
Asian Growth Fund

FUND GOAL  The fund seeks long-term capital growth.

                          2 | Kemper Asian Growth Fund
<PAGE>

The Fund's Main Strategy


The fund invests at least 85% of total assets in common stocks and other Asian
equities (equities that are issued by companies organized under the laws of an
Asian country or traded mainly on Asian markets and do more than half of their
business in Asia). The fund generally focuses on emerging Asian markets, such as
China, Indonesia, Korea and Thailand.

In choosing stocks, the portfolio managers use a combination of three analytical
disciplines:

Bottom-up research. The managers look for individual companies with identifiable
market niches and sound balance sheets, among other factors.

Growth orientation. The managers generally look for companies that seem to offer
the potential for sustainable above-average growth of revenue or earnings
relative to each stock's own market.

Analysis of regional themes. The managers look for significant social, economic,
industrial and demographic changes, with an eye toward identifying countries,
industries and companies that may benefit from these changes.

The managers may favor securities from different countries and industries at
different times, while still maintaining variety in terms of the countries and
industries represented.

The fund will normally sell a stock when the managers believe it has reached its
fair value, other investments offer better opportunities or when adjusting its
exposure to a given country or industry.

[ICON]--------------------------------------------------------------------------
OTHER INVESTMENTS

While most of the fund's equities are common stocks, some may be other types of
equities, such as convertible stocks or preferred stocks. The fund may invest up
to 15% of total assets in debt securities of any issuer or credit quality,
including junk bonds (i.e., grade BB and below) or in non-Asian equities.


                          3 | Kemper Asian Growth Fund
<PAGE>

The Main Risks Of Investing In The Fund

There are several factors that could hurt fund performance, cause you to lose
money or make the fund perform less well than other investments.

The most important factor with this fund is how Asian stock markets perform --
something that depends on a large number of factors, including economic,
political and demographic trends. When Asian stock prices fall, you should
expect the value of your investment to fall as well. The fact that the fund
concentrates on a single geographical region could affect fund performance. For
example, Asian companies could be hurt by such factors as regional economic
downturns (some Asian economies are currently in recession), currency
devaluations, the inability of governments or banking systems to bring about
reforms or trade barriers on exports.

Emerging markets, a category that includes most Asian countries, tend to be more
volatile than developed markets, for reasons ranging from political and economic
uncertainties to poor regulation and liquidity to a higher risk that essential
information may be incomplete or wrong.

Because a stock represents ownership in its issuer, stock prices can be hurt by
poor management, shrinking product demand and other business risks. These may
affect single companies as well as groups of companies. In addition, changing
currency rates could add to the fund's investment losses or reduce its
investment gains.

Other factors that could affect performance include:

o        the managers could be wrong in their analysis of economic trends,
         countries, industries, companies or other matters

o        growth stocks may be out of favor for certain periods

o        at times, market conditions might make it hard to value some
         investments or to get an attractive price for them

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

This fund may make sense for investors interested in diversifying a growth
portfolio with exposure to emerging countries in Asia.


                          4 | Kemper Asian Growth Fund
<PAGE>

Performance

The bar chart shows how the total returns for the fund's Class A shares have
varied from year to year, which may give some idea of risk. The chart doesn't
reflect sales loads; if it did, returns would be lower. The table shows how the
fund's returns over different periods average out.

For context, the table has a broad-based market index (which, unlike the fund,
has no fees or expenses). All figures on this page assume reinvestment of
dividends and distributions. As always, past performance is no guarantee of
future results.

- ------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year            Class A Shares
- ------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

1997          -34.60
1998          -19.02
1999           71.97


Best quarter: 40.35%, Q2 '99          Worst quarter: -33.05%, Q2 '98


- --------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
- --------------------------------------------------------------------------------
                                         Since 12/31/98    Since 10/21/96
                                         1 Year            Life of Class
- ------------------------------------------------------------------------------
Class A                                  62.14%              -2.85%
- ------------------------------------------------------------------------------
Class B                                  68.21               -2.50
- ------------------------------------------------------------------------------
Class C                                  69.16               -2.18
- ------------------------------------------------------------------------------
Index                                    49.83               -0.57*
- ------------------------------------------------------------------------------


Index: The Morgan Stanley Capital International All Country Asia Free Ex-Japan
Index is a capitalized weighted index that is representative of the equity
securities for the following countries: Hong Kong, Indonesia, Korea (at 20%),
Malaysia, Philippines free, Singapore free and Thailand.

*   Index comparison begins 10/31/96.

In the chart, total returns from 1997 through 1999 would have been lower if
operating expenses hadn't been reduced.

The table includes the effects of maximum sales loads. In the table, total
returns from inception through 1999 would have been lower if operating expenses
hadn't been reduced.


                          5 | Kemper Asian Growth Fund
<PAGE>

How Much Investors Pay

This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.

- --------------------------------------------------------------------------------
Fee Table                                        Class A   Class B   Class C
- --------------------------------------------------------------------------------
Shareholder Fees, paid directly from your investment
- ------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed On Purchases
(as % of offering price)                          5.75%    None      None
- ------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as % of
redemption proceeds)                              None*    4.00%     1.00%
- ------------------------------------------------------------------------------
Annual Operating Expenses, deducted from fund assets
- ------------------------------------------------------------------------------
Management Fee                                    0.85%    0.85%     0.85%
- ------------------------------------------------------------------------------
Distribution (12b-1) Fee                          None     0.75      0.75
- ------------------------------------------------------------------------------
Other Expenses**                                  3.19     3.35      4.26
- ------------------------------------------------------------------------------
Total Annual Operating Expenses                   4.04     4.95      5.86
- ------------------------------------------------------------------------------
Expense Reimbursement                             1.84     2.17      3.06
- ------------------------------------------------------------------------------
Net Annual Operating Expenses***                  2.20     2.78      2.80
- ------------------------------------------------------------------------------


*        The redemption of shares purchased at net asset value under the Large
         Order NAV Purchase Privilege (see "Policies You Should Know About --
         Policies about transactions") may be subject to a contingent deferred
         sales charge of 1.00% if redeemed within one year of purchase and 0.50%
         if redeemed during the second year following purchase.

**       Includes costs of shareholder servicing, custody, accounting services
         and similar expenses, which may vary with fund size and other factors.
         "Other Expenses" are restated to reflect changes in certain
         administrative and regulatory fees.

***      By contract, total operating expenses are capped at 2.20%, 2.78% and
         2.80% for Class A, Class B and Class C shares, respectively, through
         02/28/2001.

Based on the figures above (including one year of capped expenses in each
period), this example is designed to help you compare the expenses of each share
class to those of other funds. The example assumes operating expenses remain the
same and that you invested $10,000, earned 5% annual returns and reinvested all
dividends and distributions. This is only an example; actual expenses will be
different.

- --------------------------------------------------------------------------------
Example                        1 Year      3 Years      5 Years    10 Years
- --------------------------------------------------------------------------------
Expenses, assuming you sold your shares at the end of each period
- ------------------------------------------------------------------------------
Class A shares                  $785       $1,576       $2,381      $4,464
- ------------------------------------------------------------------------------
Class B shares                   681        1,594        2,507       4,502
- ------------------------------------------------------------------------------
Class C shares                   383        1,471        2,638       5,469
- ------------------------------------------------------------------------------
Expenses, assuming you kept your shares
- ------------------------------------------------------------------------------
Class A shares                  $785       $1,576       $2,381      $4,464
- ------------------------------------------------------------------------------
Class B shares                   281        1,294        2,307       4,502
- ------------------------------------------------------------------------------
Class C shares                   283        1,471        2,638       5,469
- ------------------------------------------------------------------------------


                          6 | Kemper Asian Growth Fund
<PAGE>

THE INVESTMENT ADVISOR

The fund's investment advisor is Scudder Kemper Investments, Inc., 345 Park
Avenue, New York, NY. Scudder Kemper has more than 80 years of experience
managing mutual funds and currently has more than $290 billion in assets under
management.

Scudder Kemper takes a team approach to asset management, bringing together
professionals from many investment disciplines. Supporting each team are Scudder
Kemper's many economists, research analysts, traders and other investment
specialists, located across the United States and around the world.

For serving as the fund's investment advisor, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.00%* of average daily net assets.

*        Reflecting the effect of expense limitations and/or fee waivers then in
         effect.


[ICON]--------------------------------------------------------------------------
FUND MANAGERS

                     The following people handle the fund's day-to-day
                     management:

                     Tien Yu Sieh                 Theresa Gusman
                     Lead Portfolio Manager       o Began investment career
                     o Began investment career      in 1983
                       in 1990                    o Joined the advisor in
                     o Joined the advisor in 1996   1992
                     o Joined the fund team       o Joined the fund team
                       in 1999                      in 1998

                     Elizabeth J. Allan
                     o Began investment career
                       in 1982
                     o Joined the advisor in 1987
                     o Joined the fund team
                       in 1998

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The fund is managed by a team of investment professionals who work together to
develop the fund's investment strategies.


                          7 | Kemper Asian Growth Fund
<PAGE>

TICKER SYMBOLS  CLASS: A) KEMAX  B) KEMBX  C) KEMCX

Kemper
Emerging Markets
Growth Fund

FUND GOAL  The fund seeks long-term capital growth.


                    8 | Kemper Emerging Markets Growth Fund

<PAGE>

The Fund's Main Strategy

The fund invests at least 65% of total assets in common stocks and other
equities from emerging market countries, which are located in Latin America,
Asia, Africa, the Middle East and Eastern Europe.

In choosing stocks, the portfolio managers use a combination of three analytical
disciplines:

Bottom-up research. The managers look for individual companies that have
exceptional business prospects (due to factors that may range from market
dominance to innovative products or services).

Growth orientation. The managers generally look for companies that seem to offer
the potential for sustainable above-average growth of revenue or earnings
relative to each stock's own market.

Top-down analysis. The managers look for significant social, economic,
industrial and demographic changes, with an eye toward identifying countries,
industries and companies that may benefit from these changes.

The managers may favor securities from different countries and industries at
different times, while still maintaining variety in terms of the countries and
industries represented.

The fund will normally sell a stock when the managers believe it has reached its
fair value, other investments offer better opportunities or when adjusting its
exposure to a given country or industry.

[ICON]--------------------------------------------------------------------------
OTHER INVESTMENTS

While most of the fund's equities are common stocks, some may be other types of
equities, such as convertible stocks or preferred stocks. The fund may invest up
to 35% of total assets in developed foreign and U.S. equities, and may invest up
to 35% of total assets in emerging market and U.S. debt securities, including
junk bonds (i.e., grade BB and below). Compared to investment-grade bonds, junk
bonds may pay higher yields and have higher volatility and risk of default.


                    9 | Kemper Emerging Markets Growth Fund
<PAGE>

The Main Risks Of Investing In The Fund

There are several factors that could hurt fund performance, cause you to lose
money or make the fund perform less well than other investments.

The most important factor with this fund is how emerging market stocks perform
- -- something that depends on a large number of factors, including economic,
political and demographic trends. When emerging market stock prices fall, you
should expect the value of your investment to fall as well. If the fund
emphasizes a given market, such as Latin America, factors affecting that market
will affect performance. Emerging markets tend to be more volatile than
developed markets, for reasons ranging from political and economic uncertainties
to poor regulation and liquidity to a higher risk that essential information may
be incomplete or wrong.

Because a stock represents ownership in its issuer, stock prices can be hurt by
poor management, shrinking product demand and other business risks. These may
affect single companies as well as groups of companies. The fact that the fund
is not diversified and may invest in relatively few companies increases fund
risk, because any factors affecting a given company could affect performance. In
addition, changing currency rates could add to the fund's investment losses or
reduce its investment gains.

Other factors that could affect performance include:

o        the managers could be wrong in their analysis of economic trends,
         countries, industries, companies or other matters

o        growth stocks may be out of favor for certain periods

o        at times, market conditions might make it hard to value some
         investments or to get an attractive price for them

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

This fund may make sense for investors interested in adding exposure to
countries located in emerging markets.


                    10 | Kemper Emerging Markets Growth Fund

<PAGE>

Performance

The bar chart shows the total return for the fund's Class A shares, which may
give some idea of risk. The chart doesn't reflect sales loads; if it did,
returns would be lower. The table shows how the fund's returns over different
periods average out.

For context, the table has a broad-based market index (which, unlike the fund,
has no fees or expenses). All figures on this page assume reinvestment of
dividends and distributions. As always, past performance is no guarantee of
future results.

- ------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31                      Class A Shares
- ------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

1999       49.26


Best quarter: 30.89%, Q4 '99          Worst quarter: -7.31%, Q3 '99


- --------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
- --------------------------------------------------------------------------------
                                         Since 12/31/98    Since 1/9/98
                                         1 Year            Life of Class
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A                                  40.60%            9.77%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B                                  45.01             10.70
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C                                  48.01             12.21
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Index                                    66.65             18.81*
- ------------------------------------------------------------------------------

Index: IFCI Emerging Markets Investable Index, a U.S. dollar-denominated index
comprised of stocks of countries classified as either low- or middle-income
economies by the World Bank regardless of their particular stage of development.

*   Index comparison begins 1/31/98.

In the chart, total returns for 1999 would have been lower if operating expenses
hadn't been reduced.

The table includes the effects of maximum sales loads. In the table, total
returns from inception through 1999 would have been lower if operating expenses
hadn't been reduced.

                    11 | Kemper Emerging Markets Growth Fund
<PAGE>


How Much Investors Pay

This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.

- --------------------------------------------------------------------------------
Fee Table                                        Class A   Class B   Class C
- --------------------------------------------------------------------------------
Shareholder Fees, paid directly from your investment
- --------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed On Purchases
(as % of offering price)                           5.75%     None      None
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as % of
redemption proceeds)                               None*    4.00%     1.00%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Annual Operating Expenses, deducted from fund assets
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Management Fee                                     1.25%    1.25%     1.25%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Distribution (12b-1) Fee                           None     0.75      0.75
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Other Expenses**                                  13.14    13.36     13.63
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Total Annual Operating Expenses                   14.39    15.36     15.63
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expense Reimbursement                             12.11    12.18     12.48
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Net Annual Operating Expenses***                   2.28     3.18      3.15
- ------------------------------------------------------------------------------

*        The redemption of shares purchased at net asset value under the Large
         Order NAV Purchase Privilege (see "Policies You Should Know About --
         Policies about transactions") may be subject to a contingent deferred
         sales charge of 1.00% if redeemed within one year of purchase and 0.50%
         if redeemed during the second year following purchase.

**       Includes costs of shareholder servicing, custody, accounting services
         and similar expenses, which may vary with fund size and other factors.
         "Other Expenses" are restated to reflect changes in certain
         administrative and regulatory fees.

***      By contract, total operating expenses are capped at 2.28%, 3.18% and
         3.15% for Class A, Class B and Class C shares, respectively, through
         2/28/2001.

Based on the figures above (including one year of capped expenses in each
period), this example is designed to help you compare the expenses of each share
class to those of other funds. The example assumes operating expenses remain the
same and that you invested $10,000, earned 5% annual returns and reinvested all
dividends and distributions. This is only an example; actual expenses will be
different.

- --------------------------------------------------------------------------------
Example                        1 Year      3 Years      5 Years    10 Years
- --------------------------------------------------------------------------------
Expenses, assuming you sold your shares at the end of each period
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A                         $793      $3,324       $5,401      $9,111
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B                          721       3,433        5,593       9,156
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C                          418       3,172        5,452       9,340
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expenses, assuming you kept your shares
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A                         $793      $3,324       $5,401      $9,111
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B                          321       3,133        5,393       9,156
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C                          318       3,172        5,452       9,340
- ------------------------------------------------------------------------------


                    12 | Kemper Emerging Markets Growth Fund
<PAGE>

THE INVESTMENT ADVISOR

The fund's investment advisor is Scudder Kemper Investments, Inc., 345 Park
Avenue, New York, NY. Scudder Kemper has more than 80 years of experience
managing mutual funds and currently has more than $290 billion in assets under
management.

Scudder Kemper takes a team approach to asset management, bringing together
professionals from many investment disciplines. Supporting each team are Scudder
Kemper's many economists, research analysts, traders and other investment
specialists, located across the United States and around the world.

For serving as the fund's investment advisor, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.00%* of average daily net assets.

*        Reflecting the effect of expense limitations and/or fee waivers then in
         effect.

[ICON]--------------------------------------------------------------------------
FUND MANAGERS
                     The following people handle the fund's day-to-day
                     management:

                     Joyce E. Cornell             Theresa Gusman
                     Lead Portfolio Manager       o Began investment career
                     o Began investment career      in 1983
                       in 1987                    o Joined the advisor in
                     o Joined the advisor in 1991   1992
                     o Joined the fund team       o Joined the fund team
                       in 1998                      in 1998

                     Andre J. DeSimone            Tara C. Kenney
                     o Began investment career    o Began investment career
                       in 1981                      in 1984
                     o Joined the advisor in 1997 o Joined the advisor in
                     o Joined the fund team         1995
                       in 1998                    o Joined the fund team
                                                    in 1998


THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The fund is managed by a team of investment professionals who work together to
develop the fund's investment strategies.



                    13 | Kemper Emerging Markets Growth Fund
<PAGE>

TICKER SYMBOLS  CLASS: A) KGLAX  B) KGLBX  C) KGLCX

Kemper
Global Blue Chip Fund

FUND GOAL  The fund seeks long-term capital growth.


                       14 | Kemper Global Blue Chip Fund

<PAGE>

The Fund's Main Strategy

The fund invests at least 65% of total assets in common stocks and other
equities of "blue chip" companies throughout the world. These are large, well
known companies that typically have an established earnings and dividends
history, easy access to credit, solid positions in their industries and strong
management. Although the fund may invest in any country, it primarily focuses on
countries with developed economies (including the U.S.).

In choosing stocks, the portfolio managers look for those blue-chip companies
that appear likely to benefit from global economic trends or have promising new
technologies or products.

The managers may favor securities from different countries and industries at
different times, while still maintaining variety in terms of the countries and
industries represented.

The fund will normally sell a stock when the managers believe it has reached its
fair value, when its fundamental factors have changed or when adjusting its
exposure to a given country or industry.

[ICON]--------------------------------------------------------------------------
OTHER INVESTMENTS

While most of the fund's equities are common stocks, some may be other types of
equities, such as convertible stocks or preferred stocks. While the fund invests
mainly in developed countries, it may invest up to 15% of total assets in
emerging market debt or equity securities of emerging markets (of which, 5% of
net assets may be junk bonds, i.e., grade BB and below).

                       15 | Kemper Global Blue Chip Fund
<PAGE>


The Main Risks Of Investing In The Fund

There are several factors that could hurt fund performance, cause you to lose
money or make the fund perform less well than other investments.

The most important factor with this fund is how U.S. and foreign stock markets
perform -- something that depends on a large number of factors, including
economic, political and demographic trends. When U.S. and foreign stock prices
fall, especially prices of large company stocks, you should expect the value of
your investment to fall as well. Foreign stocks tend to be more volatile than
their U.S. counterparts, for reasons ranging from political and economic
uncertainties to a higher risk that essential information may be incomplete or
wrong.

Large company stocks at times may not perform as well as stocks of smaller or
mid-size companies. Because a stock represents ownership in its issuer, stock
prices can be hurt by poor management, shrinking product demand and other
business risks. These may affect single companies as well as groups of
companies. In addition, changing currency rates could add to the fund's
investment losses or reduce its investment gains.

Other factors that could affect performance include:

o        the managers could be wrong in their analysis of economic trends,
         countries, industries, companies or other matters

o        at times, market conditions might make it hard to value some
         investments or to get an attractive price for them

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

If you are interested in large-cap stocks and want to look beyond U.S. markets,
this fund could be suitable for you.


                       16 | Kemper Global Blue Chip Fund
<PAGE>


Performance

The bar chart shows how the total returns for the fund's Class A shares have
varied from year to year, which may give some idea of risk. The chart doesn't
reflect sales loads; if it did, returns would be lower. The table shows how the
fund's returns over different periods average out.

For context, the table has a broad-based market index (which, unlike the fund,
has no fees or expenses). All figures on this page assume reinvestment of
dividends and distributions. As always, past performance is no guarantee of
future results.

- ------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year            Class A Shares
- ------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

1998              13.79
1999              28.23

Best quarter: 18.78%, Q4 '99          Worst quarter: -8.00%, Q3 '98


- --------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
- --------------------------------------------------------------------------------
                                         Since 12/31/98    Since 12/31/97
                                         1 Year            Life of Class
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A                                  20.85%            17.25%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B                                  24.02             18.34
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C                                  27.07             19.73
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Index                                    25.34             25.07
- ------------------------------------------------------------------------------


Index: The MSCI (Morgan Stanley Capital International) World Index measures
performance of a range of developed country general stock markets, including the
United States, Canada, Europe, Australia, New Zealand and the Far East.

In the chart, total returns from 1998 through 1999 would have been lower if
operating expenses hadn't been reduced.

The table includes the effects of maximum sales loads. In the table, total
returns from inception through 1999 would have been lower if operating expenses
hadn't been reduced.


                       17 | Kemper Global Blue Chip Fund
<PAGE>


How Much Investors Pay

This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.

- --------------------------------------------------------------------------------
Fee Table                                        Class A   Class B   Class C
- --------------------------------------------------------------------------------
Shareholder Fees, paid directly from your investment
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed On Purchases
(as % of offering price)                          5.75%    None      None
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as % of
redemption proceeds)                              None*    4.00%     1.00%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Annual Operating Expenses, deducted from fund assets
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Management Fee                                    1.00%    1.00%     1.00%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Distribution (12b-1) Fee                          None     0.75      0.75
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Other Expenses**                                  3.44     3.84      4.14
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Total Annual Operating Expenses                   4.44     5.59      5.89
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expense Reimbursement                             2.64     2.91      3.24
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Net Annual Operating Expenses***                  1.80     2.68      2.65
- ------------------------------------------------------------------------------

* The redemption of shares purchased at net asset value under the Large Order
NAV Purchase Privilege (see "Policies You Should Know About -- Policies about
transactions") may be subject to a contingent deferred sales charge of 1.00% if
redeemed within one year of purchase and 0.50% if redeemed during the second
year following purchase.

** Includes costs of shareholder servicing, custody, accounting services and
similar expenses, which may vary with fund size and other factors. "Other
Expenses" are restated to reflect changes in certain administrative and
regulatory fees.

*** By contract, total operating expenses are capped at 1.80%, 2.68% and 2.65%
for Class A, Class B and Class C shares, respectively, through 2/28/2001.

Based on the figures above (including one year of capped expenses in each
period), this example is designed to help you compare the expenses of each share
class to those of other funds. The example assumes operating expenses remain the
same and that you invested $10,000, earned 5% annual returns and reinvested all
dividends and distributions. This is only an example; actual expenses will be
different.

- --------------------------------------------------------------------------------
Example                        1 Year      3 Years      5 Years    10 Years
- --------------------------------------------------------------------------------
Expenses, assuming you sold your shares at the end of each period
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                  $747       $1,616       $2,495      $4,735
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                   671        1,708        2,732       4,874
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                   368        1,464        2,638       5,483
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expenses, assuming you kept your shares
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                  $747       $1,616       $2,495      $4,735
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                   271        1,408        2,532       4,874
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                   268        1,464        2,638       5,483
- ------------------------------------------------------------------------------


                       18 | Kemper Global Blue Chip Fund
<PAGE>

THE INVESTMENT ADVISOR

The fund's investment advisor is Scudder Kemper Investments, Inc., 345 Park
Avenue, New York, NY. Scudder Kemper has more than 80 years of experience
managing mutual funds and currently has more than $290 billion in assets under
management.

Scudder Kemper takes a team approach to asset management, bringing together
professionals from many investment disciplines. Supporting each team are Scudder
Kemper's many economists, research analysts, traders and other investment
specialists, located across the United States and around the world.

For serving as the fund's investment advisor, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.00%* of average daily net assets.

*        Reflecting the effect of expense limitations and/or fee waivers then in
         effect.

[ICON]--------------------------------------------------------------------------
FUND MANAGERS

The following people handle the fund's day-to-day
management:

Diego Espinosa               William E. Holzer
Lead Portfolio Manager       o Began investment career
o Began investment career      in 1970
  in 1991                    o Joined the advisor in
o Joined the advisor in 1996   1980
o Joined the fund team in    o Joined the fund team in
  1998                         1998

Nicholas Bratt
o Began investment career
  in 1974
o Joined the advisor in 1976
o Joined the fund team in
  1998


THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The fund is managed by a team of investment professionals who work together to
develop the fund's investment strategies.



                       19 | Kemper Global Blue Chip Fund
<PAGE>

TICKER SYMBOLS  CLASS: A) KGDAX  B) KGDBX  C) KGDCX

Kemper
Global Discovery Fund*

FUND GOAL  The fund seeks above-average long-term capital appreciation.

*        Kemper Global Discovery Fund is properly known as Global Discovery
         Fund.


                       20 | Kemper Global Discovery Fund
<PAGE>

The Fund's Main Strategy

The fund invests at least 65% of total assets in common stocks and other
equities of small companies throughout the world (companies with market values
similar to the smallest 20% of the Salomon Brothers Broad Market Index). The
fund generally focuses on countries with developed economies (including the
U.S.). As of December 31, 1999, companies in which the fund invests typically
have a market capitalization of between $75 million and $5.7 billion.

In choosing stocks, the portfolio managers use a combination of three analytical
disciplines:

Bottom-up research. The managers look for companies that appear to have
effective management, strong competitive positioning, vigorous research and
development efforts and sound balance sheets.

Growth orientation. The managers generally look for companies that have
above-average potential for sustainable growth of revenue or earnings compared
to large companies, and whose market value appears reasonable in light of their
business prospects.

Analysis of regional themes. The managers look for significant social, economic,
industrial and demographic changes, seeking to identify stocks that may benefit
from them.

The managers may favor different securities at different times, while still
maintaining variety in terms of the countries and industries represented.

The fund will normally sell a stock when the managers believe its price is
unlikely to go much higher, its fundamentals have deteriorated, other
investments offer better opportunities or in the course of adjusting its
emphasis on a given country.

[ICON]--------------------------------------------------------------------------
OTHER INVESTMENTS

While most of the fund's equities are common stocks, some may be other types of
equities, such as convertible stocks or preferred stocks. The fund may invest up
to 35% of total assets in common stocks and other equities of large companies or
in debt securities (of which, 5% of net assets may be junk bonds, i.e. grade BB
and below).


                       21 | Kemper Global Discovery Fund
<PAGE>


The Main Risks Of Investing In The Fund

There are several factors that could hurt the fund's performance, cause you to
lose money or make the fund perform less well than other investments.

The most important factor with this fund is how U.S. and foreign stock markets
perform -- something that depends on a large number of factors, including
economic, political and demographic trends. When U.S. and foreign stock prices
fall, you should expect the value of your investment to fall as well. Foreign
stocks tend to be more volatile than their U.S. counterparts, for reasons
ranging from political and economic uncertainties to a higher risk that
essential information may be incomplete or wrong. These risks tend to be greater
in emerging markets.

Compared to large company stocks, small and mid-size stocks tend to be more
volatile, in part because these companies tend to be less established and the
valuation of their stocks often depends on future expectations. Because a stock
represents ownership in its issuer, stock prices can be hurt by poor management,
shrinking product demand and other business risks. These may affect single
companies as well as groups of companies. In addition, changing currency rates
could add to the fund's investment losses or reduce its investment gains.

Other factors that could affect performance include:

o        the managers could be wrong in their analysis of economic trends,
         countries, industries, companies or other matters

o        growth stocks may be out of favor for certain periods

o        at times, it could be hard to value some investments or to get an
         attractive price for them

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

This fund may interest long-term investors who want to diversify a large-cap or
domestic portfolio of investments.


                       22 | Kemper Global Discovery Fund
<PAGE>

Performance

The bar chart shows the total return for the fund's Class A shares, which may
give some idea of risk. The chart doesn't reflect sales loads; if it did,
returns would be lower. The table shows how the fund's returns over different
periods average out.

For context, the table has a broad-based market index (which, unlike the fund,
has no fees or expenses). All figures on this page assume reinvestment of
dividends and distributions. As always, past performance is no guarantee of
future results.

- ------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31                      Class A Shares
- ------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

1999              64.15

Best quarter: 41.23%, Q4 '99          Worst quarter: -5.43%, Q3 '99


- --------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
- --------------------------------------------------------------------------------
                                           Since 12/31/98   Since 4/16/98
                                           1 Year           Life of Class
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A                                    54.68%            23.94%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B                                    59.70             28.00
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C                                    62.83             29.53
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Index                                      22.36              8.10*
- ------------------------------------------------------------------------------

Index: Salomon Brothers World Equity Extended Market Index, an unmanaged small
capitalization stock universe of 22 countries.

*   Index comparison begins 4/30/98.

In the chart, total returns for 1999 would have been lower if operating expenses
hadn't been reduced.

The table includes the effects of maximum sales loads. In the table, total
returns from inception through 1999 would have been lower if operating expenses
hadn't been reduced.


                       23 | Kemper Global Discovery Fund
<PAGE>


How Much Investors Pay

This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.

- --------------------------------------------------------------------------------
Fee Table                                        Class A   Class B   Class C
- --------------------------------------------------------------------------------
Shareholder Fees, paid directly from your investment
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed On Purchases
(as % of offering price)                          5.75%    None      None
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as % of
redemption proceeds)                              None*    4.00%     1.00%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Annual Operating Expenses, deducted from fund assets
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Management Fee                                    1.10%    1.10%     1.10%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Distribution (12b-1) Fee                          None     0.75      0.75
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Other Expenses**                                  1.20     1.63      1.19
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Total Annual Operating Expenses                   2.30     3.48      3.04
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expense Reimbursement                             0.29     0.65      0.24
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Net Annual Operating Expenses***                  2.01     2.83      2.80
- ------------------------------------------------------------------------------

*        The redemption of shares purchased at net asset value under the Large
         Order NAV Purchase Privilege (see "Policies You Should Know About --
         Policies about transactions") may be subject to a contingent deferred
         sales charge of 1.00% if redeemed within one year of purchase and 0.50%
         if redeemed during the second year following purchase.

**       Includes costs of shareholder servicing, custody, accounting services
         and similar expenses, which may vary with fund size and other factors.
         "Other Expenses" are restated to reflect changes in certain
         administrative and regulatory fees.

***      By contract, total operating expenses are capped at 2.01%, 2.83% and
         2.80% for Class A, Class B and Class C shares, respectively, through
         2/28/2001.

Based on the figures above (including one year of capped expenses in each
period), this example is designed to help you compare the expenses of each share
class to those of other funds. The example assumes operating expenses remain the
same and that you invested $10,000, earned 5% annual returns and reinvested all
dividends and distributions. This is only an example; actual expenses will be
different.

- --------------------------------------------------------------------------------
Example                          1 Year      3 Years     5 Years    10 Years
- --------------------------------------------------------------------------------
Expenses, assuming you sold your shares at the end of each period
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                     $767      $1,226      $1,710       $3,038
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                      686       1,308       1,952        3,202
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                      383         917       1,575        3,338
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expenses, assuming you kept your shares
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                     $767      $1,226      $1,710       $3,038
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                      286       1,008       1,752        3,202
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                      283         917       1,575        3,338
- ------------------------------------------------------------------------------


                       24 | Kemper Global Discovery Fund
<PAGE>

THE INVESTMENT ADVISOR

The fund's investment advisor is Scudder Kemper Investments, Inc., 345 Park
Avenue, New York, NY. Scudder Kemper has more than 80 years of experience
managing mutual funds and currently has more than $290 billion in assets under
management.

Scudder Kemper takes a team approach to asset management, bringing together
professionals from many investment disciplines. Supporting each team are Scudder
Kemper's many economists, research analysts, traders and other investment
specialists, located across the United States and around the world.

For serving as the fund's investment advisor, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.88% of average daily net assets.

[ICON]--------------------------------------------------------------------------
FUND MANAGERS

                     The following people handle the fund's day-to-day
                     management:

                     Gerald J. Moran              Steven T. Stokes
                     Lead Portfolio Manager       o Began investment career
                     o Began investment career      in 1986
                       in 1968                    o Joined the advisor in
                     o Joined the advisor in 1968   1996
                     o Joined the fund team       o Joined the fund team
                       in 1991                      in 1999

                     Sewall Hodges
                     o Began investment career
                       in 1978
                     o Joined the advisor in 1995
                     o Joined the fund team
                       in 1996


THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The fund is managed by a team of investment professionals who work together to
develop the fund's investment strategies.

                        25 | Kemper Global Discovery Fund
<PAGE>

TICKER SYMBOLS  CLASS: A) KGIAX  B) KGIBX  C) KGICX

Kemper
Global Income Fund

FUND GOAL  The fund seeks to provide high current income consistent with
prudent total return asset management.


                         26 | Kemper Global Income Fund

<PAGE>


The Fund's Main Strategy

The fund invests at least 65% of total assets in foreign and U.S.
investment-grade bonds and other income-producing securities. While the fund may
invest in securities issued by any issuer and in any currency, it generally
focuses on issuers in developed markets, such as Australia, Canada, Japan, New
Zealand, the U.S. and Western Europe, and on securities of other countries that
are denominated in the currencies of these countries or the euro.

In making their buy and sell decisions, the portfolio managers typically
consider a number of factors, including economic outlooks, interest rate
movements, inflation trends, security characteristics and changes in supply and
demand within global bond markets. In choosing individual bonds, the managers
use independent analysis to look for bonds that have attractive yields and good
credit. The managers may favor securities from different countries and issuers
at different times, while still maintaining variety in terms of countries and
issuers represented.

Although the managers may adjust the fund's duration (a measure of sensitivity
to interest rate movements), they generally intend to keep it between 4.0 and
6.0 years.

[ICON]--------------------------------------------------------------------------
OTHER INVESTMENTS

This fund normally invests at least 65% of total assets in investment-grade
bonds, which are those in the top four credit grades (i.e., as low as BBB/Baa).

The fund may invest up to 35% of net assets in foreign or domestic debt
securities of any credit quality, including junk bonds (i.e., grade BB and
below). Compared to investment-grade bonds, junk bonds may pay higher yields and
have higher volatility and risk of default.


                         27 | Kemper Global Income Fund
<PAGE>

The Main Risks Of Investing In The Fund

There are several factors that could hurt fund performance, cause you to lose
money or make the fund perform less well than other investments.

For this fund, the main factor is global interest rates. A rise in interest
rates generally means a fall in bond prices -- and, in turn, a fall in the value
of your investment. (As a general rule, a 1% rise in interest rates means a 1%
fall in value for every year of duration.)

Foreign markets tend to be more volatile than U.S. markets, for reasons ranging
from political and economic uncertainties to poor regulation to a higher risk
that essential information may be incomplete or wrong.

Another major factor is currency exchange rates. When the dollar value of a
foreign currency falls, so does the value of any investments the fund owns that
are denominated in that currency. This is separate from market risk, and may add
to market losses or reduce market gains.

The fact that the fund is not diversified and may invest in securities of
relatively few issuers increases its risk, because any factors affecting a given
company could affect performance. Similarly, if the fund emphasizes a given
market, such as Canada, or a given industry, factors affecting that market or
industry will affect performance.

Other factors that could affect performance include:

o        the managers could be wrong in their analysis of economic trends,
         countries, issuers, industries or other matters

o        a bond could fall in credit quality or go into default; this risk is
         greater for junk bonds

o        some types of bonds could be paid off earlier than expected, which
         would hurt the fund's performance

o        at times, market conditions might make it hard to value some
         investments or to get an attractive price for them

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

This fund may make sense for investors seeking a less aggressive approach to
international income investing.


                         28 | Kemper Global Income Fund
<PAGE>

Performance

The bar chart shows how the total returns for the fund's Class A shares have
varied from year to year, which may give some idea of risk. The chart doesn't
reflect sales loads; if it did, returns would be lower. The table shows how the
fund's returns over different periods average out.

For context, the table has a broad-based market index (which, unlike the fund,
has no fees or expenses). All figures on this page assume reinvestment of
dividends and distributions. As always, past performance is no guarantee of
future results.

- ------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year            Class A Shares
- ------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

1990       22.66
1991       11.13
1992       -1.90
1993       10.23
1994       -1.47
1995       19.89
1996        5.87
1997        1.80
1998       10.48
1999       -6.38


Best quarter: 11.23%, Q1 '95          Worst quarter: -4.32%, Q1 '92


- --------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
- --------------------------------------------------------------------------------
                        Since        Since       Since 5/31/94    Since
                        12/31/98     12/31/94    Life of Class    12/31/89
                        1 Year       5 Years     B/C              10 Years
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A                 -10.58%      5.01%         --             6.36%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B                  -9.66       5.07        4.88%              --
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C                  -7.06       5.30        5.08               --
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Index                    -4.27       6.42        6.30             8.03
- ------------------------------------------------------------------------------


Index: Salomon Brothers World Government Bond Index, an unmanaged index on a
U.S. dollar total return basis, with all dividends reinvested, and includes
government bonds from 14 countries. The minimum maturity is one year.

The table includes the effects of maximum sales loads.


                         29 | Kemper Global Income Fund
<PAGE>

How Much Investors Pay

This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.


- --------------------------------------------------------------------------------
Fee Table                                        Class A   Class B   Class C
- --------------------------------------------------------------------------------
Shareholder Fees, paid directly from your investment
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed On Purchases
(as % of offering price)                          4.50%    None      None
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as % of
redemption proceeds)                              None*    4.00%     1.00%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Annual Operating Expenses, deducted from fund assets
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Management Fee                                    0.75%    0.75%     0.75%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Distribution (12b-1) Fee                          None     0.75      0.75
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Other Expenses**                                  0.96     0.89      0.86
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Total Annual Operating Expenses                   1.71     2.39      2.36
- ------------------------------------------------------------------------------


*        The redemption of shares purchased at net asset value under the Large
         Order NAV Purchase Privilege (see "Policies You Should Know About --
         Policies about transactions") may be subject to a contingent deferred
         sales charge of 1.00% if redeemed within one year of purchase and 0.50%
         if redeemed during the second year following purchase.

**       Includes costs of shareholder servicing, custody, accounting services
         and similar expenses, which may vary with fund size and other factors.
         "Other Expenses" are restated to reflect changes in certain
         administrative and regulatory fees.

Based on the figures above, this example is designed to help you compare the
expenses of each share class to those of other funds. The example assumes
operating expenses remain the same and that you invested $10,000, earned 5%
annual returns and reinvested all dividends and distributions. This is only an
example; actual expenses will be different.

- --------------------------------------------------------------------------------
Example                             1 Year    3 Years     5 Years   10 Years
- --------------------------------------------------------------------------------
Expenses, assuming you sold your shares at the end of each period
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                       $616       $965      $1,336      $2,379
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                        642      1,045       1,475       2,403
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                        339        736       1,260       2,696
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expenses, assuming you kept your shares
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                       $616       $965      $1,336      $2,379
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                        242        745       1,275       2,403
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                        239        736       1,260       2,696
- ------------------------------------------------------------------------------


                         30 | Kemper Global Income Fund
<PAGE>

THE INVESTMENT ADVISOR

The fund's investment advisor is Scudder Kemper Investments, Inc., 345 Park
Avenue, New York, NY. Scudder Kemper has more than 80 years of experience
managing mutual funds and currently has more than $290 billion in assets under
management.

Scudder Kemper takes a team approach to asset management, bringing together
professionals from many investment disciplines. Supporting each team are Scudder
Kemper's many economists, research analysts, traders and other investment
specialists, located across the United States and around the world.

For serving as the fund's investment advisor, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.75% of average daily net assets.

Scudder Investments (U.K.) Limited, 1 South Place, London, U.K., an affiliate of
Scudder Kemper Investments, Inc., is the sub-advisor for Kemper Global Income
Fund. Scudder Investments (U.K.) Limited has served as sub-advisor for mutual
funds since December, 1996 and investment advisor for certain institutional
accounts since August, 1998.

Scudder Investments (U.K.) Limited renders investment advisory and management
services with regard to the portion of the fund's portfolio as allocated to
Scudder Investments (U.K.) Limited by Scudder Kemper Investments, Inc. from
time-to-time for management, including services related to foreign securities,
foreign currency transactions and related investments.

[ICON]--------------------------------------------------------------------------
FUND MANAGERS

               The following people handle the fund's day-to-day management:

               Jan C. Faller                   Jeremy L. Ragus
               Co-Lead Portfolio Manager       o Began investment career
               o Began investment career         in 1977
                 in 1988                       o Joined the advisor
               o Joined the advisor in 1999      in 1990
               o Joined the fund team in 1999  o Joined the fund team
                                                 in 1999
               Robert Stirling
               Co-Lead Portfolio Manager
               o Began investment career
                 in 1984
               o Joined the sub-advisor
                 in 1995
               o Joined the fund team in 1999


THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The fund is managed by a team of investment professionals who
work together to develop the fund's investment strategies.




                         31 | Kemper Global Income Fund
<PAGE>

TICKER SYMBOLS  CLASS: A) KITAX  B) KINBX  C) KITCX

Kemper
International Fund

FUND GOAL  The fund seeks total return through a combination of capital
growth and income.


                         32 | Kemper International Fund

<PAGE>


The Fund's Main Strategy

The fund invests at least 80% of total assets in foreign securities (securities
issued by foreign-based issuers). The fund invests at least 65% of total assets
in common stocks of established foreign companies with the potential for capital
growth, income or both. The fund may invest more than 25% of total assets in any
given developed country that the manager believes poses no unique investment
risk.

In choosing stocks, the portfolio managers use a combination of three analytical
disciplines:

Bottom-up research. The managers look for individual companies that have sound
financial strength, good business prospects and strong competitive positioning
and above-average earnings growth, among other factors.

Top-down analysis. The managers consider the economic outlooks for various
countries and geographical areas, favoring those they believe have sound
economic conditions and open markets.

Analysis of global themes. The managers look for significant changes in the
business environment, with an eye toward identifying industries that may benefit
from these changes.

The managers may favor securities from different countries and industries at
different times, while still maintaining variety in terms of the countries and
industries represented.

The fund will normally sell a stock when the managers believe it has reached its
fair value, its underlying investment theme has matured or the reasons for
originally investing no longer apply.

[ICON]--------------------------------------------------------------------------
OTHER INVESTMENTS

While most of the fund's equities are common stocks, some may be other types of
equities, such as convertible stocks or preferred stocks. The fund may invest up
to 35% of net assets in foreign or domestic debt securities of any credit
quality, including junk bonds (i.e., grade BB and below). Compared to
investment-grade bonds, junk bonds may pay higher yields and have higher
volatility and risk of default.

                         33 | Kemper International Fund
<PAGE>

The Main Risks Of Investing In The Fund

There are several factors that could hurt fund performance, cause you to lose
money or make the fund perform less well than other investments.

The most important factor with this fund is how foreign stock markets perform --
something that depends on a large number of factors, including economic,
political and demographic trends. When foreign stock prices fall, you should
expect the value of your investment to fall as well.

Foreign stocks may at times be more volatile than their U.S. counterparts, for
reasons ranging from political and economic uncertainties to a higher risk that
essential information may be incomplete or wrong.

Because a stock represents ownership in its issuer, stock prices can be hurt by
poor management, shrinking product demand and other business risks. These may
affect single companies as well as groups of companies. In addition, changing
currency rates could add to the fund's investment losses or reduce its
investment gains.

Other factors that could affect performance include:

o        the managers could be wrong in their analysis of economic trends,
         countries, industries, companies or other matters

o        bond investments could be hurt by rising interest rates or declines in
         credit quality

o        at times, market conditions might make it hard to value some
         investments or to get an attractive price for them

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

Investors who are looking for a broadly diversified international fund may want
to consider this fund.


                         34 | Kemper International Fund
<PAGE>


Performance

The bar chart shows how the total returns for the fund's Class A shares have
varied from year to year, which may give some idea of risk. The chart doesn't
reflect sales loads; if it did, returns would be lower. The table shows how the
fund's returns over different periods average out.

For context, the table has a broad-based market index (which, unlike the fund,
has no fees or expenses). All figures on this page assume reinvestment of
dividends and distributions. As always, past performance is no guarantee of
future results.

- ------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year            Class A Shares
- ------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

1990       -7.50
1991        9.13
1992       -4.79
1993       35.65
1994       -4.00
1995       12.96
1996       17.05
1997        9.00
1998        7.88
1999       41.30


Best quarter: 29.96%, Q4 '99          Worst quarter: -17.89%, Q3 '98


- --------------------------------------------------------------------------------
Average Annual Total Returns (%) as 12/31/1999
- --------------------------------------------------------------------------------
                               Since          Since 5/31/94    Since
               Since 12/31/98  12/31/94       Life of Class    12/31/89
               1 Year          5 Years        B/C              10 Years
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A        33.20%          15.68%            --            9.99%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B        37.34           15.90          13.62%             --
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C        40.42           16.03          13.73              --
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Index          27.30           13.15          11.81            7.33
- ------------------------------------------------------------------------------

Index: MSCI EAFE Index (Morgan Stanley Capital International Europe,
Austral-Asia, Far East Index), a generally accepted benchmark for performance of
major overseas markets.

The table includes the effects of maximum sales loads. In the table and the
chart, total returns for 1990 would have been lower if operating expenses hadn't
been reduced.


                         35 | Kemper International Fund
<PAGE>

How Much Investors Pay

This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.

- --------------------------------------------------------------------------------
Fee Table                                        Class A   Class B   Class C
- --------------------------------------------------------------------------------
Shareholder Fees, paid directly from your investment
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed On Purchases
(as % of offering price)                          5.75%    None      None
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as % of
redemption proceeds)                              None*    4.00%     1.00%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Annual Operating Expenses, deducted from fund assets
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Management Fee                                    0.74%    0.74%     0.74%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Distribution (12b-1) Fee                          None     0.75      0.75
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Other Expenses**                                  0.88     0.97      0.86
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Total Annual Operating Expenses                   1.62     2.46      2.35
- ------------------------------------------------------------------------------

*   The redemption of shares purchased at net asset value under the Large Order
    NAV Purchase Privilege (see "Policies You Should Know About -- Policies
    about transactions") may be subject to a contingent deferred sales charge of
    1.00% if redeemed within one year of purchase and 0.50% if redeemed during
    the second year following purchase.

**  Includes costs of shareholder servicing, custody, accounting services and
    similar expenses, which may vary with fund size and other factors. "Other
    Expenses" are restated to reflect changes in certain administrative and
    regulatory fees.

Based on the figures above, this example is designed to help you compare the
expenses of each share class to those of other funds. The example assumes
operating expenses remain the same and that you invested $10,000, earned 5%
annual returns and reinvested all dividends and distributions. This is only an
example; actual expenses will be different.

- --------------------------------------------------------------------------------
Example                        1 Year      3 Years      5 Years    10 Years
- --------------------------------------------------------------------------------
Expenses, assuming you sold your shares at the end of each period
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                   $730      $1,057       $1,406       $2,386
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                    649       1,067        1,511        2,399
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                    338         733        1,255        2,686
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expenses, assuming you kept your shares
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                   $730      $1,057       $1,406       $2,386
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                    249         767        1,311        2,399
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                    238         733        1,255        2,686
- ------------------------------------------------------------------------------


                         36 | Kemper International Fund
<PAGE>

THE INVESTMENT ADVISOR

The fund's investment advisor is Scudder Kemper Investments, Inc., 345 Park
Avenue, New York, NY. Scudder Kemper has more than 80 years of experience
managing mutual funds and currently has more than $290 billion in assets under
management.

Scudder Kemper takes a team approach to asset management, bringing together
professionals from many investment disciplines. Supporting each team are Scudder
Kemper's many economists, research analysts, traders and other investment
specialists, located across the United States and around the world.

For serving as the fund's investment advisor, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.74% of average daily net assets.

Scudder Investments (U.K.) Limited, 1 South Place, London, U.K., an affiliate of
Scudder Kemper Investments, Inc., is the sub-advisor for Kemper International
Fund. Scudder Investments (U.K.) Limited has served as sub-advisor for mutual
funds since December, 1996 and investment advisor for certain institutional
accounts since August, 1998.

Scudder Investments (U.K.) Limited renders investment advisory and management
services with regard to the portion of the fund's portfolio as allocated to
Scudder Investments (U.K.) Limited by Scudder Kemper Investments, Inc. from
time-to-time for management, including services related to foreign securities,
foreign currency transactions and related investments.

[ICON]--------------------------------------------------------------------------
FUND MANAGERS

                     The following people handle the fund's day-to-day
                     management:

                     Irene Cheng                  Marc Slendebroek
                     Lead Portfolio Manager       o Began investment career
                     o Began investment career      in 1990
                       in 1985                    o Joined the sub-advisor
                     o Joined the advisor in 1993   in 1994
                     o Joined the fund team       o Joined the fund team
                       in 1999                      in 1998

                     Nicholas Bratt               Carol L. Franklin
                     o Began investment career    o Began investment career
                       in 1974                      in 1975
                     o Joined the advisor in 1976 o Joined the advisor
                     o Joined the fund team         in 1981
                       in 2000                    o Joined the fund team
                                                    in 2000


THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The fund is managed by a team of investment professionals who work together to
develop the fund's investment strategies.




                         37 | Kemper International Fund
<PAGE>

TICKER SYMBOLS  CLASS: A) KLAAX  B) KLABX  C) KLACX

Kemper
Latin America Fund

FUND GOAL  The fund seeks long-term capital appreciation.


                         38 | Kemper Latin America Fund

<PAGE>


The Fund's Main Strategy

The fund invests at least 65% of total assets in Latin American common stocks
and other equities that are issued by companies organized under the laws of a
Latin American country or traded on Latin American markets and do more than half
of their business in Latin America. The fund generally focuses on Argentina,
Brazil, Chile, Colombia, Mexico and Peru.

In choosing stocks, the portfolio managers use a combination of three analytical
disciplines:

Bottom-up research. The managers look for individual companies with competitive
business positions, good technologies, and sound balance sheets, among other
factors. The managers also consider the quality of management, the impact of
government regulations and trade initiatives and the cost of labor and raw
materials.

Growth orientation. The managers generally look for companies that seem to offer
the potential for sustainable above-average growth of revenue or earnings
relative to each stock's own market.

Analysis of regional themes. The managers look for significant social, economic,
industrial and demographic changes, with an eye toward identifying countries,
industries and companies that may benefit from these changes.

The managers may favor securities from different countries and industries at
different times, while still maintaining variety in terms of the countries and
industries represented.

The fund will normally sell a stock when the managers believe it has reached its
fair value, other investments offer better opportunities or when adjusting its
exposure to a given country or industry.

[ICON]--------------------------------------------------------------------------
OTHER INVESTMENTS

While most of the fund's equities are common stocks, some may be other types of
equities, such as convertible stocks or preferred stocks. The fund may invest up
to 35% of total assets in non-Latin American (including U.S.) debt and equity
securities, including junk bonds (i.e., grade BB and below). Compared to
investment-grade bonds, junk bonds may pay higher yields and have higher
volatility and risk of default.


                         39 | Kemper Latin America Fund
<PAGE>


The Main Risks Of Investing In The Fund

There are several factors that could hurt fund performance, cause you to lose
money or make the fund perform less well than other investments.

The most important factor with this fund is how Latin American stock markets
perform -- something that depends on a large number of factors, including
economic, political and demographic trends. When Latin American stock prices
fall, you should expect the value of your investment to fall as well. The fact
that the fund concentrates on a single geographical region could affect fund
performance. For example, Latin American companies could be hurt by such factors
as regional economic downturns, currency devaluations, runaway inflation, shifts
in government policy or fluctuations in commodity prices. Similarly, the fact
that the fund is not diversified and may invest in relatively few companies
increases its risk, because any factors affecting a given company could affect
performance.

Emerging markets, including Latin American countries, tend to be more volatile
than developed markets, for reasons ranging from political and economic
uncertainties to poor regulation and liquidity to a higher risk that essential
information may be incomplete or wrong. Stock prices can be hurt by poor
management, shrinking product demand and other business risks. These may affect
single companies as well as groups of companies. In addition, changing currency
rates could add to the fund's investment losses or reduce its investment gains.

Other factors that could affect performance include:

o        the managers could be wrong in their analysis of economic trends,
         countries, industries, companies or other matters

o        bond investments could be hurt by rising interest rates or declines in
         credit quality

o        at times, market conditions might make it hard to value some
         investments or to get an attractive price for them

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

This fund may interest investors who believe in the long-term growth potential
of Latin American stocks and can accept above-average risks.


                         40 | Kemper Latin America Fund
<PAGE>


Performance

The bar chart shows how the total returns for the fund's Class A shares have
varied from year to year, which may give some idea of risk. The chart doesn't
reflect sales loads; if it did, returns would be lower. The table shows how the
fund's returns over different periods average out.

For context, the table has a broad-based market index (which, unlike the fund,
has no fees or expenses). All figures on this page assume reinvestment of
dividends and distributions. As always, past performance is no guarantee of
future results.


- ------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year            Class A Shares
- ------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

1998      -24.32
1999       50.98


Best quarter: 34.56%, Q4 '99          Worst quarter: -19.35%, Q3 '98


- --------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
- --------------------------------------------------------------------------------
                                         Since 12/31/98    Since 12/31/97
                                         1 Year            Life of Class
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A                                  42.39%            3.77%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B                                  46.65             4.55
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C                                  49.86             5.97
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Index                                    61.85             2.13
- ------------------------------------------------------------------------------


Index: IFC Latin America Investable Return Index, a U.S. dollar-denominated
index comprised of Latin America's stock markets without reference to the
stock's availability to overseas investors.

In the chart, total returns from 1998 through 1999 would have been lower if
operating expenses hadn't been reduced.

The table includes the effects of maximum sales loads. In the table, total
returns from inception through 1999 would have been lower if operating expenses
hadn't been reduced.


                         41 | Kemper Latin America Fund
<PAGE>

How Much Investors Pay

This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.

- --------------------------------------------------------------------------------
Fee Table                                        Class A   Class B   Class C
- --------------------------------------------------------------------------------
Shareholder Fees, paid directly from your investment
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed On Purchases
(as % of offering price)                          5.75%     None      None
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load) (as % of
redemption proceeds)                               None*   4.00%     1.00%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Annual Operating Expenses, deducted from fund assets
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Management Fee                                    1.25%    1.25%     1.25%
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Distribution (12b-1) Fee                           None     0.75      0.75
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Other Expenses**                                  17.92    17.85     18.69
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Total Annual Operating Expenses                   19.17    19.85     20.69
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expense Reimbursement                             16.98    16.78     17.65
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Net Annual Operating Expenses***                   2.19     3.07      3.04
- ------------------------------------------------------------------------------

*        The redemption of shares purchased at net asset value under the Large
         Order NAV Purchase Privilege (see "Policies You Should Know About --
         Policies about transactions") may be subject to a contingent deferred
         sales charge of 1.00% if redeemed within one year of purchase and 0.50%
         if redeemed during the second year following purchase.

**       Includes costs of shareholder servicing, custody, accounting services
         and similar expenses, which may vary with fund size and other factors.
         "Other Expenses" are restated to reflect changes in certain
         administrative and regulatory fees.

***      By contract, total operating expenses are capped at 2.19%, 3.07% and
         3.04% for Class A, Class B and Class C shares, respectively, through
         2/28/2001.

Based on the figures above (including one year of capped expenses in each
period), this example is designed to help you compare the expenses of each share
class to those of other funds. The example assumes operating expenses remain the
same and that you invested $10,000, earned 5% annual returns and reinvested all
dividends and distributions. This is only an example; actual expenses will be
different.

- --------------------------------------------------------------------------------
Example                        1 Year      3 Years      5 Years    10 Years
- --------------------------------------------------------------------------------
Expenses, assuming you sold your shares at the end of each period
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                  $784       $3,992       $6,355      $9,886
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                   710        4,078        6,493       9,900
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                   407        3,890        6,437      10,031
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Expenses, assuming you kept your shares
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class A shares                  $784       $3,992       $6,355      $9,886
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class B shares                   310        3,778        6,293       9,900
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Class C shares                   307        3,890        6,437      10,031
- ------------------------------------------------------------------------------


                         42 | Kemper Latin America Fund
<PAGE>

THE INVESTMENT ADVISOR

The fund's investment advisor is Scudder Kemper Investments, Inc., 345 Park
Avenue, New York, NY. Scudder Kemper has more than 80 years of experience
managing mutual funds and currently has more than $290 billion in assets under
management.

Scudder Kemper takes a team approach to asset management, bringing together
professionals from many investment disciplines. Supporting each team are Scudder
Kemper's many economists, research analysts, traders and other investment
specialists, located across the United States and around the world.

For serving as the fund's investment advisor, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.00%* of average daily net assets.

*        Reflecting the effect of expense limitations and/or fee waivers then in
         effect.

[ICON]--------------------------------------------------------------------------
FUND MANAGERS
                     The following people handle the fund's day-to-day
                     management:

                     Tara C. Kenney               Paul H. Rogers
                     Lead Portfolio Manager       o Began investment career
                     o Began investment career      in 1985
                       in 1984                    o Joined the advisor in
                     o Joined the advisor in 1995   1994
                     o Joined the fund team       o Joined the fund team
                       in 1997                      in 1997

                     Edmund B. Games, Jr.
                     o Began investment career
                       in 1960
                     o Joined the advisor in 1960
                     o Joined the fund team
                       in 1997


THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The fund is managed by a team of investment professionals who work together to
develop the fund's investment strategies.



                         43 | Kemper Latin America Fund
<PAGE>

TICKER SYMBOLS  CLASS: A) KNEAX  B) KNEBX  C) KNECX

Kemper
New Europe Fund

FUND GOAL  The fund seeks long-term capital appreciation.


                          44 | Kemper New Europe Fund

<PAGE>

The Fund's Main Strategy

The fund invests at least 65% of total assets in European common stocks and
other equities (equities that are traded mainly on European markets or are
issued by companies that are based in Europe or do more than half of their
business there). The fund generally focuses on common stocks of companies in the
more established markets of Western and Southern Europe such as Finland,
Germany, France, Italy, Spain and Portugal.

In choosing stocks, the portfolio managers use a combination of three analytical
disciplines:

Bottom-up research. The managers look for individual companies with new or
dominant products or technologies, among other factors.

Growth orientation. The managers look for stocks that seem to offer the
potential for sustainable above-average growth of revenues or earnings relative
to each stock's own market and whose market prices are reasonable in light of
their potential growth.

Top-down analysis. The managers consider the outlook for economic, political,
industrial and demographic trends and how they may affect various countries,
sectors and industries.

The managers may favor securities from different countries and industries at
different times, while still maintaining variety in terms of the countries and
industries represented.

The fund will normally sell a stock when it has reached a target price, the
managers believe other investments offer better opportunities or when adjusting
its exposure to a given country or industry.

[ICON]--------------------------------------------------------------------------
OTHER INVESTMENTS

While most of the fund's equities are common stocks, some may be other types of
equities, such as convertible stocks or preferred stocks. The fund may invest up
to 20% of total assets in European debt securities of any credit quality,
including junk bonds (i.e., grade BB and below). Compared to investment-grade
bonds, junk bonds may pay higher yields and have higher volatility and risk of
default.


                           45 | Kemper New Europe Fund
<PAGE>


The Main Risks Of Investing In The Fund

There are several factors that could hurt fund performance, cause you to lose
money or make the fund perform less well than other investments.

The most important factor with this fund is how European stock markets perform
- -- something that depends on a large number of factors, including economic,
political and demographic trends. When European stock prices fall, you should
expect the value of your investment to fall as well.

The fact that the fund focuses on a single geographical region could affect fund
performance. For example, European companies could be hurt by such factors as
regional economic downturns or difficulties with the European Economic and
Monetary Union (EMU). Eastern European companies can be very sensitive to
political and economic developments. The fact that the fund is not diversified
and may invest in relatively few companies increases its risk, because any
factors affecting a given company could affect performance.

European stocks may at times be more volatile than their U.S. counterparts, for
reasons ranging from political and economic uncertainties to a higher risk that
essential information may be incomplete or wrong. Because a stock represents
ownership in its issuer, stock prices can be hurt by poor management, shrinking
product demand and other business risks. These may affect single companies as
well as groups of companies. In addition, changing currency rates could add to
the fund's investment losses or reduce its investment gains.

Other factors that could affect performance include:

o        the managers could be wrong in their analysis of economic trends,
         countries, industries, companies or other matters

o        growth stocks may be out of favor for certain periods

o        bond investments could be hurt by rising interest rates or declines in
         credit quality

o        at times, market conditions might make it hard to value some
         investments or to get an attractive price for them

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

This fund may appeal to investors who seek long-term growth and want to gain
exposure to Europe's established markets.


                           46 | Kemper New Europe Fund
<PAGE>

Performance

The bar chart shows how the total returns for the fund's Class M shares have
varied from year to year, which may give some idea of risk. The chart doesn't
reflect sales loads; if it did, returns would be lower. The table shows how the
fund's returns over different periods average out.

The performance of Class M shares shown in the bar chart and performance table
reflects performance from when the fund was a closed-end fund (through
09/03/99). Because the fund had no daily sales and redemptions, its performance
as a closed-end fund may have been higher than if it had operated as an open-end
fund.

For context, the table has a broad-based market index (which, unlike the fund,
has no fees or expenses). All figures on this page assume reinvestment of
dividends and distributions. As always, past performance is no guarantee of
future results.

- ------------------------------------------------------------------------------
Annual Total Returns (%) as of 12/31 each year            Class M Shares
- ------------------------------------------------------------------------------

THE ORIGINAL DOCUMENT CONTAINS A BAR CHART HERE

BAR CHART DATA:

1991        3.06
1992       -9.59
1993       25.62
1994       -0.27
1995       18.97
1996       34.38
1997       20.03
1998       34.39
1999       51.83


Best quarter: 37.93%, Q4 '99          Worst quarter: -16.81%, Q3 '98


- --------------------------------------------------------------------------------
Average Annual Total Returns (%) as of 12/31/1999
- --------------------------------------------------------------------------------
                                                                Since
                                Since 12/31/98  Since 12/31/94  2/16/90 Life
                                1 Year          5 Years         of Class
- ------------------------------------------------------------------------------
Class M                         51.83%          31.39%          15.93%
- ------------------------------------------------------------------------------
Index                           16.23           22.54           15.05*
- ------------------------------------------------------------------------------


Index: The Morgan Stanley Capital International Europe Equity Index, an
unmanaged index that is generally representative of the equity securities of the
European markets.

*   Index comparison begins 02/28/90.

Class A, B and C shares do not have a full calendar year of operations and their
performance is not shown above. The performance of Class M shares does not
reflect any sales charges. The performance of the other classes is subject to
sales charges and would be lower.


                           47 | Kemper New Europe Fund
<PAGE>


How Much Investors Pay

This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.

- --------------------------------------------------------------------------------
Fee Table                                        Class A   Class B   Class C
- --------------------------------------------------------------------------------
Shareholder Fees, paid directly from your investment
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed       5.75%    None    None      None
On Purchases (as % of offering price)
- ------------------------------------------------------------------------------
Maximum Deferred Sales Charge (Load)      None*    4.00%   1.00%     None
(as % of redemption proceeds)
- ------------------------------------------------------------------------------
Redemption fee (as % of amount redeemed,  None     None    None      2.00%**
if applicable)
- ------------------------------------------------------------------------------
Exchange Fee                              None     None    None      2.00%**
- ------------------------------------------------------------------------------
Annual Operating Expenses, deducted from fund assets
- ------------------------------------------------------------------------------
Management Fee                            0.75%    0.75%   0.75%     0.75%
- ------------------------------------------------------------------------------
Distribution (12b-1) Fee                  None     0.75    0.75      None
- ------------------------------------------------------------------------------
Other Expenses***                         1.05     1.20    1.20      0.70
- ------------------------------------------------------------------------------
Total Annual Operating Expenses****       1.80     2.70    2.70      1.45
- ------------------------------------------------------------------------------

*        The redemption of shares purchased at net asset value under the Large
         Order NAV Purchase Privilege (see "Policies You Should Know About --
         Policies about transactions") may be subject to a contingent deferred
         sales charge of 1.00% if redeemed within one year of purchase and 0.50%
         if redeemed during the second year following purchase.

**       A 2% redemption fee, which is retained by the fund, is imposed upon
         redemptions or exchanges of shares held less than one year, with
         limited exceptions (see "Policies You Should Know About -- Redemption
         Fee).

***      Includes costs of shareholder servicing, custody, accounting services
         and similar expenses, which may vary with fund size and other factors.

****     The fund was reorganized from a closed-end fund to an open-end fund on
         September 3, 1999. The fees and expenses of open-end funds are, in many
         cases, different than those of closed-end funds. Accordingly, the
         expense ratios shown above are estimated for the fund's current fiscal
         year ending October 31, 2001, based on the fund's current fee schedule
         and expenses incurred by the fund during its most recent fiscal year
         adjusted for any open-end related expenses. By contract, total
         operating expenses are capped at 1.80%, 2.70% and 2.70% for Class A,
         Class B and Class C shares, respectively, through 2/28/2001.


                           48 | Kemper New Europe Fund
<PAGE>


Based on the figures on the previous page (including one year of capped expenses
in each period except for Class M shares), this example is designed to help you
compare the expenses of each share class to those of other funds. The example
assumes operating expenses remain the same and that you invested $10,000, earned
5% annual returns and reinvested all dividends and distributions. This is only
an example; actual expenses will be different.

- --------------------------------------------------------------------------------
Example                          1 Year      3 Years     5 Years    10 Years
- --------------------------------------------------------------------------------
Expenses, assuming you sold your shares at the end of each period
- ------------------------------------------------------------------------------
Class A shares                   $747        $1,109      $1,494      $2,569
- ------------------------------------------------------------------------------
Class B shares                    673         1,138       1,630       2,615
- ------------------------------------------------------------------------------
Class C shares                    373           838       1,430       3,032
- ------------------------------------------------------------------------------
Class M shares                    345           649         976       1,900
- ------------------------------------------------------------------------------
Expenses, assuming you kept your shares
- ------------------------------------------------------------------------------
Class A shares                   $747        $1,109      $1,494      $2,569
- ------------------------------------------------------------------------------
Class B shares                    273           838       1,430       2,615
- ------------------------------------------------------------------------------
Class C shares                    273           838       1,430       3,032
- ------------------------------------------------------------------------------
Class M shares                    345           649         976       1,900
- ------------------------------------------------------------------------------


                           49 | Kemper New Europe Fund
<PAGE>

THE INVESTMENT ADVISOR

The fund's investment advisor is Scudder Kemper Investments, Inc., 345 Park
Avenue, New York, NY. Scudder Kemper has more than 80 years of experience
managing mutual funds and currently has more than $290 billion in assets under
management.

Scudder Kemper takes a team approach to asset management, bringing together
professionals from many investment disciplines. Supporting each team are Scudder
Kemper's many economists, research analysts, traders and other investment
specialists, located across the United States and around the world.

For serving as the fund's investment advisor, Scudder Kemper receives a
management fee from the fund. For the most recent fiscal year, the actual amount
the fund paid in management fees was 0.96% of average daily net assets.

[ICON]--------------------------------------------------------------------------
FUND MANAGERS

                     The following people handle the fund's day-to-day
                     management:

                     Carol L. Franklin            Joan R. Gregory
                     Lead Portfolio Manager       o Began investment career
                     o Began investment career      in 1989
                       in 1975                    o Joined the advisor in
                     o Joined the advisor in 1981   1992
                     o Joined the fund team       o Joined the fund team
                       in 1990                      in 1992

                     Nicholas Bratt               Marc Slendebroek
                     o Began investment career    o Began investment career
                       in 1974                      in 1990
                     o Joined the advisor in 1976 o Joined the advisor in
                     o Joined the fund team         1994
                       in 1999                    o Joined the fund team
                                                    in 1998


THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The fund is managed by a team of investment professionals who work together to
develop the fund's investment strategies.


                           50 | Kemper New Europe Fund
<PAGE>
Other Policies And Risks

While the previous pages describe the main points of each fund's strategy and
risks, there are a few other issues to know about:

o        Although major changes tend to be infrequent, each fund's Board could
         change that fund's investment goal without seeking shareholder
         approval.

o        As a temporary defensive measure, any of these funds could shift up to
         100% of assets into investments such as money market securities. This
         could prevent losses, but would mean that the fund would not be
         pursuing its goal.

o        Scudder Kemper establishes a security's credit quality when it buys the
         security, using independent ratings or, for unrated securities, its own
         credit determination. When ratings don't agree, a fund may use the
         higher rating. If a security's credit quality falls, the advisor will
         determine whether selling it would be in the shareholders' best
         interests.

o        The funds may trade securities more actively than many funds, which
         could mean higher expenses (thus lowering return) and higher taxable
         distributions.

o        Although the managers are permitted to use various types of derivatives
         (contracts whose value is based on, for example, indices, currencies or
         securities), the managers don't intend to use them as principal
         investments, and might not use them at all. With derivatives there is a
         risk that they could produce disproportionate losses.

Keep in mind that there is no assurance that any mutual fund will achieve its
goal.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

This prospectus doesn't tell you about every policy or risk of investing in a
fund. For more information, request a copy of the Statement of Additional
Information (see back cover).

                          51 | Other Policies And Risks

<PAGE>


Euro conversion

Funds that invest in foreign securities could be affected by accounting
differences, changes in tax treatment or other issues related to the conversion
of certain European currencies into the euro, which is already underway. The
investment advisor is working to address euro-related issues as they occur and
has been notified that other key service providers are taking similar steps.
Still, there's some risk that this problem could materially affect a fund's
operation (including its ability to calculate net asset value and to handle
purchases and redemptions), its investments or securities markets in general.

                          51 | Other Policies And Risks

<PAGE>


Financial Highlights

These tables are designed to help you understand each fund's financial
performance in recent years. The figures in the first part of each table are for
a single share. The total return figures represent the percentage that an
investor in a particular fund would have earned (or lost), assuming all
dividends and distributions were reinvested. This information has been audited
by Ernst & Young LLP (except Kemper Global Discovery Fund, which has been
audited by Pricewaterhouse-Coopers LLP), whose reports, along with each fund's
financial statements, are included in that fund's annual report (see
"Shareholder reports" on the back cover).

Kemper Asian Growth Fund

Class A
- ------------------------------------------------------------------------------

Years ended November 30,                  1999      1998     1997    1996(a)
- ------------------------------------------------------------------------------
Net asset value, beginning of period     $5.41     $6.65   $10.04     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss)          (.01)(b)     .11      .08        --
- ------------------------------------------------------------------------------
  Net realized and unrealized gain
  (loss) on investment transactions       2.65     (1.27)   (3.47)       .54
- ------------------------------------------------------------------------------
  Total from investment operations        2.64     (1.16)   (3.39)       .54
- ------------------------------------------------------------------------------
Less distributions from net investment
income                                      --      (.08)      --         --
- ------------------------------------------------------------------------------
Net asset value, end of period           $8.05     $5.41    $6.65    $10.04
- ------------------------------------------------------------------------------
Total return (%) (d)                    48.80(c) (17.66)(c) (33.76)(c) 5.68**
- ------------------------------------------------------------------------------

Ratios to average net assets and supplemental data
- ------------------------------------------------------------------------------
Net assets at end of period ($
thousands)                              12,685     4,047    3,549       827
- ------------------------------------------------------------------------------
Ratio of expenses before expense
reductions (%)                            3.35      2.65     2.62     1.46*
- ------------------------------------------------------------------------------
Ratio of expenses after expense
reductions (%)                            1.76      1.80     1.60     1.46*
- ------------------------------------------------------------------------------
Ratio of net investment income (loss)
(%)                                      (.17)      2.05      .97      .74*
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)                 80       131      155       74*
- ------------------------------------------------------------------------------


(a) For the period from October 21, 1996 (commencement of operations) to
    November 30, 1996.

(b) Based on monthly average shares outstanding during the period.

(c) Total return would have been lower had certain expenses not been reduced.

(d) Total return does not reflect the effect of sales charges.

*   Annualized

**  Not annualized


                            53 | Financial Highlights
<PAGE>


Class B
- ------------------------------------------------------------------------------
Years ended November 30,                  1999      1998     1997    1996(a)
- ------------------------------------------------------------------------------

Net asset value, beginning of period     $5.34    $6.58    $10.03     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss)          (.02)(b)    .06       --        --
- ------------------------------------------------------------------------------
  Net realized and unrealized gain
  (loss) on investment transactions       2.59   (1.28)    (3.45)       .53
- ------------------------------------------------------------------------------
  Total from investment operations        2.57   (1.22)    (3.45)       .53
- ------------------------------------------------------------------------------
Less distributions from net investment
income                                       --    (.02)        --         --
- ------------------------------------------------------------------------------
Net asset value, end of period           $7.91    $5.34     $6.58    $10.03
- ------------------------------------------------------------------------------
Total return (%) (d)                    48.13(c) (18.65)(c)(34.40)(c)5.58**
- ------------------------------------------------------------------------------

Ratios to average net assets and supplemental data
- ------------------------------------------------------------------------------
Net assets at end of period ($
thousands)                               8,674     3,035    2,545       941
- ------------------------------------------------------------------------------
Ratio of expenses before expense
reductions (%)                            4.25      4.29     3.51     2.34*
- ------------------------------------------------------------------------------
Ratio of expenses after expense
reductions (%)                            1.91      2.78     2.57     2.34*
- ------------------------------------------------------------------------------
Ratio of net investment income (loss)
(%)                                      (.32)      1.07       --    (.14)*
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)                 80       131      155       74*
- ------------------------------------------------------------------------------

(a) For the period from October 21, 1996 (commencement of operations) to
    November 30, 1996.

(b) Based on monthly average shares outstanding during the period.

(c) Total return would have been lower had certain expenses not been reduced.

(d) Total return does not reflect the effect of sales charges.

*   Annualized

**  Not annualized



                            54 | Financial Highlights
<PAGE>

Class C
- ------------------------------------------------------------------------------

Years ended November 30,                  1999      1998     1997    1996(a)
- ------------------------------------------------------------------------------
Net asset value, beginning of period     $5.35     $6.60    $10.03     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss)          (.08)(b)     .05       --        --
- ------------------------------------------------------------------------------
  Net realized and unrealized gain
  (loss) on investment transactions       2.56    (1.28)    (3.43)       .53
- ------------------------------------------------------------------------------
  Total from investment operations        2.48    (1.23)    (3.43)       .53
- ------------------------------------------------------------------------------
Less distributions from net investment
income                                       --     (.02)        --         --
- ------------------------------------------------------------------------------
Net asset value, end of period           $7.83     $5.35     $6.60    $10.03
- ------------------------------------------------------------------------------
Total return (%) (d)                    46.36(c)  (18.72)(c)(34.20)(c)5.58**
- ------------------------------------------------------------------------------

Ratios to average net assets and supplemental data
- ------------------------------------------------------------------------------
Net assets at end of period ($
thousands)                               1,182       334      304       180
- ------------------------------------------------------------------------------
Ratio of expenses, before expense
reductions (%)                            5.17      4.56     3.55     2.34*
- ------------------------------------------------------------------------------
Ratio of expenses, after expense
reductions (%)                            2.81      2.71     2.54     2.34*
- ------------------------------------------------------------------------------
Ratio of net investment income (loss)
(%)                                     (1.22)      1.14      .03    (.14)*
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)                 80       131      155       74*
- ------------------------------------------------------------------------------

(a)      For the period from October 21, 1996 (commencement of operations) to
         November 30, 1996.

(b)      Based on monthly average shares outstanding during the period.

(c)      Total return would have been lower had certain expenses not been
         reduced.

(d)      Total return does not reflect the effect of sales charges.

*        Annualized

**       Not annualized

                            55 | Financial Highlights
<PAGE>


Kemper Emerging Markets Growth Fund

Class A

- ------------------------------------------------------------------------------
Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                        $7.80     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss)                             (.02)(a)     .03
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss)                    1.71    (1.73)
- ------------------------------------------------------------------------------
  Total from investment operations                           1.69    (1.70)
- ------------------------------------------------------------------------------
Net asset value, end of period                              $9.49     $7.80
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           21.67    (17.89)
- ------------------------------------------------------------------------------

Ratios to average net assets
- ------------------------------------------------------------------------------
Expenses, before expense reductions (%)                     10.23     22.38
- ------------------------------------------------------------------------------
Expenses, net (%)                                            2.19      2.28
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                            (.22)       .40
- ------------------------------------------------------------------------------

Class B

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

Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------
Net asset value, beginning of period                        $7.74     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment loss                                      (.09)(a)   (.01)
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss)                    1.68    (1.75)
- ------------------------------------------------------------------------------
  Total from investment operations                           1.59    (1.76)
- ------------------------------------------------------------------------------
Net asset value, end of period                              $9.33     $7.74
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           20.54    (18.53)
- ------------------------------------------------------------------------------

Ratios to average net assets
- ------------------------------------------------------------------------------
Expenses, before expense reductions (%)                     11.25     24.06
- ------------------------------------------------------------------------------
Expenses, net (%)                                            3.06      3.18
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                            (.93)     (.50)
- ------------------------------------------------------------------------------


(a) Per share data was determined based on average shares outstanding.

(b) For the period from January 9, 1998 (commencement of operations) to October
    31, 1998.



                            56 | Financial Highlights
<PAGE>

Class C

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

Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------
Net asset value, beginning of period                        $7.76     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss)                             (.10)(a)     .03
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss)                    1.69    (1.71)
- ------------------------------------------------------------------------------
  Total from investment operations                           1.59    (1.74)
- ------------------------------------------------------------------------------
Net asset value, end of period                              $9.35     $7.76
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           20.49    (18.32)
- ------------------------------------------------------------------------------

Ratios to average net assets
- ------------------------------------------------------------------------------
Expenses, before expense reductions (%)                     11.55     24.03
- ------------------------------------------------------------------------------
Expenses, net (%)                                            3.03      3.15
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                           (1.13)     (.47)
- ------------------------------------------------------------------------------

Supplemental data for all classes
- ------------------------------------------------------------------------------
Years ended October 31,                                    1999(a)   1998(b)
- ------------------------------------------------------------------------------
Net assets at end of period                            $3,493,300   1,771,222
- ------------------------------------------------------------------------------
Portfolio turnover rate (annualized) (%)                      78        69
- ------------------------------------------------------------------------------


(a) Per share data was determined based on average shares outstanding.

(b) For the period from January 9, 1998 (commencement of operations) to October
    31, 1998.

Note: Total return does not reflect the effect of any sales charges. Scudder
Kemper Investments, Inc. has agreed to temporarily waive its management fee and
absorb certain operating expenses of the fund.

                            57 | Financial Highlights
<PAGE>



Kemper Global Blue Chip Fund

Class A

- ------------------------------------------------------------------------------
Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------
Net asset value, beginning of period                       $10.21     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income                                    .03(a)       .05
- ------------------------------------------------------------------------------
  Net realized and unrealized gain                           1.64       .66
- ------------------------------------------------------------------------------
  Total from investment operations                           1.67       .71
- ------------------------------------------------------------------------------
Net asset value, end of period                             $11.88    $10.21
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           16.26      7.47
- ------------------------------------------------------------------------------

Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses before expense reductions (%)                       3.35      6.06
- ------------------------------------------------------------------------------
Expenses, net (%)                                            1.80      1.80
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                              .24       .92
- ------------------------------------------------------------------------------

Class B

- ------------------------------------------------------------------------------
Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------
Net asset value, beginning of period                       $10.13     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income                                    (.07)(a)       --
- ------------------------------------------------------------------------------
  Net realized and unrealized gain                           1.61       .63
- ------------------------------------------------------------------------------
  Total from investment operations                           1.54       .63
- ------------------------------------------------------------------------------
Net asset value, end of period                             $11.67    $10.13
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           15.10      6.63
- ------------------------------------------------------------------------------

Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses before expense reductions (%)                       4.54      7.69
- ------------------------------------------------------------------------------
Expenses, net (%)                                            2.68      2.68
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                            (.64)       .04
- ------------------------------------------------------------------------------


(a) Per share data was determined based on monthly average shares outstanding
    during the period.

(b) For the period ended December 31, 1997 (commencement of operations) to
    October 31, 1998.

                            58 | Financial Highlights
<PAGE>


Class C

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

Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------
Net asset value, beginning of period                       $10.14     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income                                     (.07)         --
- ------------------------------------------------------------------------------
  Net realized and unrealized gain                           1.62       .64
- ------------------------------------------------------------------------------
  Total from investment operations                           1.55       .64
- ------------------------------------------------------------------------------
Net asset value, end of period                             $11.69    $10.14
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           15.19      6.74
- ------------------------------------------------------------------------------

Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses before expense reductions (%)                       4.85      7.66
- ------------------------------------------------------------------------------
Expenses, net (%)                                            2.65      2.65
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                            (.61)       .07
- ------------------------------------------------------------------------------

Supplemental data for all classes

- ------------------------------------------------------------------------------
Years ended October 31,                                  1999(a)    1998(b)
- ------------------------------------------------------------------------------
Net assets at end of period                            $22,977,660 9,539,623
- ------------------------------------------------------------------------------
Portfolio turnover rate (annualized) (%)                   68          84
- ------------------------------------------------------------------------------


(a) Per share data was determined based on monthly average shares outstanding
    during the period.

(b) For the period ended December 31, 1997 (commencement of operations) to
    October 31, 1998.

Note: Total return does not reflect the effect of any sales charges. Scudder
Kemper Investments, Inc. has agreed to temporarily waive its management fee and
absorb certain operating expenses of the fund. The Ratios to Average Net Assets
are computed without this expense waiver or absorption.

                            59 | Financial Highlights
<PAGE>

Kemper Global Discovery Fund

Class A

- ------------------------------------------------------------------------------
Years ended October 31,                                      1999    1998(a)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                       $19.78    $23.98
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) (b)                          (.24)     (.09)
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss) on investments     8.51    (4.11)
- ------------------------------------------------------------------------------
  Total from investment operations                           8.27    (4.20)
- ------------------------------------------------------------------------------
Net asset value, end of period                             $28.05    $19.78
- ------------------------------------------------------------------------------
Total return (%) (c)(d)                                     41.61    (17.51)**
- ------------------------------------------------------------------------------

Ratios and Supplemental Data
- ------------------------------------------------------------------------------
Net assets, end of period ($ millions)                         55        11
- ------------------------------------------------------------------------------
Ratio of operating expenses to average daily net assets
(%)                                                          2.01     1.95*
- ------------------------------------------------------------------------------
Ratio of operating expenses, before expense reductions,
to average daily net assets (%)                              2.26     2.20*
- ------------------------------------------------------------------------------
Ratio of net investment income to average daily
net assets (%)                                              (.98)    (1.00)*
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)                                    64        41
- ------------------------------------------------------------------------------


(a) For the period April 16, 1998 (commencement of sales of Class A shares) to
    October 31, 1998.

(b) Based on monthly average shares outstanding during the period.

(c) Total return does not reflect the effect of any sales charges.

(d) Total return would have been lower had certain expenses not been reduced.

*   Annualized

**  Not annualized

                            60 | Financial Highlights
<PAGE>



Class B

- ------------------------------------------------------------------------------
Years ended October 31,                                      1999    1998(a)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                       $19.70    $23.98
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) (b)                          (.43)     (.18)
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss) on investments     8.42    (4.10)
- ------------------------------------------------------------------------------
  Total from investment operations                           7.99    (4.28)
- ------------------------------------------------------------------------------
Net asset value, end of period                             $27.69    $19.70
- ------------------------------------------------------------------------------
Total return (%) (c)(d)                                     40.43    (17.85)**
- ------------------------------------------------------------------------------

Ratios and Supplemental Data
- ------------------------------------------------------------------------------
Net assets, end of period ($ millions)                         27         6
- ------------------------------------------------------------------------------
Ratio of operating expenses to average daily net assets
(%)                                                          2.83     2.83*
- ------------------------------------------------------------------------------
Ratio of operating expenses, before expense reductions,
to average daily net assets (%)                              3.44     3.13*
- ------------------------------------------------------------------------------
Ratio of net investment income to average daily
net assets (%)                                             (1.81)    (1.87)*
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)                                    64        41
- ------------------------------------------------------------------------------


(a) For the period April 16, 1998 (commencement of sales of Class B shares) to
    October 31, 1998.

(b) Based on monthly average shares outstanding during the period.

(c) Total return does not reflect the effect of any sales charges.

(d) Total return would have been lower had certain expenses not been reduced.

*   Annualized

**  Not annualized

                            61 | Financial Highlights
<PAGE>



Class C

- ------------------------------------------------------------------------------
Years ended October 31,                                      1999    1998(a)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                       $19.70    $23.98
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) (b)                          (.43)     (.17)
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss) on investments     8.44    (4.11)
- ------------------------------------------------------------------------------
  Total from investment operations                           8.01    (4.28)
- ------------------------------------------------------------------------------
Net asset value, end of period                             $27.71    $19.70
- ------------------------------------------------------------------------------
Total return (%) (c)(d)                                     40.41    (17.85)**
- ------------------------------------------------------------------------------

Ratios and Supplemental Data
- ------------------------------------------------------------------------------
Net assets, end of period ($ millions)                          8         2
- ------------------------------------------------------------------------------
Ratio of operating expenses to average daily net assets
(%)                                                          2.80     2.80*
- ------------------------------------------------------------------------------
Ratio of operating expenses, before expense reductions,
to average daily net assets (%)                              3.00     3.23*
- ------------------------------------------------------------------------------
Ratio of net investment income to average daily
net assets (%)                                             (1.79)    (1.88)*
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)                                    64        41
- ------------------------------------------------------------------------------


(a) For the period April 16, 1998 (commencement of sales of Class C shares) to
    October 31, 1998.

(b) Based on monthly average shares outstanding during the period.

(c) Total return does not reflect the effect of any sales charges.

(d) Total return would have been lower had certain expenses not been reduced.

*   Annualized

**  Not annualized


                            62 | Financial Highlights
<PAGE>


Kemper Global Income Fund

Class A

- ------------------------------------------------------------------------------
Years ended December 31,         1999      1998     1997      1996     1995
- ------------------------------------------------------------------------------
Net asset value, beginning
of period                       $8.94     $8.58    $8.97     $9.05     $8.55
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) .32(a)    .37(a)   .48(a)    .52(a)       .61
- ------------------------------------------------------------------------------
  Net realized and unrealized
  gain (loss) on investment
  transactions                  (.88)       .50    (.33)     (.02)      1.05
- ------------------------------------------------------------------------------
  Total from investment
  operations                    (.56)       .87      .15       .50      1.66
- ------------------------------------------------------------------------------
Less distributions from:
- ------------------------------------------------------------------------------
  Net investment income         (.13)     (.40)    (.47)     (.58)    (1.16)
- ------------------------------------------------------------------------------
  Tax return of capital         (.27)     (.11)    (.07)        --        --
- ------------------------------------------------------------------------------
  Total distributions           (.40)     (.51)    (.54)     (.58)    (1.16)
- ------------------------------------------------------------------------------
Net asset value, end of period  $7.98     $8.94    $8.58     $8.97     $9.05
- ------------------------------------------------------------------------------
Total return (%) (b)           (6.38)     10.48     1.80      5.87     19.89
- ------------------------------------------------------------------------------

Ratios to average net assets and supplemental data
- ------------------------------------------------------------------------------
Net assets, end of period
($ in thousands)               49,407    69,913   72,145    86,240    102,988
- ------------------------------------------------------------------------------
Ratio of expenses before
expense reductions (%)           1.68      1.58     1.32      1.48      1.34
- ------------------------------------------------------------------------------
Ratio of expenses after
expense reductions (%)           1.67      1.58     1.32      1.48      1.34
- ------------------------------------------------------------------------------
Ratio of net investment
income (loss) (%)                3.80      4.31     5.56      5.77      6.43
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)       165       313      283       276       220
- ------------------------------------------------------------------------------

(a) Based on monthly average shares outstanding during the period.

(b) Total return does not reflect the effect of sales charges.

                            63 | Financial Highlights
<PAGE>


Class B

- ------------------------------------------------------------------------------
Years ended December 31,         1999      1998     1997      1996     1995
- ------------------------------------------------------------------------------
Net asset value, beginning
of period                       $8.96     $8.60    $9.00     $9.09     $8.56
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) .26(a)    .31(a)   .41(a)    .46(a)       .56
- ------------------------------------------------------------------------------
  Net realized and unrealized
  gain (loss) on investment
  transactions                  (.88)       .49    (.33)     (.02)      1.05
- ------------------------------------------------------------------------------
  Total from investment
  operations                    (.62)       .80      .08       .44      1.61
- ------------------------------------------------------------------------------
Less distributions from:
- ------------------------------------------------------------------------------
  Net investment income         (.11)     (.34)    (.42)     (.53)    (1.08)
- ------------------------------------------------------------------------------
  Tax return of capital         (.23)     (.10)    (.06)        --        --
- ------------------------------------------------------------------------------
  Total distributions           (.34)     (.44)    (.48)     (.53)    (1.08)
- ------------------------------------------------------------------------------
Net asset value, end of period  $8.00     $8.96    $8.60     $9.00     $9.09
- ------------------------------------------------------------------------------
Total return (%) (b)           (6.98)      9.56     1.03      5.11     19.21
- ------------------------------------------------------------------------------

Ratios to average net assets and supplemental data
- ------------------------------------------------------------------------------
Net assets, end of period
($ in thousands)                6,955    12,536   25,735    44,678    49,692
- ------------------------------------------------------------------------------
Ratio of expenses before
expense reductions (%)           2.37      2.32     2.18      2.14      1.98
- ------------------------------------------------------------------------------
Ratio of expenses after
expense reductions (%)           2.36      2.32     2.18      2.14      1.98
- ------------------------------------------------------------------------------
Ratio of net investment
income (loss) (%)                3.11      3.57     4.70      5.11      5.79
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)       165       313      283       276       220
- ------------------------------------------------------------------------------

(a) Based on monthly average shares outstanding during the period.

(b) Total return does not reflect the effect of sales charges.


                            64 | Financial Highlights
<PAGE>


Class C

- ------------------------------------------------------------------------------
Years ended December 31,         1999      1998     1997      1996     1995
- ------------------------------------------------------------------------------

Net asset value, beginning
of period                       $8.99     $8.62    $9.02     $9.09     $8.56
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) .27(a)    .32(a)   .42(a)    .48(a)       .57
- ------------------------------------------------------------------------------
  Net realized and unrealized
  gain (loss) on investment
  transactions                  (.90)       .49    (.33)     (.02)      1.05
- ------------------------------------------------------------------------------
  Total from investment
  operations                    (.63)       .81      .09       .46      1.62
- ------------------------------------------------------------------------------
Less distributions from:
- ------------------------------------------------------------------------------
  Net investment income         (.11)     (.34)    (.43)     (.53)    (1.09)
- ------------------------------------------------------------------------------
  Tax return of capital         (.24)     (.10)    (.06)        --        --
- ------------------------------------------------------------------------------
  Total distributions           (.35)     (.44)    (.49)     (.53)    (1.09)
- ------------------------------------------------------------------------------
Net asset value, end of period  $8.01     $8.99    $8.62     $9.02     $9.09
- ------------------------------------------------------------------------------
Total return (%) (b)           (7.06)      9.72     1.09      5.31     19.26
- ------------------------------------------------------------------------------

Ratios to average net assets and supplemental data
- ------------------------------------------------------------------------------
Net assets, end of period
($ in thousands)                1,340     2,346    1,149       821       253
- ------------------------------------------------------------------------------
Ratio of expenses before
expense reductions (%)           2.32      2.13     2.11      2.06      2.06
- ------------------------------------------------------------------------------
Ratio of expenses after
expense reductions (%)           2.31      2.13     2.11      2.06      2.06
- ------------------------------------------------------------------------------
Ratio of net investment
income (loss) (%)                3.16      3.76     4.77      5.19      5.71
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)       165       313      283       276       220
- ------------------------------------------------------------------------------

Notes:
(a) Based on monthly average shares outstanding during the period.
(b) Total return does not reflect the effect of sales charges.

                            65 | Financial Highlights
<PAGE>

Kemper International Fund

Class A

- -------------------------------------------------------------------------------
Years ended October 31,                1999     1998    1997    1996    1995
- -------------------------------------------------------------------------------

Net asset value, beginning of year   $12.10    $12.68  $11.96  $10.59  $11.13
- -------------------------------------------------------------------------------
Income from investment operations:
- -------------------------------------------------------------------------------
  Net investment income (loss)        (.01)       .04      --     .04     .07
- -------------------------------------------------------------------------------
  Net realized and unrealized gain     2.57       .01    1.52    1.50     .05
- -------------------------------------------------------------------------------
  Total from investment operations     2.56       .05    1.52    1.54     .12
- -------------------------------------------------------------------------------
Less dividends:
- -------------------------------------------------------------------------------
  Distribution from net
  investment income                      --     (.08)   (.12)   (.12)      --
- -------------------------------------------------------------------------------
  Distribution from net
  realized gain                      (1.81)     (.55)   (.68)   (.05)   (.66)
- -------------------------------------------------------------------------------
  Total dividends                    (1.81)     (.63)   (.80)   (.17)   (.66)
- -------------------------------------------------------------------------------
Net asset value, end of year         $12.85    $12.10  $12.68  $11.96  $10.59
- -------------------------------------------------------------------------------
Total return (%)                     23.47(a)     .45   13.49   14.70    1.69
- -------------------------------------------------------------------------------

Ratios to average net assets
- -------------------------------------------------------------------------------
Expenses, before expense reductions
(%)                                    1.59      1.64    1.57    1.64    1.57
- -------------------------------------------------------------------------------
Expenses, net (%)                      1.59      1.64    1.57    1.64    1.57
- -------------------------------------------------------------------------------
Net investment income (loss) (%)      (.12)       .36     .16     .34     .83
- -------------------------------------------------------------------------------

                            66 | Financial Highlights
<PAGE>


Class B

- -------------------------------------------------------------------------------
Years ended October 31,                1999    1998    1997    1996    1995
- -------------------------------------------------------------------------------
Net asset value, beginning of year   $11.90   $12.50  $11.81  $10.46  $11.09
- -------------------------------------------------------------------------------
Income from investment operations:
- -------------------------------------------------------------------------------
  Net investment income (loss)        (.11)    (.08)   (.12)   (.06)   (.02)
- -------------------------------------------------------------------------------
  Net realized and unrealized gain     2.52      .03    1.51    1.47     .05
- -------------------------------------------------------------------------------
  Total from investment operations     2.41    (.05)    1.39    1.41     .03
- -------------------------------------------------------------------------------
Less dividends:
- -------------------------------------------------------------------------------
  Distribution from net
  investment income                      --       --   (.02)   (.01)      --
- -------------------------------------------------------------------------------
  Distribution from net
  realized gain                      (1.81)    (.55)   (.68)   (.05)   (.66)
- -------------------------------------------------------------------------------
  Total dividends                    (1.81)    (.55)   (.70)   (.06)   (.66)
- -------------------------------------------------------------------------------
Net asset value, end of period       $12.50   $11.90  $12.50  $11.81  $10.46
- -------------------------------------------------------------------------------
Total return (%)                     22.50(a)  (.37)   12.32   13.59     .84
- -------------------------------------------------------------------------------

Ratios to average net assets
- -------------------------------------------------------------------------------
Expenses, before expense
reductions (%)                         2.44     2.62    2.57    2.53    2.50
- -------------------------------------------------------------------------------
Expenses, net (%)                      2.43     2.62    2.57    2.53    2.50
- -------------------------------------------------------------------------------
Net investment income (loss) (%)      (.96)    (.62)   (.84)   (.55)   (.10)
- ------------------------------------------------------------------------------

(a)      If the Advisor had not reimbursed the fund, the total return for the
         year ended October 31, 1999 would have been lower.

                            67 | Financial Highlights
<PAGE>

Class C

- ------------------------------------------------------------------------------
Years ended October 31,                1999    1998    1997    1996    1995
- ------------------------------------------------------------------------------
Net asset value, beginning of period $11.91   $12.51  $11.81  $10.46  $11.09
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss)        (.10)    (.08)   (.09)   (.06)   (.02)
- ------------------------------------------------------------------------------
  Net realized and unrealized gain     2.51      .03    1.49    1.47     .05
- ------------------------------------------------------------------------------
  Total from investment operations     2.41    (.05)    1.40    1.41     .03
- ------------------------------------------------------------------------------
Less dividends:
- ------------------------------------------------------------------------------
  Distribution from net
  investment income                      --       --   (.02)   (.01)      --
- ------------------------------------------------------------------------------
  Distribution from net
  realized gain                      (1.81)    (.55)   (.68)   (.05)   (.66)
- ------------------------------------------------------------------------------
  Total dividends                    (1.81)    (.55)   (.70)   (.06)   (.66)
- ------------------------------------------------------------------------------
Net asset value, end of period       $12.51   $11.91  $12.51  $11.81  $10.46
- ------------------------------------------------------------------------------
Total return (%)                     22.49(a)  (.37)   12.45   13.59     .84
- ------------------------------------------------------------------------------
Ratios to average net assets
- ------------------------------------------------------------------------------
Expenses, before expense
reductions (%)                         2.33     2.55    2.49    2.50    2.50
- ------------------------------------------------------------------------------
Expenses, net (%)                      2.32     2.55    2.49    2.50    2.50
- ------------------------------------------------------------------------------
Net investment income (loss) (%)      (.85)    (.55)   (.76)   (.52)   (.10)
- ------------------------------------------------------------------------------

Supplemental data for all classes

- ------------------------------------------------------------------------------
Years ended October 31,              1999     1998    1997     1996    1995
- ------------------------------------------------------------------------------
Net assets at end of year
(in thousands)                     $658,211  604,684 588,069 472,243  364,708
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)           140       105      76     104      114
- ------------------------------------------------------------------------------

(a) If the Advisor had not reimbursed the fund, the total return for the year
    ended October 31, 1999 would have been lower.

Note: Total return does not reflect the effect of any sales charges. Per share
data were determined based on average shares outstanding for the years ended
1995, 1996 and 1998, respectively.

                            68 | Financial Highlights
<PAGE>

Kemper Latin America Fund

Class A

- ------------------------------------------------------------------------------
Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                        $7.31     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income                                       .07       .06
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss)                     .80    (2.25)
- ------------------------------------------------------------------------------
  Total from investment operations                            .87    (2.19)
- ------------------------------------------------------------------------------
Distribution from net investment income                     (.06)         --
- ------------------------------------------------------------------------------
Net asset value, end of period                              $8.12     $7.31
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           12.01    (23.05)
- ------------------------------------------------------------------------------

Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses, before expense reductions (%)                      9.16     12.75
- ------------------------------------------------------------------------------
Expenses, net (%)                                            2.19      2.21
- ------------------------------------------------------------------------------
Net investment income (%)                                     .87      1.38
- ------------------------------------------------------------------------------

Class B

- ------------------------------------------------------------------------------
Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                        $7.26     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income                                     (.01)       .04
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss)                     .81    (2.28)
- ------------------------------------------------------------------------------
  Total from investment operations                            .80    (2.24)
- ------------------------------------------------------------------------------
Net asset value, end of period                              $8.06     $7.26
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           11.02    (23.58)
- ------------------------------------------------------------------------------

Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses, before expense reductions (%)                      9.93     14.38
- ------------------------------------------------------------------------------
Expenses, net (%)                                            3.06      3.09
- ------------------------------------------------------------------------------
Net investment income (%)                                   (.13)       .50
- ------------------------------------------------------------------------------

(a) Per share data was determined based on monthly average shares outstanding
    during the period.

(b) For the period from December 31, 1997 (commencement of operations) to
    October 31, 1998.

                            69 | Financial Highlights
<PAGE>

Class C

- ------------------------------------------------------------------------------
Years ended October 31,                                     1999(a)  1998(b)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                        $7.26     $9.50
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income                                         --       .04
- ------------------------------------------------------------------------------
  Net realized and unrealized gain (loss)                     .80    (2.28)
- ------------------------------------------------------------------------------
  Total from investment operations                            .80    (2.24)
- ------------------------------------------------------------------------------

Net asset value, end of period                              $8.06     $7.26
- ------------------------------------------------------------------------------
Total return (not annualized) (%)                           11.02    (23.58)
- ------------------------------------------------------------------------------
Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses, before expense reductions (%)                     10.73     14.34
- ------------------------------------------------------------------------------
Expenses, net (%)                                            3.04      3.06
- ------------------------------------------------------------------------------
Net investment income (%)                                   (.02)       .53
- ------------------------------------------------------------------------------

Supplemental data for all classes

- ------------------------------------------------------------------------------
Years ended October 31,                                   1999(a)     1998(b)
- ------------------------------------------------------------------------------
Net assets at end of period                              $2,462,031  1,460,498
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)                                  76         55
- ------------------------------------------------------------------------------

(a) Per share data was determined based on monthly average shares outstanding
    during the period.

(b) For the period from December 31, 1997 (commencement of operations) to
    October 31, 1998.

Note: Total return does not reflect the effect of any sales charges. Scudder
Kemper Investments, Inc. has agreed to temporarily waive its management fee and
absorb certain operating expenses of the fund.


                            70 | Financial Highlights
<PAGE>

Kemper New Europe Fund

Class A
- ------------------------------------------------------------------------------
                                                                     1999(a)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                                 $14.27
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) (b)                                    (.03)
- ------------------------------------------------------------------------------
  Net realized and unrealized gain                                      .63
- ------------------------------------------------------------------------------
  Total from investment operations                                      .60
- ------------------------------------------------------------------------------
Net asset value, end of period                                       $14.87
- ------------------------------------------------------------------------------
Total return (not annualized) (%) (c)                                  4.20
- ------------------------------------------------------------------------------

Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses (%)                                                           1.63
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                                     (1.21)
- ------------------------------------------------------------------------------

Class B

- ------------------------------------------------------------------------------
                                                                     1999(a)
- ------------------------------------------------------------------------------
Net asset value, beginning of period                                 $13.91
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) (b)                                    (.05)
- ------------------------------------------------------------------------------
  Net realized and unrealized gain                                      .63
- ------------------------------------------------------------------------------
  Total from investment operations                                      .58
- ------------------------------------------------------------------------------
Net asset value, end of period                                       $14.49
- ------------------------------------------------------------------------------
Total return (not annualized) (%) (c)                                  4.17
- ------------------------------------------------------------------------------
Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses (%)                                                           2.36
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                                     (1.95)
- ------------------------------------------------------------------------------

(a) For the period September 3, 1999 (commencement of Class) to October 31,
    1999.

(b) Based on monthly average shares outstanding during the period.

(c) Total investment returns reflect changes in net asset value per share during
    each period and assume that dividends and capital gains distributions, if
    any, were reinvested.

                            71 | Financial Highlights
<PAGE>


Class C

- ------------------------------------------------------------------------------
                                                                     1999(a)
- ------------------------------------------------------------------------------

Net asset value, beginning of period                                 $14.02
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) (b)                                    (.04)
- ------------------------------------------------------------------------------
  Net realized and unrealized gain                                      .64
- ------------------------------------------------------------------------------
  Total from investment operations                                      .60
- ------------------------------------------------------------------------------
Net asset value, end of period                                       $14.62
- ------------------------------------------------------------------------------
Total return (not annualized) (%) (c)                                  4.28
- ------------------------------------------------------------------------------

Ratios to average net assets (annualized)
- ------------------------------------------------------------------------------
Expenses (%)                                                           2.40
- ------------------------------------------------------------------------------
Net investment income (loss) (%)                                     (1.99)
- ------------------------------------------------------------------------------

(a) For the period September 3, 1999 (commencement of Class) to October 31,
    1999.

(b) Based on monthly average shares outstanding during the period.

(c) Total investment returns reflect changes in net asset value per share during
    each period and assume that dividends and capital gains distributions, if
    any, were reinvested.

Note: Total return does not reflect the effect of any sales charges. Prior to
September 3, 1999, the fund operated as a closed-end investment company. On
September 3, 1999, the fund became an open-end investment company and offered
three additional classes of shares.

                            72 | Financial Highlights
<PAGE>


Class M

- ------------------------------------------------------------------------------
Years ended October 31,              1999     1998     1997    1996    1995
- ------------------------------------------------------------------------------

Net asset value, beginning
of period                          $22.23    $19.96  $16.60   $13.24  $11.61
- ------------------------------------------------------------------------------
Income from investment operations:
- ------------------------------------------------------------------------------
  Net investment income (loss) (a) (.00)(c)   (.00)   (.01)      .05     .05
- ------------------------------------------------------------------------------
  Net realized and unrealized
  gain (loss) on investment
  transactions                       4.62      4.47    3.43     3.36    1.58
- ------------------------------------------------------------------------------
  Total from investment operations   4.62      4.47    3.42     3.41    1.63
- ------------------------------------------------------------------------------
Less distributions from:
- ------------------------------------------------------------------------------
  Net investment income             (.03)     (.09)   (.06)    (.05)      --
- ------------------------------------------------------------------------------
  Net realized gains on
  investment transactions          (6.36)    (2.11)      --       --      --
- ------------------------------------------------------------------------------
  Total distributions              (6.39)    (2.20)   (.06)    (.05)      --
- ------------------------------------------------------------------------------
Redemption fees                       .13        --      --       --      --
- ------------------------------------------------------------------------------
Net asset value, end of period     $20.59    $22.23  $19.96   $16.60  $13.24
- ------------------------------------------------------------------------------
Total return (%)
- ------------------------------------------------------------------------------
  Per share net asset value (%)
  (b)(d)                            27.95     27.70   20.66    25.92   14.04
- ------------------------------------------------------------------------------

Ratios to average net assets
- ------------------------------------------------------------------------------
Expenses (%)                       1.68(e)     1.41    1.49     1.51    1.62
- ------------------------------------------------------------------------------
Net investment income (loss) (%)    (.00)     (.01)   (.03)      .31     .39
- ------------------------------------------------------------------------------

Supplemental data for all classes
- ------------------------------------------------------------------------------
Years ended October 31,              1999     1998    1997     1996    1995
- ------------------------------------------------------------------------------
Net assets at end of period ($
millions)                            $295       359     320     266      213
- ------------------------------------------------------------------------------
Portfolio turnover rate (%)          57.8      41.4    44.7    35.3     32.4
- ------------------------------------------------------------------------------


(a) Based on monthly average shares outstanding during the period.

(b) Total investment returns reflect changes in net asset value per share during
    each period and assume that dividends and capital gains distributions, if
    any, were reinvested.

(c) Net investment income per share includes non-recurring dividend income
    amounting to $.08 per share.

(d) The performance of Class M shares reflects performance of the fund in
    closed-end form. The fund's performance may have been lower if it had
    operated as an open-end fund during these periods.

(e) Includes reorganization expense ratio of .20%.

Note: Total return does not reflect the effect of any sales charges.


                            73 | Financial Highlights
<PAGE>

Investing In The Funds

The following pages tell you about many of the services, choices and benefits of
being a Kemper Funds shareholder. You'll also find information on how to check
the status of your account using the method that's most convenient for you.

You can find out more about the topics covered here by speaking with your
financial representative or a representative of your workplace retirement plan
or other investment provider.

<PAGE>

Choosing A Share Class

In this prospectus, there are three share classes for each fund. Each class has
its own fees and expenses, offering you a choice of cost structures.

For Kemper New Europe Fund, Class M shares represent the initial shares of the
fund and are no longer offered. Class M shares are not subject to a contingent
deferred sales charge or a Rule 12b-1 distribution fee. Class M shares are
subject to a 2% fee on all redemptions (including redemptions in kind) and
exchanges. Class M shares will automatically convert to Class A shares on
September 3, 2000.

Before you invest, take a moment to look over the characteristics of each share
class, so that you can be sure to choose the class that's right for you. You may
want to ask your financial representative to help you with this decision.

We describe each share class in detail on the following pages. But first, you
may want to look at the table below, which gives you a brief comparison of the
main features of each class.


- ------------------------------------------------------------------------------
Classes and features                    Points to help you compare
- ------------------------------------------------------------------------------

Class A

o  Sales charges of up to 5.75%,        o  Some investors may be able to
   charged when you buy shares             reduce or eliminate their sales
                                           charges; see page 84
o  In most cases, no charges when you
   sell shares                          o  Total annual expenses are lower
                                           than those for Class B or Class C
o  No distribution fee
- ------------------------------------------------------------------------------

Class B

o  No charges when you buy shares       o  The deferred sales charge rate
                                           falls to zero after six years
o  Deferred sales charge of up to
   4.00%, charged when you sell shares  o  Shares automatically convert to
   you bought within the last six years    Class A six years after purchase,
                                           which means lower annual expenses
o  0.75% distribution fee                  going forward
- ------------------------------------------------------------------------------

Class C

o  No charges when you buy shares       o  The deferred sales charge rate is
                                           lower, but your shares never convert
o  Deferred sales charge of 1.00%,         to Class A, so annual expenses
   charged when you sell shares you        remain higher
   bought within the last year

o  0.75% distribution fee
- ------------------------------------------------------------------------------



                           75 | Choosing A Share Class
<PAGE>


Class A shares

Class A shares have a sales charge that varies with the amount you invest:

All funds except Kemper Global Income Fund

                    Sales charge     Sales charge
                      as a % of        as a % of your
Your investment    offering price   net investment
- ---------------------------------------------------------
Up to $50,000         5.75%            6.10%
- ---------------------------------------------------------
$50,000-$99,999       4.50             4.71
- ---------------------------------------------------------
$100,000-$249,999     3.50             3.63
- ---------------------------------------------------------
$250,000-$499,999     2.60             2.67
- ---------------------------------------------------------
$500,000-$999,999     2.00             2.04
- ---------------------------------------------------------
$1 million or more    See page 85
- ---------------------------------------------------------

Kemper Global Income Fund

                    Sales charge     Sales charge
                      as a % of        as a % of your
Your investment    offering price   net investment
- ---------------------------------------------------------
Up to $100,000        4.50%            4.71%
- ---------------------------------------------------------
$100,000-$249,999     3.50             3.63
- ---------------------------------------------------------
$250,000-$499,999     2.60             2.67
- ---------------------------------------------------------
$500,000-$999,999     2.00             2.04
- ---------------------------------------------------------
$1 million or more    See page 85
- ---------------------------------------------------------


The offering price includes the sales charge.

                           76 | Choosing A Share Class
<PAGE>



You may be able to lower your Class A sales charges if:

o        you plan to invest at least $50,000 ($100,000 for Kemper Global Income
         Fund) over the next 24 months ("letter of intent")

o        the amount of Kemper shares you already own (including shares in
         certain other Kemper funds) plus the amount you're investing now is at
         least $50,000 ($100,000 for Kemper Global Income Fund) ("cumulative
         discount")

o        you are investing a total of $50,000 ($100,000 for Kemper Global Income
         Fund) or more in several Kemper funds at once ("combined purchases")

The point of these three features is to let you count investments made at other
times for purposes of calculating your present sales charge. Any time you can
use the privileges to "move" your investment into a lower sales charge category
in the table above, it's generally beneficial for you to do so. You can take
advantage of these methods by filling in the appropriate sections of your
application or by speaking with your financial representative.

                           77 | Choosing A Share Class
<PAGE>


You may be able to buy Class A shares without sales charges when you are:

o        reinvesting dividends or distributions

o        investing through certain workplace retirement plans

o        participating in an investment advisory program under which you pay a
         fee to an investment advisor or other firm for portfolio management
         services

There are a number of additional provisions that apply in order to be eligible
for a sales charge waiver. The fund may waive the sales charges for investors in
other situations as well. Your financial representative or Kemper can answer
your questions and help you determine if you are eligible.

If you're investing $1 million or more, either as a lump sum or through one of
the sales charge reduction features described on the previous page, you may be
eligible to buy Class A shares without sales charges. However, you may be
charged a contingent deferred sales charge (CDSC) of 1.00% on any shares you
sell within the first year of owning them, and a similar charge of 0.50% on
shares you sell within the second year of owning them. This CDSC is waived under
certain circumstances (see "Policies You Should Know About"). Your financial
representative or Kemper can answer your questions and help you determine if
you're eligible.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

Class A shares may make sense for long-term investors, especially those who are
eligible for reduced or eliminated sales charges.




                             78 | Choosing A Share Class
<PAGE>

Class B shares

With Class B shares, you pay no up-front sales charges to the fund. Class B
shares do have a 12b-1 plan, under which a distribution fee of 0.75% is deducted
from fund assets each year. This means the annual expenses for Class B shares
are somewhat higher (and their performance correspondingly lower) compared to
Class A shares, which don't have a 12b-1 fee. After six years, Class B shares
automatically convert to Class A, which has the net effect of lowering the
annual expenses from the seventh year on.

Class B shares have a contingent deferred sales charge (CDSC). This charge
declines over the years you own shares, and disappears completely after six
years of ownership. But for any shares you sell within those six years, you may
be charged as follows:

Year after you bought shares   CDSC on shares you sell
- -----------------------------------------------------------
First year                     4.00%
- -----------------------------------------------------------
Second or third year           3.00
- -----------------------------------------------------------
Fourth or fifth year           2.00
- -----------------------------------------------------------
Sixth year                     1.00
- -----------------------------------------------------------
Seventh year and later         None
                               (automatic conversion to
                               Class A)
- -----------------------------------------------------------


This CDSC is waived under certain circumstances (see "Policies You Should Know
About"). Your financial representative or Kemper can answer your questions and
help you determine if you're eligible.

While Class B shares don't have any front-end sales charges, their higher annual
expenses (due to 12b-1 fees) mean that over the years you could end up paying
more than the equivalent of the maximum allowable front-end sales charge.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

Class B shares are designed for long-term investors who prefer to see all of
their investment go to work right away, and can accept somewhat higher annual
expenses.

                           79 | Choosing A Share Class
<PAGE>


Class C shares

Like Class B shares, Class C shares have no up-front sales charges and have a
12b-1 plan under which a distribution fee of 0.75% is deducted from fund assets
each year. Because of this fee, the annual expenses for Class C shares are
similar to those of Class B shares, but higher than those for Class A shares
(and the performance of Class C shares is correspondingly lower than that of
Class A).

Unlike Class B shares, Class C shares do NOT automatically convert to Class A
after six years, so they continue to have higher annual expenses.

Class C shares have a contingent deferred sales charge (CDSC), but only on
shares you sell within one year of buying them:


Year after you bought shares    CDSC on shares you sell
- ----------------------------------------------------------
First year                      1.00%
- ----------------------------------------------------------
Second year and later           None
- ----------------------------------------------------------

This CDSC is waived under certain circumstances (see "Policies You Should Know
About"). Your financial representative or Kemper can answer your questions and
help you determine if you're eligible.

While Class C shares don't have any front-end sales charges, their higher annual
expenses (due to 12b-1 fees) mean that over the years you could end up paying
more than the equivalent of the maximum allowable front-end sales charge.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

Class C shares may appeal to investors who plan to sell shares within six years
of buying them, or who aren't certain of their investment time horizon.


                           80 | Choosing A Share Class
<PAGE>


How to Buy Shares

Once you've chosen a share class, use these instructions to make investments.
Make out any checks to "Kemper Funds."

- ------------------------------------------------------------------------------
First investment                        Additional investments
- ------------------------------------------------------------------------------

$1,000 or more for regular accounts     $100 or more for regular accounts

$250 or more for IRAs                   $50 or more for IRAs

                                        $50 or more with an Automatic
                                        Investment Plan
- ------------------------------------------------------------------------------

Through a financial representative

o  Contact your representative using    o  Contact your representative using
   the method that's most convenient for   the method that's most convenient
   you                                     for you
- ------------------------------------------------------------------------------

By mail or express mail (see below)

o  Fill out and sign an application     o  Send a check and a Kemper
                                           investment slip to us at the
o  Send it to us at the appropriate        appropriate address below
   address, along with an investment
   check                                o  If you don't have an investment
                                           slip, simply include a letter with
                                           your name, account number, the full
                                           name of the fund and the share class
                                           and your investment instructions
- ------------------------------------------------------------------------------

By wire
o  Call (800) 621-1048 for instructions o  Call (800) 621-1048 for instructions
- ------------------------------------------------------------------------------

By phone

- --                                      o  Call (800) 621-1048 for
                                           instructions
- ------------------------------------------------------------------------------

With an automatic investment plan

- --                                      o  To set up regular investments,
                                           call (800) 621-1048
- ------------------------------------------------------------------------------

On the Internet

o  Follow the instructions at           o  Follow the instructions at
   www.kemper.com                          www.kemper.com
- ------------------------------------------------------------------------------


Regular mail: Kemper Funds, PO Box 219415, Kansas City, MO 64121-9415

Express, registered or certified mail:
Kemper Service Company, 811 Main Street, Kansas City, MO 64105-2005

Fax number: (800) 818-7526 (for exchanging and selling only)


                             81 | How to Buy Shares
<PAGE>

How to Exchange Or Sell Shares

Use these instructions to exchange or sell shares in your account.



- ------------------------------------------------------------------------------
Exchanging into another fund            Selling shares
- ------------------------------------------------------------------------------

$1,000 or more to open a new account    Some transactions, including most
                                        for over $50,000, can only be
$100 or more for exchanges between      ordered in writing with a signature
existing accounts                       guarantee; if you're in doubt, see
                                        page 92
- ------------------------------------------------------------------------------

Through a financial representative

o  Contact your representative by the   o  Contact your representative by
   method that's most convenient           the method that's most convenient
   for you                                 for you
- ------------------------------------------------------------------------------

By phone or wire
o  Call (800) 621-1048 for instructions o  Call (800) 621-1048 for instructions
- ------------------------------------------------------------------------------

By mail, express mail or fax
(see previous page)
                                        Write a letter that includes:
Write a letter that includes:
                                        o  the fund, class and account
o  the fund, class and account number   number from which you want to sell
you're exchanging out of                shares

o  the dollar amount or number of       o  the dollar amount or number of
shares you want to exchange             shares you want to sell

o  the name and class of the fund you   o  your name(s), signature(s) and
want to exchange into                   address, as they appear on your
                                        account
o  your name(s), signature(s) and
   address, as they appear on your account o  a daytime telephone number

o  a daytime telephone number
- ------------------------------------------------------------------------------

With a systematic exchange plan         With a systematic withdrawal plan

o  To set up regular exchanges from a   o  To set up regular cash payments
   Kemper fund account, call               from a Kemper fund account, call
   (800) 621-1048                          (800) 621-1048
- ------------------------------------------------------------------------------

On the Internet

o  Follow the instructions at           o  Follow the instructions at
   www.kemper.com                          www.kemper.com
- ------------------------------------------------------------------------------

                       82 | How to Exchange or Sell Shares
<PAGE>

Policies You Should Know About

Along with the instructions on the previous pages, the policies below may affect
you as a shareholder.

If you are investing through an investment provider, check the materials you
received from them. As a general rule, you should follow the information in
those materials wherever it contradicts the information given here. Please note
that an investment provider may charge its own fees.

Policies about transactions

The funds are open for business each day the New York Stock Exchange is open.
Each fund calculates its share price every business day, as of the close of
regular trading on the Exchange (typically 3 p.m. Central time, but sometimes
earlier, as in the case of scheduled half-day trading or unscheduled suspensions
of trading).

You can place an order to buy or sell shares at any time. Once your order is
received by Kemper Service Company, and they have determined that it is a "good
order," it will be processed at the next share price calculated.

Because orders placed through investment providers must be forwarded to Kemper
Service Company before they can be processed, you'll need to allow extra time. A
representative of your investment provider should be able to tell you when your
order will be processed.

KemperACCESS, the Kemper Automated Information Line, is available 24 hours a day
by calling (800) 972-3060. You can use Kemper ACCESS to get information on
Kemper funds generally and on accounts held directly at Kemper. You can also use
it to make exchanges and sell shares.



                       83 | Policies You Should Know About

<PAGE>

EXPRESS-Transfer lets you set up a link between a Kemper account and a bank
account. Once this link is in place, you can move money between the two with a
phone call. You'll need to make sure your bank has Automated Clearing House
(ACH) services. Transactions take two to three days to be completed, and there
is a $100 minimum. To set up EXPRESS-Transfer on a new account, see the account
application; to add it to an existing account, call (800) 621-1048.

Share certificates are available on written request. However, we don't recommend
them unless you want them for a specific purpose, because they can only be sold
by mailing them in, and if they're ever lost they're difficult and expensive to
replace.

When you call us to sell shares, we may record the call, ask you for certain
information or take other steps designed to prevent fraudulent orders. It's
important to understand that, with respect to certain pre-authorized privileges,
as long as we take reasonable steps to ensure that an order appears genuine, we
are not responsible for any losses that may occur.

When you ask us to send or receive a wire, please note that while we don't
charge a fee to send or receive wires, it's possible that your bank may do so.
Wire transactions are normally completed within 24 hours. The funds can only
send or accept wires of $1,000 or more.

Exchanges among Kemper funds are an option for most shareholders. Exchanges are
a shareholder privilege, not a right: we may reject any exchange order,
particularly when there appears to be a pattern of "market timing" or other
frequent purchases and sales. We may also reject or limit purchase orders, for
these or other reasons.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

The Kemper Web site can be a valuable resource for shareholders with Internet
access. Go to www.kemper.com to get up-to-date information, review balances or
even place orders for exchanges.


                       84 | Policies You Should Know About

<PAGE>



When you want to sell more than $50,000 worth of shares, or send the proceeds to
a third party or to a new address, you'll usually need to place your order in
writing and include a signature guarantee. The only exception is if you want
money wired to a bank account that is already on file with us; in that case, you
don't need a signature guarantee. Also, you don't need a signature guarantee for
an exchange, although we may require one in certain other circumstances.

A signature guarantee is simply a certification of your signature -- a valuable
safeguard against fraud. You can get a signature guarantee from most brokers,
banks, savings institutions and credit unions. Note that you can't get a
signature guarantee from a notary public.

When you sell shares that have a contingent deferred sales charge (CDSC), we
calculate the CDSC as a percentage of what you paid for the shares or what you
are selling them for -- whichever results in the lowest charge to you. In
processing orders to sell shares, we turn to the shares with the lowest CDSC
first. Exchanges from one Kemper fund into another don't affect CDSCs: for each
investment you make, the date you first bought Kemper shares is the date we use
to calculate a CDSC on that particular investment.

There are certain cases in which you may be exempt from a CDSC. These include:

o        the death or disability of an account owner (including a joint owner)

o        withdrawals made through a systematic withdrawal plan

o        withdrawals related to certain retirement or benefit plans

o        redemptions for certain loan advances, hardship provisions or returns
         of excess contributions from retirement plans

o        For Class A shares purchased through the Large Order NAV Purchase
         Privilege, redemption of shares whose dealer of record at the time of
         the investment notifies Kemper Distributors that the dealer is waiving
         the applicable commission.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

If you ever have difficulty placing an order by phone or fax, you can always
send us your order in writing.

                       85 | Policies You Should Know About

<PAGE>


In each of these cases, there are a number of additional provisions that apply
in order to be eligible for a CDSC waiver. Your financial representative or
Kemper can answer your questions and help you determine if you are eligible.

If you sell shares in a Kemper fund and then decide to invest with Kemper again
within six months, you can take advantage of the "reinstatement feature." With
this feature, you can put your money back into the same class of a Kemper fund
at its current NAV and for purposes of sales charges it will be treated as if it
had never left Kemper. You'll also be reimbursed (in the form of fund shares)
for any CDSC you paid when you sold your shares. Future CDSC calculations will
be based on your original investment date, rather than your reinstatement date.
There is also an option that lets investors who sold Class B shares buy Class A
shares with no sales charge, although they won't be reimbursed for any CDSC they
paid. You can only use the reinstatement feature once for any given group of
shares. To take advantage of this feature, contact Kemper or your financial
representative.

Money from shares you sell is normally sent out within one business day of when
your order is processed, although it could be delayed for up to seven days.
There are also two circumstances when it could be longer: when you are selling
shares you bought recently by check and that check hasn't cleared yet (maximum
delay: 10 days) or when unusual circumstances prompt the SEC to allow further
delays. Certain expedited redemption processes may also be delayed when you are
selling recently purchased shares.


                       86 | Policies You Should Know About
<PAGE>

Redemption Fee (Class M shares)

Upon the redemption or exchange of Class M shares of the fund (including
redemptions in kind) until September 3, 2000, a fee of 2% of the current net
asset value of the shares will be assessed and retained by the fund for the
benefit of the remaining shareholders. This fee is intended to discourage short
term trading in a vehicle intended for long term investment, to avoid
transaction and other expenses caused by early redemptions and to facilitate
portfolio management. The fee is not a deferred sales charge and is not a
commission paid to the investment manager or its subsidiaries. The fund reserves
the right to modify the terms of or terminate this fee at any time.

The fee applies to all redemptions from the fund and exchanges to other Kemper
Funds by Class M shareholders. The fee is applied to the shares being redeemed
or exchanged in the order in which they were purchased.

                       87 | Policies You Should Know About
<PAGE>



How the funds calculate share price

For each fund in this prospectus, the price at which you buy shares is as
follows:

Class A shares -- net asset value per share, or NAV, adjusted to allow for any
applicable sales charges (see "Choosing A Share Class")

Class B, Class C and Class M shares -- net asset value per share, or NAV

To calculate NAV, each share class of each fund uses the following equation:

     TOTAL ASSETS - TOTAL LIABILITIES
  --------------------------------------  =  NAV
    TOTAL NUMBER OF SHARES OUTSTANDING



For each fund and share class in this prospectus, the price at which you sell
shares is also the NAV, although for Class B and Class C investors a contingent
deferred sales charge may be taken out of the proceeds (see "Choosing A Share
Class").

We typically use market prices to value securities. However, when a market price
isn't available, or when we have reason to believe it doesn't represent market
realities, we may use fair value methods approved by a fund's Board. In such a
case, the fund's value for a security is likely to be different from quoted
market prices.

Because each fund invests in securities that are traded primarily in foreign
markets, the value of its holdings could change at a time when you aren't able
to buy or sell fund shares. This is because some foreign markets are open on
days when the fund doesn't price its shares.


                       88 | Policies You Should Know About
<PAGE>

Other rights we reserve

For each fund in this prospectus, you should be aware that we may do any of the
following:

o        withhold 31% of your distributions as federal income tax if we have
         been notified by the IRS that you are subject to backup withholding, or
         if you fail to provide us with a correct taxpayer ID number or
         certification that you are exempt from backup withholding

o        reject a new account application if you don't provide a correct Social
         Security or other tax ID number; if the account has already been
         opened, we may give you 30 days' notice to provide the correct number

o        charge you $9 each calendar quarter if your account balance is below
         $1,000 for the entire quarter; this policy doesn't apply to most
         retirement accounts or if you have an automatic investment plan

o        pay you for shares you sell by "redeeming in kind," that is, by giving
         you marketable securities (which typically will involve brokerage costs
         for you to liquidate) rather than cash; with respect to Kemper Asian
         Growth Fund, Global Discovery Fund, Kemper Global Income Fund and
         Kemper New Europe Fund, the funds generally won't make a redemption in
         kind unless your requests over a 90-day period total more than $250,000
         or 1%, whichever is less, of a portfolio's net assets; the other funds
         may make similar arrangements


                       89 | Policies You Should Know About
<PAGE>

o        prior to September 3, 2000, all redemptions of Kemper New Europe Fund
         Class M shares that total more than $500,000 over a 90-day period will
         be paid in kind; in addition to paying the usual 2% redemption fee,
         shareholders that are subject to redemption in kind may bear additional
         expenses greater than 1% of the value of the shares redeemed, and must
         submit their redemption request in writing using a form available from
         Kemper Service Company

o        change, add or withdraw various services, fees and account policies
         (for example, we may change or terminate the exchange privilege at any
         time)

                       90 | Policies You Should Know About
<PAGE>

Understanding Distributions And Taxes

By law, a mutual fund is required to pass through to its shareholders virtually
all of its net earnings. A fund can earn money in two ways: by receiving
interest, dividends or other income from securities it holds, and by selling
securities for more than it paid for them. (A fund's earnings are separate from
any gains or losses stemming from your own purchase of shares.) A fund may not
always pay a distribution for a given period.

The funds intend to pay dividends and distributions to their shareholders in
November or December, and if necessary may do so at other times as well.

You can choose how to receive your dividends and distributions. You can have
them all automatically reinvested in fund shares (at NAV), all sent to you by
check, have one type reinvested and the other sent to you by check or have them
invested in a different fund. Tell us your preference on your application. If
you don't indicate a preference, your dividends and distributions will all be
reinvested without sales charges. For retirement plans, reinvestment is the only
option.

Buying and selling fund shares will usually have tax consequences for you
(except in an IRA or other tax-advantaged account). Your sales of shares may
result in a capital gain or loss for you; whether long-term or short-term
depends on how long you owned the shares. For tax purposes, an exchange is the
same as a sale.

THE FOLLOWING SIDEBAR TEXT APPEARS NEXT TO THE PRECEDING PARAGRAPHS.

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

Because each shareholder's tax situation is unique, ask your tax professional
about the tax consequences of your investments, including any state and local
tax consequences.


                   91 | Understanding Distributions And Taxes
<PAGE>

The tax status of the fund earnings you receive, and your own fund transactions,
generally depends on their type:



Generally taxed at ordinary income rates
- -------------------------------------------------------
o short-term capital gains from selling fund shares
- -------------------------------------------------------
o  income dividends you receive from a fund
- -------------------------------------------------------
o short-term capital gains distributions received from a
  fund
- -------------------------------------------------------

Generally taxed at capital gains rates
- -------------------------------------------------------
o long-term capital gains from selling fund shares
- -------------------------------------------------------
o long-term capital gains distributions received from a
  fund
- -------------------------------------------------------


You may be able to claim a tax credit or deduction for your share of any foreign
taxes your fund pays.

Your fund will send you detailed tax information every January. These statements
tell you the amount and the tax category of any dividends or distributions you
received. They also have certain details on your purchases and sales of shares.
The tax status of dividends and distributions is the same whether you reinvest
them or not. Dividends or distributions declared in the last quarter of a given
year are taxed in that year, even though you may not receive the money until the
following January.

If you invest right before the fund pays a dividend, you'll be getting some of
your investment back as a taxable dividend. You can avoid this, if you want, by
investing after the fund declares a dividend. In tax-advantaged retirement
accounts you don't need to worry about this.

Corporations may be able to take a dividends- received deduction for a portion
of income dividends they receive.

                   92 | Understanding Distributions And Taxes
<PAGE>

Notes




<PAGE>

To Get More Information

Shareholder reports -- These include commentary from each fund's management team
about recent market conditions and the effects of a fund's strategies on its
performance. For each fund, they also have detailed performance figures, a list
of everything the fund owns, and the fund's financial statements. Shareholders
get these reports automatically. To reduce costs, we mail one copy per
household. For more copies, call (800) 621-1048.

Statements of Additional Information (SAIs) -- These tell you more about each
fund's features and policies, including additional risk information. The SAIs
are incorporated by reference into this document (meaning that they are legally
part of this prospectus).

If you'd like to ask for copies of these documents, or if you're a shareholder
and have questions, please contact Kemper or the SEC (see below). Materials you
get from Kemper are free; those from the SEC involve a copying fee. If you like,
you can look over these materials in person at the SEC's Public Reference Room
in Washington, DC or request them electronically at [email protected].

SEC
450 Fifth Street, N.W.
Washington, DC 20549-0102
www.sec.gov
Tel (202) 942-8090

Kemper Funds
222 South Riverside Plaza
Chicago, IL 60606-5808
www.kemper.com
Tel (800) 621-1048

SEC File Numbers

Kemper Asian Growth Fund               811-7731
Kemper Emerging Markets Growth Fund    811-08395
Kemper Global Blue Chip Fund           811-08395
Global Discovery Fund                  811-4670
Kemper Global Income Fund              811-5829
Kemper International Fund              811-3136
Kemper Latin America Fund              811-08395
Kemper New Europe Fund                 811-5969

Principal Underwriter
Kemper Distributors, Inc.
222 South Riverside Plaza
Chicago, IL 60606-5808
www.kemper.com E-mail
[email protected] Tel (800) 621-1048

[LOGO] KEMPER FUNDS
Long-term investing in short-term world(SM)

<PAGE>

<PAGE>

                       STATEMENT OF ADDITIONAL INFORMATION
                                  March 1, 2000

                   KEMPER ASIAN GROWTH FUND (the "Asian Fund")
                  KEMPER GLOBAL INCOME FUND (the "Global Fund")
              KEMPER INTERNATIONAL FUND (the "International Fund")
               222 South Riverside Plaza, Chicago, Illinois 60606
                                 1-800-621-1048

This Statement of Additional Information is not a prospectus. It is the combined
Statement of  Additional  Information  for the Asian,  Global and  International
Funds  (the  "Funds").  It  should  be read in  conjunction  with  the  combined
prospectus  of the Funds dated  March 1, 2000.  The  prospectus  may be obtained
without  charge from the Funds and is also  available  along with other  related
materials on the SEC's Internet web site (http://www.sec.gov).

                              --------------------
                                TABLE OF CONTENTS


                                                                        Page
                                                                        ----
         Investment Restrictions...................................        2

         Investment Policies and Techniques........................        5

         Dividends and Taxes.......................................       20

         Performance...............................................       26

         Investment Manager and Underwriter........................       33

         Portfolio Transactions....................................       40

         Purchase, Repurchase and Redemption of Shares.............       41

         Officers and Trustees.....................................       55

         Shareholder Rights........................................       60

         Appendix--Ratings of Investments..........................       62

The financial  statements appearing in each Fund's Annual Report to Shareholders
are  incorporated  herein by  reference.  The Report for the Fund for which this
Statement of Additional  Information is requested accompanies this document, and
may be obtained without charge by calling 1-800-621-1048.

Scudder  Kemper  Investments,   Inc.  (the  "Adviser")  serves  as  each  Fund's
investment manager.

                                       1
<PAGE>


INVESTMENT RESTRICTIONS


Each Fund has adopted certain fundamental  investment  restrictions which cannot
be changed without approval of a "majority" of its outstanding voting shares. As
defined in the Investment Company Act of 1940, as amended (the "1940 Act"), this
means the lesser of (1) 67% of the Fund's shares present at a meeting where more
than 50% of the  outstanding  shares are  present in person or by proxy;  or (2)
more than 50% of the Fund's outstanding shares.


The Asian Growth and International Funds are classified as diversified  open-end
management  investment  companies.  The Global Income Fund is a  non-diversified
open-end investment management company.


Asian and Global Fund may not, as a fundamental policy:


1.   Make loans except as permitted under the Investment Company Act of 1940, as
     amended,  and as  interpreted  or modified by regulatory  authority  having
     jurisdiction, from time to time.

2.   Borrow money, except as permitted under the Investment Company Act of 1940,
     as amended,  and as interpreted or modified by regulatory  authority having
     jurisdiction, from time to time.

3.   Concentrate its investments in a particular industry,  as that term is used
     in the  Investment  Company Act of 1940, as amended,  and as interpreted or
     modified by regulatory authority having jurisdiction, from time to time.

4.   Purchase   physical   commodities   or   contracts   relating  to  physical
     commodities.

5.   Engage in the business of underwriting  securities issued by others, except
     to the extent that a Fund may be deemed to be an  underwriter in connection
     with the disposition of portfolio securities.

6.   Issue senior  securities  except as permitted under the Investment  Company
     Act of 1940,  as amended,  and as  interpreted  or  modified by  regulatory
     authority having jurisdiction, from time to time.

7.   Purchase or sell real  estate,  which term does not include  securities  of
     companies which deal in real estate or mortgages or investments  secured by
     real estate or interests therein,  except that the Fund reserves freedom of
     action to hold and to sell real  estate  acquired as a result of the Fund's
     ownership of securities.

If a percentage  restriction  is adhered to at the time of  investment,  a later
increase or decrease in percentage  beyond the specified  limit resulting from a
change in values or net assets will not be considered a violation. Each Fund has
also adopted the following non-fundamental restrictions, which may be changed by
the Board of Trustees without shareholder approval.

The Asian Fund may not, as a non-fundamental policy:

     i.   Invest for the purpose of exercising  control or management of another
          issuer.

     ii.  Invest more than 15% of its net assets in illiquid securities.

     iii. Purchase  more  than 10% of any  class  of  voting  securities  of any
          issuer, except that all or substantially all of the assets of the Fund
          may be invested in another  registered  investment  company having the
          same  investment   objective  and  substantially   similar  investment
          policies as the Fund.

     iv.  Pledge,  hypothecate,  mortgage or otherwise encumber more than 15% of
          its total assets and then only to secure  borrowings.  (The collateral
          arrangements   with   respect  to  options   and   financial   futures
          transactions  and any margin payments in connection  therewith are not
          deemed to be pledges or other encumbrances.)

                                       2
<PAGE>

     v.   Make short sales of  securities,  or purchase any securities on margin
          except to obtain such  short-term  credits as may be necessary for the
          clearance of transactions;  however, the Fund may make margin deposits
          in connection with options and financial futures transactions.


     vi.  Purchase  options,  unless  the  aggregate  premiums  paid on all such
          options  held by the Fund at any time do not  exceed  20% of its total
          assets;  or sell put options,  if as a result,  the aggregate value of
          the  obligations  underlying  such put options would exceed 50% of its
          total assets;


     vii. Enter into  futures  contracts  or  purchase  options  thereon  unless
          immediately  after the purchase,  the value of the  aggregate  initial
          margin with respect to such futures  contracts  entered into on behalf
          of the  Fund  and the  premiums  paid  for  such  options  on  futures
          contracts  does not exceed 5% of the fair  market  value of the Fund's
          total  assets;  provided  that  in  the  case  of an  option  that  is
          in-the-money at the time of purchase,  the in-the-money  amount may be
          excluded in computing the 5% limit.


The Global Fund may not, as a non-fundamental policy:

     i.   Invest for the purpose of exercising  control or management of another
          issuer.

     ii.  Invest more than 15% of its net assets in illiquid securities.

     iii. Purchase  more  than 10% of any  class  of  voting  securities  of any
          issuer, except that all or substantially all of the assets of the Fund
          may be invested in another  registered  investment  company having the
          same  investment   objective  and  substantially   similar  investment
          policies as the Fund.

     iv.  Pledge,  hypothecate,  mortgage or otherwise encumber more than 15% of
          its total assets and then only to secure  borrowings.  (The collateral
          arrangements  with respect to options,  financial  futures and delayed
          delivery  transactions and any margin payments in connection therewith
          are not deemed to be pledges or other encumbrances.)

     v.   Purchase  securities  on  margin,  except  to obtain  such  short-term
          credits  as  may be  necessary  for  the  clearance  of  transactions;
          however,  the Fund may make margin deposits in connection with options
          and financial futures transactions.

     vi.  Make short  sales of  securities  or other  assets or maintain a short
          position  for the account of the Fund unless at all times when a short
          position is open it owns an equal amount of such  securities  or other
          assets  or owns  securities  which,  without  payment  of any  further
          consideration,  are convertible into or exchangeable for securities or
          other  assets of the same  issue  as,  and  equal in  amount  to,  the
          securities  or other assets sold short and unless not more than 10% of
          the Fund's  total assets is held as  collateral  for such sales at any
          one time.

     vii. Purchase  options,  unless  the  aggregate  premiums  paid on all such
          options  held by the Fund at any time do not  exceed  20%of  its total
          assets;  or sell put options,  if as a result,  the aggregate value of
          the  obligations  underlying  such put options would exceed 50% of its
          total assets;

     viii.Enter into  futures  contracts  or  purchase  options  thereon  unless
          immediately  after the purchase,  the value of the  aggregate  initial
          margin with respect to such futures  contracts  entered into on behalf
          of the  Fund  and the  premiums  paid  for  such  options  on  futures
          contracts  does not exceed 5% of the fair  market  value of the Fund's
          total  assets;  provided  that  in  the  case  of an  option  that  is
          in-the-money at the time of purchase,  the in-the-money  amount may be
          excluded in computing the 5% limit.

The International Fund may not, as a fundamental policy:

1.   Purchase  more than 10% of any class of  securities  of any  issuer  except
     securities  issued  or  guaranteed  by the  U.S.  Government  or any of its
     agencies or instrumentalities. All debt securities and all preferred stocks
     are each considered as one class.

                                       3
<PAGE>

2.   Make loans except as permitted under the Investment Company Act of 1940, as
     amended,  and as  interpreted  or modified by regulatory  authority  having
     jurisdiction, from time to time.

3.   Borrow money, except as permitted under the Investment Company Act of 1940,
     as amended,  and as interpreted or modified by regulatory  authority having
     jurisdiction, from time to time.

4.   Concentrate its investments in a particular industry,  as that term is used
     in the  Investment  Company Act of 1940, as amended,  and as interpreted or
     modified by regulatory authority having jurisdiction, from time to time.

5.   Purchase   physical   commodities   or   contracts   relating  to  physical
     commodities.

6.   Purchase or sell real  estate,  which term does not include  securities  of
     companies which deal in real estate or mortgages or investments  secured by
     real estate or interests therein,  except that the Fund reserves freedom of
     action to hold and to sell real  estate  acquired as a result of the Fund's
     ownership of securities.

7.   Engage in the business of underwriting  securities issued by others, except
     to the extent that a Fund may be deemed to be an  underwriter in connection
     with the disposition of portfolio securities.

8.   Issue senior  securities  except as permitted under the Investment  Company
     Act of 1940,  as amended,  and as  interpreted  or  modified by  regulatory
     authority having jurisdiction, from time to time.


If a percentage  restriction  is adhered to at the time of  investment,  a later
increase or decrease in percentage  beyond the specified  limit resulting from a
change  in  values  or net  assets  will  not be  considered  a  violation.  The
International  Fund did not borrow money as permitted by investment  restriction
number 3 in the latest fiscal year and it has no present  intention of borrowing
during the current year. approval.


The International Fund may not, as a non-fundamental policy:

     i.   Invest for the purpose of exercising  control or management of another
          issuer.

     ii.  Invest more than 15% of its net assets in illiquid securities.

     iii. Purchase more than 10% of any class of securities of any issuer except
          securities  issued or guaranteed by the U.S.  Government or any of its
          agencies or  instrumentalities.  All debt securities and all preferred
          stocks are each considered as one class.

     iv.  Make short sales of  securities,  or purchase any securities on margin
          except to obtain such  short-term  credits as may be necessary for the
          clearance of transactions;  however, the Fund may make margin deposits
          in connection with financial futures and options transactions.

     v.   Pledge the Fund's  securities or  receivables or transfer or assign or
          otherwise  encumber  them in an  amount  exceeding  the  amount of the
          borrowing secured thereby.


     vi.  Purchase  options,  unless  the  aggregate  premiums  paid on all such
          options  held by the Fund at any time do not  exceed  20% of its total
          assets;  or sell put options,  if as a result,  the aggregate value of
          the  obligations  underlying  such put options would exceed 50% of its
          total assets;


     vii. Enter into  futures  contracts  or  purchase  options  thereon  unless
          immediately  after the purchase,  the value of the  aggregate  initial
          margin with respect to such futures  contracts  entered into on behalf
          of the  Fund  and the  premiums  paid  for  such  options  on  futures
          contracts  does not exceed 5% of the fair  market  value of the Fund's
          total  assets;  provided  that  in  the  case  of an  option  that  is
          in-the-money at the time of purchase,  the in-the-money  amount may be
          excluded in computing the 5% limit.



                                       4
<PAGE>


INVESTMENT POLICIES AND TECHNIQUES

The  following  information  sets forth each  Fund's  investment  objective  and
policies. Each Fund's returns and net asset value will fluctuate and there is no
assurance that a Fund will achieve its objective.

ASIAN FUND.  The objective of the Asian Fund is long-term  capital  growth.  The
Fund seeks to achieve its  objective  by investing  in a  diversified  portfolio
consisting  primarily of equity  securities of Asian  companies  ("Asian  Equity
Securities").  Asian Equity Securities include common stocks,  preferred stocks,
securities  convertible  into or  exchangeable  for common or preferred  stocks,
equity   investments  in  partnerships,   joint  ventures  and  other  forms  of
non-corporate investment and warrants, options and rights exercisable for equity
securities that are issued by Asian companies as defined below.

The Fund  considers an issuer of securities to be an Asian company if: (i) it is
organized  under the laws of an Asian  country and has a principal  office in an
Asian  country;  (ii) it derives 50% or more of its total revenues from business
in Asia;  or (iii) its  equity  securities  are  traded  principally  on a stock
exchange in Asia. Under normal circumstances,  the Fund will invest at least 85%
of its total assets in Asian Equity  Securities  and will invest at least 65% of
its total assets in Asian Equity  Securities of issuers  meeting at least one of
the first two criteria described in the preceding sentence.  For purposes of the
foregoing policies,  the Fund also considers Asian Equity Securities to include:
(i) shares of closed-end management  investment  companies,  the assets of which
are invested  primarily in Asian Equity Securities and (ii) depository  receipts
(such as  American  Depository  Receipts)  where  the  underlying  or  deposited
securities are Asian Equity Securities.

Currently,  the Fund invests  principally in developing or "emerging"  countries
(see  "Special  Risk  Factors --  Emerging  Markets"  below).  Some  examples of
emerging  countries in which the Fund may invest  without limit  include  China,
Indonesia, Korea, Malaysia,  Philippines,  Thailand and Taiwan. The Fund may, in
the  discretion  of the  Fund's  investment  manager,  invest  without  limit in
developed Asian countries such as Hong Kong, Japan and Singapore;  however,  the
Fund will only invest in Japan when economic conditions warrant and then only in
limited amounts.

In pursuing its objective, the Fund invests primarily in Asian Equity Securities
believed to have potential for capital growth.  However, there is no requirement
that the Fund invest exclusively in Asian Equity  Securities.  Subject to limits
described  above,  the Fund may invest in any other type of security  including,
but not limited to, equity securities of non-Asian  companies,  bonds, notes and
other debt securities of domestic or foreign companies (including Asian-currency
instruments and  securities) and obligations of domestic or foreign  governments
and their political subdivisions.  Currently, the Fund does not intend to invest
more  than 5% of its  net  assets  in  debt  securities  (except  for  temporary
defensive investments described below).

The  Fund  makes   investments   in  various  Asian   countries.   Under  normal
circumstances,  business  activities  in not  less  than  four  different  Asian
countries will be represented in the Fund's  portfolio.  The Fund may, from time
to time, have 40% or more of its assets  invested in any major Asian  industrial
or developed country which, in the view of the Fund's investment manager,  poses
no  unique  investment  risk.  Investments  may  include  securities  issued  by
enterprises that have undergone or are currently undergoing privatization.

In determining the appropriate  distribution of investments  among various Asian
countries and  geographic  regions,  the Fund's  investment  manager  ordinarily
considers  such factors as prospects  for relative  economic  growth among Asian
countries;  expected  levels of inflation;  relative price levels of the various
capital  markets;  government  policies  influencing  business  conditions;  the
outlook  for  currency  relationships  and the  range of  individual  investment
opportunities available to investors in Asian companies.

When the  investment  manager  deems it  appropriate  to  invest  for  temporary
defensive purposes,  such as during periods of adverse market conditions,  up to
100% of the Fund's assets may be invested in cash (including  foreign  currency)
or cash  equivalent  short-term  obligations,  either  rated as high  quality or
considered to be of comparable quality in the opinion of the investment manager,
including,  but not  limited to,  certificates  of  deposit,  commercial  paper,
short-term notes, obligations issued or guaranteed by the U.S. Government or any
of its agencies or instrumentalities, and repurchase agreements secured thereby.
In  particular,  for  temporary  defensive  purposes  the

                                       5
<PAGE>

Fund's  assets may be invested  without  limitation  in U.S.  Dollar-denominated
obligations to reduce the risks inherent in non-U.S. Dollar-denominated assets.

Generally,  the Fund will not trade in securities  for  short-term  profits but,
when circumstances warrant,  securities may be sold without regard to the length
of time held.

The Fund may  purchase or sell put options and enter into  futures  contracts or
purchase options. The Fund may also utilize various other investment  strategies
through  the  use of  derivative  contracts.  See  "Strategic  Transactions  and
Derivatives."

GLOBAL FUND.  The objective of the Global Fund is to provide high current income
consistent with prudent total return asset management. In seeking to achieve its
objective,  the Fund will  invest  primarily  in  investment  grade  foreign and
domestic fixed income securities.  In managing the Fund's portfolio to provide a
high level of current  income,  the  investment  manager will also be seeking to
protect net asset value and to provide  investors with a total return,  which is
measured by changes in net asset value as well as income earned.  In so managing
the Fund's portfolio in an effort to reduce volatility and increase returns, the
investment  manager  may, as is discussed  more fully  below,  adjust the Fund's
portfolio across various global markets,  maturity  ranges,  quality ratings and
issuers  based  upon its view of  interest  rates  and other  market  conditions
prevailing throughout the world.

As a global fund, the Fund may invest in securities  issued by any issuer and in
any currency and may hold foreign currency. Under normal market conditions, as a
non-fundamental  policy,  at least 65% of the Fund's  assets will be invested in
the securities of issuers located in at least three countries,  one of which may
be the United  States.  Securities  of  issuers  within a given  country  may be
denominated in the currency of another  country,  or in  multinational  currency
units such as the  European  Currency  Unit  ("ECU").  Since the Fund invests in
foreign  securities,  the net  asset  value  of the  Fund  will be  affected  by
fluctuations in currency exchange rates. See "Special Risk Factors" below.

The Fund may seek to capitalize on investment opportunities presented throughout
the world and in international  financial  markets  influenced by the increasing
interdependence of economic cycles and currency exchange rates. Currently,  more
than  50%  of the  value  of the  world's  debt  securities  is  represented  by
securities  denominated in currencies other than the U.S. Dollar.  Over the past
ten years,  debt  securities  offered by certain  foreign  governments  provided
higher  investment  returns than U.S.  Government debt securities.  Such returns
reflect interest rates prevailing in those countries and the effect of gains and
losses in the  denominated  currencies,  which have had a substantial  impact on
investment  in foreign  fixed income  securities.  The relative  performance  of
various  countries'  fixed  income  markets   historically  has  reflected  wide
variations  relating to the unique  characteristics  of each country's  economy.
Year-to-year fluctuations in certain markets have been significant, and negative
returns  have  been  experienced  in  various  markets  from  time to time.  The
investment  manager  believes that investment in a global  portfolio can provide
investors with more  opportunities  for attractive  returns than investment in a
portfolio comprised  exclusively of U.S. debt securities.  Also, the flexibility
to invest in fixed  income  markets  around the world can reduce risk since,  as
noted above,  different world markets have often performed,  at a given time, in
radically different ways.

The  Fund  will  allocate  its  assets  among  securities  of  various  issuers,
geographic  regions,  and currency  denominations in a manner that is consistent
with its objective  based upon relative  interest  rates among  currencies,  the
outlook  for  changes  in these  interest  rates,  and  anticipated  changes  in
worldwide exchange rates. In considering these factors, a country's economic and
political  state,  including such factors as inflation rate,  growth  prospects,
global trade patterns and government policies, will be evaluated.

It is currently  anticipated that the Fund's assets will be invested principally
within  Australia,  Canada,  Japan,  New Zealand,  the United States and Western
Europe,  and in securities  denominated in the currencies of these  countries or
denominated in  multinational  currency units such as the ECU. The Fund may also
acquire  securities and currency in less  developed  countries and in developing
countries.

The Fund may invest in debt securities of supranational  entities denominated in
any currency. A supranational entity is an entity designated or supported by the
national governments of two or more countries to promote economic reconstruction
or development.  Examples of supranational  entities include,  among others, the
World Bank, the

                                       6
<PAGE>

European  Investment  Bank and the Asian  Development  Bank.  The Fund  may,  in
addition,  invest in debt securities  denominated in the ECU of an issuer in any
country  (including  supranational  issuers).  The Fund is further authorized to
invest in  "semi-governmental  securities,"  which are debt securities issued by
entities  owned by either a  national,  state or  equivalent  government  or are
obligations  of such a government  jurisdiction  that are not backed by its full
faith and credit and general taxing powers.

The Fund is  authorized  to invest in the  securities of any foreign or domestic
issuer.  Investments  by  the  Fund  in  fixed  income  securities  may  include
obligations  issued or  guaranteed  by  United  States  or  foreign  governments
(including foreign states,  provinces and  municipalities) or their agencies and
instrumentalities;  obligations issued or guaranteed by supranational  entities;
debt obligations of foreign and domestic corporations,  banks and other business
organizations;   and  other  foreign  and  domestic  debt   securities  such  as
convertible  securities  and preferred  stocks,  cash and cash  equivalents  and
repurchase  agreements.   Under  normal  market  conditions,   the  Fund,  as  a
non-fundamental  policy, will invest at least 65%, and may invest up to 100%, of
its total  assets in fixed  income  securities.  Some of the Fund's fixed income
securities  may be  convertible  into common  stock or be traded  together  with
warrants  for the  purchase  of  common  stock,  and the Fund may  convert  such
securities  into equities and hold them as equity upon  conversion.  Investments
may  include  securities  issued  by  enterprises  that  have  undergone  or are
currently undergoing privatization.


The  securities  in which  the Fund  invests  are  "investment  grade"  or below
investment  grade.  The Fund may purchase  "investment-grade"  bonds,  which are
those  rated Aaa,  Aa, A or Baa by  Moody's  or AAA,  AA, A or BBB by S&P or, if
unrated,  judged to be of equivalent quality as determined by the Adviser. Bonds
rated  Baa or BBB may  have  speculative  elements  as well as  investment-grade
characteristics.  The Fund may also  invest up to 35% of its net  assets in debt
securities which are rated below  investment-grade,  that is, rated below Baa by
Moody's  or below  BBB by S&P  (commonly  referred  to as "junk  bonds")  and in
unrated securities of equivalent quality.

The  characteristics  of the  securities  in the Fund's  portfolio,  such as the
maturity  and the type of issuer,  will affect  yields and yield  differentials,
which vary over time.  The actual  yield  realized  by the  investor is subject,
among other things, to the Fund's expenses and the investor's transaction costs.


When the  investment  manager  deems it  appropriate  to  invest  for  temporary
defensive purposes, such as during periods of adverse market conditions, or when
relative yields in other  securities are not deemed  attractive,  part or all of
the Fund's assets may be invested in cash (including  foreign  currency) or cash
equivalent short-term obligations, either rated as high quality or considered to
be of comparable  quality in the opinion of the investment  manager,  including,
but not limited to, certificates of deposit, commercial paper, short-term notes,
obligations  issued or guaranteed by the U.S.  Government or any of its agencies
or instrumentalities,  and repurchase agreements secured thereby. In particular,
for defensive  purposes a larger portion of the Fund's assets may be invested in
U.S. Dollar-denominated obligations to reduce the risks inherent in non-U.S.
Dollar-denominated assets.

The Fund will not normally  engage in the trading of securities  for the purpose
of realizing  short-term profits, but it will adjust its portfolio as considered
advisable in view of prevailing or anticipated  market conditions and the Fund's
investment  objective.  Accordingly,  the Fund may sell portfolio  securities in
anticipation  of a rise in interest rates and purchase  securities for inclusion
in its portfolio in anticipation of a decline in interest rates.

The Fund may  purchase or sell put options and enter into  futures  contracts or
purchase options. The Fund may also utilize various other investment  strategies
through  the  use of  derivative  contracts.  See  "Strategic  Transactions  and
Derivatives."


INTERNATIONAL  FUND.  The  International  Fund  seeks a total  return  through a
combination of capital growth and income, principally through an internationally
diversified portfolio of equity securities.  Investments may be made for capital
growth or for income or any  combination  thereof for the purpose of achieving a
high overall  return.  There is no limitation on the percentage or amount of the
Fund's  assets that may be invested in growth or income,  and  therefore  at any
particular  time the  investment  emphasis may be placed  solely or primarily on
growth of capital

                                       7
<PAGE>

or on  income.  While  the Fund  invests  principally  in equity  securities  of
non-U.S.  issuers,  it may also invest in  convertible  and debt  securities and
foreign currencies.  The Fund invests primarily in non-U.S.  issuers,  and under
normal circumstances at least 80% of the Fund's total assets will be invested in
non-U.S.  issuers.  In determining whether the Fund will be invested for capital
growth or income, the investment  manager analyzes the international  equity and
fixed income  markets and seeks to assess the degree of risk and level of return
that can be expected from each market. See "Special Risk Factors."


In pursuing  its  objective,  the Fund  invests  primarily  in common  stocks of
established  non-U.S.  companies  believed to have potential for capital growth,
income  or  both.  However,  there  is  no  requirement  that  the  Fund  invest
exclusively in common stocks or other equity securities.  The Fund may invest in
any other type of security including, but not limited to, convertible securities
(including  warrants),  preferred stocks, bonds, notes and other debt securities
of companies (including Euro-currency instruments and securities) or obligations
of domestic or foreign  governments and their political  subdivisions.  When the
investment  manager  believes that the total return potential in debt securities
equals or  exceeds  the  potential  return on  equity  securities,  the Fund may
substantially  increase  its  holdings  in such  debt  securities.  The Fund may
establish and maintain  reserves for defensive  purposes or to enable it to take
advantage  of buying  opportunities.  The Fund's  reserves  may be  invested  in
domestic as well as foreign short-term money market instruments  including,  but
not limited  to,  government  obligations,  certificates  of  deposit,  bankers'
acceptances,   time  deposits,   commercial  paper,  short-term  corporate  debt
securities and repurchase agreements.

The Fund makes  investments in various  countries.  Under normal  circumstances,
business  activities in not less than three different  foreign countries will be
represented in the Fund's portfolio.  The Fund may, from time to time, have more
than 25% of its assets  invested in any major  industrial  or developed  country
which in the view of the investment manager poses no unique investment risk. The
Fund may purchase securities of companies,  wherever organized,  that have their
principal  activities and interests  outside the United States.  Investments may
include  securities  issued by enterprises  that have undergone or are currently
undergoing  privatization.  Under  exceptional  economic  or  market  conditions
abroad, the Fund may, for defensive  purposes,  invest all or a major portion of
its  assets  in  U.S.   Government   obligations   or  securities  of  companies
incorporated in and having their principal  activities in the United States. The
Fund  may  also  invest  its  reserves  in  domestic   short-term   money-market
instruments as described above.

In  determining  the  appropriate  distribution  of  investments  among  various
countries and geographic  regions,  the investment manager ordinarily  considers
such factors as prospects for relative economic growth among foreign  countries;
expected  levels of  inflation;  relative  price  levels of the various  capital
markets;  government policies influencing  business conditions;  the outlook for
currency  relationships  and the range of  individual  investment  opportunities
available to the international investor.

Generally,  the Fund will not trade in securities  for  short-term  profits but,
when circumstances warrant,  securities may be sold without regard to the length
of time held.

The Fund may  purchase or sell put options and enter into  futures  contracts or
purchase options. The Fund may also utilize various other investment  strategies
through  the  use of  derivative  contracts.  See  "Strategic  Transactions  and
Derivatives."

SPECIAL RISK  FACTORS.  There are risks  inherent in investing in any  security,
including  shares of each Fund. The investment  manager  attempts to reduce risk
through fundamental research;  however,  there is no guarantee that such efforts
will be successful  and each Fund's  returns and net asset value will  fluctuate
over time. There are special risks associated with each Fund's  investments that
are discussed below.

Foreign  securities  involve  currency risks. The U.S. Dollar value of a foreign
security  tends to decrease when the value of the U.S.  Dollar rises against the
foreign currency in which the security is denominated and tends to increase when
the value of the U.S.  Dollar  falls  against  such  currency.  Fluctuations  in
exchange  rates may also affect the earning power and asset value of the foreign
entity issuing the security.  Dividend and interest  payments may be repatriated
based  upon  the  exchange  rate at the time of  disbursement  or  payment,  and
restrictions  on capital flows may be imposed.  Losses and other expenses may be
incurred in converting  between various  currencies in connection with purchases
and sales of foreign securities.

                                       8
<PAGE>

Foreign  securities may be subject to foreign government taxes that reduce their
attractiveness. Other risks of investing in such securities include political or
economic  instability  in the country  involved,  the  difficulty  of predicting
international  trade patterns and the possible  imposition of exchange controls.
The  prices of such  securities  may be more  volatile  than  those of  domestic
securities and the markets for such securities may be less liquid.  In addition,
there may be less publicly  available  information  about  foreign  issuers than
about  domestic  issuers.  Many  foreign  issuers  are not  subject  to  uniform
accounting,  auditing and  financial  reporting  standards  comparable  to those
applicable  to domestic  issuers.  There is generally  less  regulation of stock
exchanges, brokers, banks and listed companies abroad than in the United States.
With  respect  to  certain  foreign   countries,   there  is  a  possibility  of
expropriation or diplomatic  developments  that could affect investment in these
countries.

Because the Asian Fund  concentrates  its  investments in Asian  companies,  the
performance  of the  Asian  Fund is  closely  tied  to  economic  and  political
conditions within Asia. The current  economies and political  structures of many
of the countries the Asian Fund may invest in do not compare  favorably with the
United States or other mature  economies in terms of wealth and stability.  As a
result,  such  investments  will be subject to more risk and  erratic and abrupt
price movements; particularly in the emerging Asian countries.  Concentration of
the Asian  Fund's  investments  in Asian  companies  presents  greater risk than
investment in a more diversified portfolio of foreign securities.

EMERGING  MARKETS.  While the Global and  International  Funds'  investments  in
foreign securities will principally be in developed  countries,  a Fund may, and
in the case of the Asian Fund will principally,  invest in countries  considered
by the Fund's investment manager to be developing or "emerging"  markets.  While
no specific limits apply, it is currently  anticipated that less than 25% of the
total assets for each of the Global and International  Funds will be invested in
such  countries.  Developing or emerging  markets  involve  exposure to economic
structures that are generally less diverse and mature than in the United States,
and to  political  systems  that may be less  stable.  A  developing  country or
emerging market country can be considered to be a country that is in the initial
stages of its  industrialization  cycle.  Currently,  emerging markets generally
include every country in the world other than the United States,  Canada, Japan,
Australia,   New  Zealand,  Hong  Kong,  Singapore  and  most  Western  European
countries. Currently, investing in many emerging markets may not be desirable or
feasible  because  of the lack of  adequate  custody  arrangements  for a Fund's
assets,  overly burdensome  repatriation and similar  restrictions,  the lack of
organized and liquid securities markets,  unacceptable  political risks or other
reasons. As opportunities to invest in securities in emerging markets develop, a
Fund may expand and further  broaden  the group of emerging  markets in which it
invests.  In the past,  markets of developing  countries have been more volatile
than the  markets of  developed  countries;  however,  such  markets  often have
provided higher rates of return to investors.  The investment  manager  believes
that these characteristics can be expected to continue in the future.

Many of the risks described above relating to foreign securities  generally will
be greater for emerging  markets than for  developed  countries.  For  instance,
economies in individual  developing  markets may differ favorably or unfavorably
from the U.S.  economy in such  respects  as growth of gross  domestic  product,
rates  of  inflation,  currency  depreciation,  capital  reinvestment,  resource
self-sufficiency  and balance of payments positions.  Many emerging markets have
experienced  substantial rates of inflation for many years.  Inflation and rapid
fluctuations  in inflation rates have had and may continue to have very negative
effects on the economies and securities markets of certain  developing  markets.
Economies in emerging markets generally are dependent heavily upon international
trade and,  accordingly,  have been and may continue to be affected adversely by
trade barriers,  exchange  controls,  managed  adjustments in relative  currency
values and other  protectionist  measures imposed or negotiated by the countries
with which they trade.  These  economies  also have been and may  continue to be
affected  adversely  by economic  conditions  in the  countries  with which they
trade.

Also, the securities markets of developing countries are substantially  smaller,
less developed, less liquid and more volatile than the securities markets of the
United States and other more  developed  countries.  Disclosure,  regulatory and
accounting  standards  in many  respects are less  stringent  than in the United
States  and  other  developed  markets.  There  also  may be a  lower  level  of
monitoring and regulation of developing  markets and the activities of investors
in such markets,  and  enforcement  of existing  regulations  has been extremely
limited.

In addition, brokerage commissions,  custodial services and other costs relating
to investment in foreign markets generally are more expensive than in the United
States; this is particularly true with respect to emerging markets.

                                       9
<PAGE>

Such markets have  different  settlement  and clearance  procedures.  In certain
markets  there have been times when  settlements  have been  unable to keep pace
with the volume of securities transactions,  making it difficult to conduct such
transactions.  Such settlement  problems may cause emerging market securities to
be illiquid.  The inability of a Fund to make intended securities  purchases due
to  settlement  problems  could  cause  the Fund to miss  attractive  investment
opportunities. Inability to dispose of a portfolio security caused by settlement
problems  could result either in losses to a Fund due to subsequent  declines in
value of the  portfolio  security  or, if a Fund has entered  into a contract to
sell the security, could result in possible liability to the purchaser.  Certain
emerging markets may lack clearing  facilities  equivalent to those in developed
countries.  Accordingly,  settlements can pose additional  risks in such markets
and ultimately  can expose a Fund to the risk of losses  resulting from a Fund's
inability to recover from a counterparty.

The risk  also  exists  that an  emergency  situation  may  arise in one or more
emerging  markets as a result of which  trading  securities  may cease or may be
substantially  curtailed  and prices for a Fund's  portfolio  securities in such
markets  may not be readily  available.  A Fund's  portfolio  securities  in the
affected  markets  will be valued at fair value  determined  in good faith by or
under the direction of its Board of Trustees.

Investment in certain emerging market  securities is restricted or controlled to
varying degrees.  These  restrictions or controls may at times limit or preclude
foreign  investment in certain emerging market securities and increase the costs
and expenses of a Fund. Emerging markets may require  governmental  approval for
the  repatriation  of  investment  income,  capital or the  proceeds of sales of
securities by foreign investors.  In addition,  if a deterioration  occurs in an
emerging  market's  balance of  payments,  the  market  could  impose  temporary
restrictions on foreign capital remittances.

FIXED INCOME.  Since most foreign fixed income  securities are not rated, a Fund
will  invest in  foreign  fixed  income  securities  based  upon the  investment
manager's analysis without relying on published ratings.  Since such investments
will be based upon the investment  manager's analysis rather than upon published
ratings, achievement of a Fund's goals may depend more upon the abilities of the
investment manager than would otherwise be the case.

The value of the fixed income  securities held by a Fund, and thus the net asset
value of the Fund's  shares,  generally  will  fluctuate with (a) changes in the
perceived  creditworthiness of the issuers of those securities, (b) movements in
interest  rates,  and (c) changes in the relative  values of the  currencies  in
which a Fund's  investments  in fixed income  securities  are  denominated  with
respect to the U.S. Dollar. The extent of the fluctuation will depend on various
factors,  such as the average maturity of a Fund's  investments in foreign fixed
income  securities,  and the extent to which a Fund  hedges its  interest  rate,
credit and  currency  exchange  rate  risks.  Many of the foreign  fixed  income
obligations  in which a Fund will  invest  will have long  maturities.  A longer
average  maturity  generally is associated  with a higher level of volatility in
the market value of such securities in response to changes in market conditions.

Investments in sovereign  debt,  including  Brady Bonds,  involve special risks.
Brady Bonds are debt securities  issued under a plan implemented to allow debtor
nations to restructure their outstanding  commercial bank indebtedness.  Foreign
governmental  issuers of debt or the  governmental  authorities that control the
repayment  of the debt may be  unable or  unwilling  to repay  principal  or pay
interest  when due.  In the event of  default,  there may be limited or no legal
recourse in that, generally, remedies for defaults must be pursued in the courts
of the defaulting party.  Political conditions,  especially a sovereign entity's
willingness  to  meet  the  terms  of  its  fixed  income  securities,   are  of
considerable  significance.  Also, there can be no assurance that the holders of
commercial bank loans to the same sovereign  entity may not contest  payments to
the holders of sovereign debt in the event of default under commercial bank loan
agreements.  In  addition,  there is no  bankruptcy  proceeding  with respect to
sovereign debt on which a sovereign has  defaulted,  and a Fund may be unable to
collect all or any part of its investment in a particular issue.

Foreign  investment  in certain  sovereign  debt is  restricted or controlled to
varying degrees,  including requiring governmental approval for the repatriation
of income, capital or proceed of sales by foreign investors.  These restrictions
or  controls  may at times  limit or  preclude  foreign  investment  in  certain
sovereign  debt or  increase  the costs and  expenses of a Fund.  A  significant
portion  of the  sovereign  debt in which a Fund may invest is issued as part of
debt  restructuring  and such debt is to be considered  speculative.  There is a
history of defaults with respect to commercial  bank loans by public and private
entities issuing Brady Bonds.  All or a portion of the interest  payments and/or
principal repayment with respect to Brady Bonds may be uncollateralized.



                                       10
<PAGE>


High Yield/High Risk Securities.  Below  investment-grade  securities  (commonly
referred to as "junk bonds")  (rated Ba and lower by Moody's and BB and lower by
S&P) or unrated securities of equivalent  quality,  in which the Fund may invest
up to 35% of its  net  assets,  carry  a high  degree  of  risk  (including  the
possibility  of  default  or  bankruptcy  of the  issuers  of such  securities),
generally involve greater  volatility of price and risk of principal and income,
and may be less liquid,  than securities in the higher rating categories and are
considered  speculative.  The lower the  ratings  of such debt  securities,  the
greater their risks render them like equity securities. See the Appendix to this
Statement of  Additional  Information  for a more  complete  description  of the
ratings assigned by ratings organizations and their respective characteristics.

         Economic  downturns  may disrupt  the high yield  market and impair the
ability of  issuers to repay  principal  and  interest.  Also,  an  increase  in
interest  rates would likely have a greater  adverse impact on the value of such
obligations  than on  comparable  higher  quality  debt  securities.  During  an
economic  downturn or period of rising interest rates,  highly  leveraged issues
may experience  financial  stress which could adversely  affect their ability to
service their principal and interest payment  obligations.  Prices and yields of
high yield  securities  will fluctuate over time and, during periods of economic
uncertainty, volatility of high yield securities may adversely affect the Fund's
net  asset  value.  In  addition,  investments  in high  yield  zero  coupon  or
pay-in-kind bonds, rather than income-bearing high yield securities, may be more
speculative  and may be subject to greater  fluctuations in value due to changes
in interest rates.

         The trading market for high yield  securities may be thin to the extent
that there is no established  retail secondary market or because of a decline in
the value of such securities. A thin trading market may limit the ability of the
Fund to accurately  value high yield  securities in the Fund's  portfolio and to
dispose of those  securities.  Adverse  publicity and investor  perceptions  may
decrease the values and liquidity of high yield securities. These securities may
also involve special registration  responsibilities,  liabilities and costs, and
liquidity and valuation difficulties.

         Credit quality in the high yield securities  market can change suddenly
and unexpectedly,  and even recently issued credit ratings may not fully reflect
the actual risks posed by a particular  high-yield security.  For these reasons,
it is the policy of the Adviser  not to rely  exclusively  on ratings  issued by
established credit rating agencies,  but to supplement such ratings with its own
independent and on-going review of credit quality. The achievement of the Fund's
investment  objective by investment in such  securities may be more dependent on
the Adviser's credit analysis than is the case for higher quality bonds.  Should
the rating of a portfolio  security be  downgraded,  the Adviser will  determine
whether  it is in the best  interest  of the Fund to retain or  dispose  of such
security.

         Prices  for  below  investment-grade  securities  may  be  affected  by
legislative and regulatory developments.  For example, new federal rules require
savings and loan institutions to gradually reduce their holdings of this type of
security.  Also,  Congress has from time to time  considered  legislation  which
would restrict or eliminate the corporate tax deduction for interest payments in
these  securities and regulate  corporate  restructurings.  Such legislation may
significantly  depress the prices of  outstanding  securities of this type.  For
more  information  regarding tax issues  related to high yield  securities,  see
"Taxes" hereafter.



PRIVATIZED ENTERPRISES. Investments in foreign securities may include securities
issued  by  enterprises   that  have  undergone  or  are  currently   undergoing
privatization.  The  governments of certain  foreign  countries have, to varying
degrees,  embarked on privatization  programs  contemplating  the sale of all or
part of their  interests  in state  enterprises.  A  Fund's  investments  in the
securities of privatized enterprises include privately negotiated investments in
a government- or state-owned  or controlled  company or enterprise  that has not
yet conducted an initial equity offering, investments in the initial offering of
equity  securities  of  a  state  enterprise  or  former  state  enterprise  and
investments in the securities of a state enterprise following its initial equity
offering.

In certain  jurisdictions,  the ability of foreign entities,  such as a Fund, to
participate in privatizations may be limited by local law, or the price or terms
on which the Fund may be able to participate may be less  advantageous  than for
local investors.  Moreover, there can be no assurance that governments that have
embarked on  privatization  programs will continue to divest their  ownership of
state  enterprises,  that  proposed  privatizations  will be  successful or that
governments will not re-nationalize enterprises that have been privatized.

                                       11
<PAGE>

In the case of the  enterprises in which a Fund may invest,  large blocks of the
stock of those  enterprises may be held by a small group of  stockholders,  even
after  the  initial  equity  offerings  by those  enterprises.  The sale of some
portion or all of those blocks could have an adverse  effect on the price of the
stock of any such enterprise.

Prior to making an initial  equity  offering,  most state  enterprises or former
state  enterprises go through an internal  reorganization  or  management.  Such
reorganizations  are made in an attempt to better  enable these  enterprises  to
compete in the private sector. However,  certain reorganizations could result in
a  management  team that does not  function  as well as the  enterprise's  prior
management and may have a negative effect on such enterprise.  In addition,  the
privatization  of an  enterprise  by its  government  may occur over a number of
years,  with the  government  continuing to hold a  controlling  position in the
enterprise even after the initial equity offering for the enterprise.

Prior to privatization, most of the state enterprises in which a Fund may invest
enjoy the protection of and receive  preferential  treatment from the respective
sovereigns  that own or control them.  After making an initial  equity  offering
these   enterprises   may  no  longer  have  such  protection  or  receive  such
preferential  treatment and may become subject to market  competition from which
they were  previously  protected.  Some of these  enterprises may not be able to
effectively  operate in a competitive market and may suffer losses or experience
bankruptcy due to such competition.


DEPOSITORY  RECEIPTS.  Each Fund may invest in securities of foreign  issuers in
the form of American Depository Receipts ("ADRs").  For many foreign securities,
there are U.S. Dollar  denominated ADRs, which are bought and sold in the United
States and are issued by domestic  banks.  ADRs  represent  the right to receive
securities of foreign issuers  deposited in the domestic bank or a correspondent
bank. ADRs do not eliminate all the risk inherent in investing in the securities
of foreign issuers, such as changes in foreign currency exchange rates. However,
by  investing in ADRs rather than  directly in foreign  issuers'  stock,  a Fund
avoids  currency  risks during the  settlement  period.  In general,  there is a
large,  liquid  market in the United  States  for most ADRs.  The Funds may also
invest  in  securities  of  foreign  issuers  in the form of  Global  Depository
Receipts ("GDRs"), and European Depository Receipts ("EDRs") for the, Global and
International  Funds, which are receipts  evidencing an arrangement with a bank,
similar to that for ADRs,  and are designed for use in other foreign  securities
markets.  EDRs and GDRs are not  necessarily  denominated in the currency of the
underlying security.


ADDITIONAL INVESTMENT  INFORMATION.  The Funds will have increased opportunities
to adjust their  portfolios  across  various  markets and may  experience a high
portfolio  turnover rate (over 100%),  which  involves  correspondingly  greater
brokerage  commissions or other transaction costs. Higher portfolio turnover may
result  in  the  realization  of  greater  net  short-term  capital  gains.  See
"Dividends and Taxes" below.

The Global Fund has registered as a "non-diversified" investment company so that
it will be able to invest  more than 5% of its assets in the  obligations  of an
issuer,  subject to the  diversification  requirements  of  Subchapter  M of the
Internal Revenue Code applicable to the Fund. This allows the Global Fund, as to
50% of its assets, to invest more than 5% of its assets,  but not more than 25%,
in the fixed income securities of an individual  foreign government or corporate
issuer. Currently, the Fund does not intend to invest more than 5% of its assets
in any individual  corporate issuer. Since the Fund may invest a relatively high
percentage of its assets in the obligations of a limited number of issuers,  the
Fund may be more  susceptible  to any single  economic,  political or regulatory
occurrence than a diversified investment company.

As noted above,  the Global Fund may invest in securities  that are rated within
the  four  highest  grades  by S&P,  Moody's  or IBCA  or,  if  unrated,  are of
comparable  quality as determined by the investment  manager.  Securities  rated
within  the four  highest  grades are  generally  considered  to be  "investment
grade." Like higher rated  securities,  securities rated in the fourth grade are
considered  to have adequate  capacity to pay  principal and interest,  although
they may have fewer protective  provisions than higher rated securities and thus
may be adversely affected by severe economic circumstances and are considered to
have speculative  characteristics.  The characteristics of the rating categories
are described in the "Appendix -- Ratings of Investments."

Since interest rates vary with changes in economic,  market, political and other
conditions, there can be no assurance that past interest rates are indicative of
future rates.  The values of fixed income  securities in a Fund's portfolio will
fluctuate depending upon market factors and inversely with current interest rate
levels.

                                       12
<PAGE>


The Global Fund may take full  advantage  of the entire range of  maturities  of
fixed income  securities  and may adjust the average  maturity of its  portfolio
from  time to  time,  depending  upon  its  assessment  of  relative  yields  on
securities of different  maturities  and its  expectations  of future changes in
interest  rates.  Thus,  the  average  maturity of the Fund's  portfolio  may be
relatively  short (under five years,  for example) at some times and  relatively
long (over 10 years, for example) at other times. Generally,  since shorter term
debt  securities  tend to be more stable than longer term debt  securities,  the
portfolio's average maturity will be shorter when interest rates are expected to
rise and longer when interest rates are expected to fall.  Since in most foreign
markets debt  securities  generally  are issued with  maturities of ten years or
less,  it is  currently  anticipated  that the  average  maturity  of the Fund's
portfolio will normally be in the intermediate range (four to six years).

A Fund will not purchase illiquid securities,  including  repurchase  agreements
maturing in more than seven days, if, as a result thereof,  more than 15% of the
Fund's net assets  valued at the time of the  transaction  would be  invested in
such  securities.  If the Fund  holds a  material  percentage  of its  assets in
illiquid securities,  there may be a question concerning the ability of the Fund
to make  payment  within  seven  days of the date its shares  are  tendered  for
redemption. See "Investment Policies and Techniques -- Over-the-Counter Options"
for a description of the extent to which over- the-counter traded options are in
effect  considered  as illiquid  for  purposes of each Fund's  limit on illiquid
securities. A Fund may invest in securities eligible for resale pursuant to Rule
144A under the Securities Act of 1933.  This rule permits  otherwise  restricted
securities to be sold to certain  institutional  buyers, such as the Funds. Such
securities  may be  illiquid  and  subject to a Fund's  limitation  on  illiquid
securities.  A "Rule 144A"  security  may be treated as liquid,  however,  if so
determined pursuant to procedures adopted by the Board of Trustees. Investing in
Rule  144A  securities  could  have  the  effect  of  increasing  the  level  of
illiquidity in the Fund to the extent that qualified institutional buyers become
uninterested for a time in purchasing Rule 144A securities.

Strategic  Transactions and Derivatives - For Asian Fund and International Fund.
Each  Fund  may,  but is not  required  to,  utilize  various  other  investment
strategies as described below for a variety of purposes, such as hedging various
market  risks,  managing  the  effective  maturity or  duration of  fixed-income
securities  in  the  Fund's  portfolio,   or  enhancing  potential  gain.  These
strategies may be executed through the use of derivative contracts.

         In the course of pursuing these  investment  strategies,  each Fund may
purchase and sell  exchange-listed and  over-the-counter put and call options on
securities, equity and fixed-income indices and other instruments,  purchase and
sell futures contracts and options thereon, enter into various transactions such
as swaps, caps, floors,  collars,  currency forward contracts,  currency futures
contracts,  currency  swaps or options on  currencies,  or currency  futures and
various  other  currency  transactions  (collectively,  all the above are called
"Strategic Transactions").  In addition, strategic transactions may also include
new  techniques,  instruments  or  strategies  that are  permitted as regulatory
changes  occur.  Strategic  Transactions  may be used without limit  (subject to
certain  limitations  imposed by the 1940 Act) to  attempt  to  protect  against
possible  changes in the market value of  securities  held in or to be purchased
for a Fund's portfolio  resulting from securities  markets or currency  exchange
rate  fluctuations,  to  protect a Fund's  unrealized  gains in the value of its
portfolio  securities,  to facilitate the sale of such securities for investment
purposes,   to  manage  the  effective  maturity  or  duration  of  fixed-income
securities in a Fund's portfolio,  or to establish a position in the derivatives
markets as a substitute for purchasing or selling  particular  securities.  Some
Strategic  Transactions  may also be used to enhance  potential gain although no
more than 5% of the Fund's  assets will be committed  to Strategic  Transactions
entered into for non-hedging purposes. Any or all of these investment techniques
may be used at any  time and in any  combination,  and  there  is no  particular
strategy that dictates the use of one technique  rather than another,  as use of
any Strategic  Transaction is a function of numerous variables  including market
conditions.  The  ability of the Fund to utilize  these  Strategic  Transactions
successfully  will depend on the Adviser's  ability to predict  pertinent market
movements,  which  cannot be  assured.  Each Fund will  comply  with  applicable
regulatory  requirements  when  implementing  these  strategies,  techniques and
instruments.  Strategic  Transactions  will  not be  used to  alter  fundamental
investment  purposes and  characteristics  of a Fund,  and a Fund will segregate
assets (or as provided by applicable regulations,  enter into certain offsetting
positions) to cover its  obligations  under options,  futures and swaps to limit
leveraging of the Fund.

         Strategic  Transactions,  including  derivative  contracts,  have risks
associated  with them  including  possible  default  by the  other  party to the
transaction,  illiquidity  and, to the extent the  Adviser's  view as to certain
market

                                       13
<PAGE>

movements is  incorrect,  the risk that the use of such  Strategic  Transactions
could result in losses  greater  than if they had not been used.  Use of put and
call  options  may  result in losses to a Fund,  force the sale or  purchase  of
portfolio securities at inopportune times or for prices higher than (in the case
of put  options)  or lower  than (in the case of call  options)  current  market
values,  limit the amount of  appreciation a Fund can realize on its investments
or cause a Fund to hold a security it might  otherwise sell. The use of currency
transactions  can result in a Fund  incurring  losses as a result of a number of
factors   including  the   imposition  of  exchange   controls,   suspension  of
settlements,  or the inability to deliver or receive a specified  currency.  The
use of  options  and  futures  transactions  entails  certain  other  risks.  In
particular,  the  variable  degree of  correlation  between  price  movements of
futures  contracts and price  movements in the related  portfolio  position of a
Fund  creates  the  possibility  that losses on the  hedging  instrument  may be
greater than gains in the value of a Fund's position.  In addition,  futures and
options   markets   may  not  be  liquid  in  all   circumstances   and  certain
over-the-counter options may have no markets. As a result, in certain markets, a
Fund might not be able to close out a transaction without incurring  substantial
losses,  if at all.  Although  the use of futures and options  transactions  for
hedging  should tend to minimize  the risk of loss due to a decline in the value
of the hedged  position,  at the same time they tend to limit any potential gain
which might  result from an increase  in value of such  position.  Finally,  the
daily variation margin requirements for futures contracts would create a greater
ongoing  potential  financial  risk than would  purchases of options,  where the
exposure is limited to the cost of the initial  premium.  Losses  resulting from
the use of Strategic  Transactions  would  reduce net asset value,  and possibly
income,  and such losses can be greater than if the Strategic  Transactions  had
not been utilized.

General  Characteristics of Options. Put options and call options typically have
similar structural  characteristics and operational  mechanics regardless of the
underlying  instrument on which they are purchased or sold.  Thus, the following
general  discussion relates to each of the particular types of options discussed
in greater  detail below.  In addition,  many Strategic  Transactions  involving
options require segregation of a Fund's assets in special accounts, as described
below under "Use of Segregated and Other Special Accounts."

         A put option  gives the  purchaser  of the  option,  upon  payment of a
premium, the right to sell, and the writer the obligation to buy, the underlying
security,  commodity, index, currency or other instrument at the exercise price.
For instance,  a Fund's purchase of a put option on a security might be designed
to protect  its  holdings in the  underlying  instrument  (or, in some cases,  a
similar  instrument) against a substantial decline in the market value by giving
a Fund the right to sell such  instrument at the option  exercise  price. A call
option,  upon payment of a premium,  gives the purchaser of the option the right
to buy, and the seller the obligation to sell, the underlying  instrument at the
exercise price.  Each Fund's purchase of a call option on a security,  financial
future,  index, currency or other instrument might be intended to protect a Fund
against an increase in the price of the underlying instrument that it intends to
purchase  in the  future  by  fixing  the  price at which it may  purchase  such
instrument.  An American  style put or call option may be  exercised at any time
during  the  option  period  while a  European  style put or call  option may be
exercised only upon expiration or during a fixed period prior thereto. Each Fund
is authorized to purchase and sell exchange listed options and  over-the-counter
options  ("OTC  options").  Exchange  listed  options  are issued by a regulated
intermediary such as the Options Clearing Corporation ("OCC"),  which guarantees
the  performance  of the  obligations  of  the  parties  to  such  options.  The
discussion  below uses the OCC as an example,  but is also  applicable  to other
financial intermediaries.

         With  certain  exceptions,  OCC  issued  and  exchange  listed  options
generally  settle by physical  delivery of the underlying  security or currency,
although in the future cash settlement may become  available.  Index options and
Eurodollar instruments are cash settled for the net amount, if any, by which the
option is  "in-the-money"  (i.e.,  where the value of the underlying  instrument
exceeds,  in the case of a call  option,  or is less than,  in the case of a put
option,  the exercise  price of the option) at the time the option is exercised.
Frequently,  rather than taking or making delivery of the underlying  instrument
through  the process of  exercising  the  option,  listed  options are closed by
entering into  offsetting  purchase or sale  transactions  that do not result in
ownership of the new option.

         Each Fund's  ability to close out its position as a purchaser or seller
of an OCC or exchange listed put or call option is dependent,  in part, upon the
liquidity of the option market.  Among the possible reasons for the absence of a
liquid option market on an exchange are: (i)  insufficient  trading  interest in
certain options; (ii) restrictions on transactions imposed by an exchange; (iii)
trading  halts,  suspensions  or other  restrictions  imposed  with  respect  to
particular  classes  or series of  options or  underlying  securities  including
reaching daily price limits;  (iv)  interruption of the normal operations of the
OCC or an exchange;  (v)  inadequacy of the  facilities of an exchange or OCC to
handle current  trading  volume;  or (vi) a decision by one or more exchanges to
discontinue the trading of options (or

                                       14
<PAGE>

a particular class or series of options), in which event the relevant market for
that option on that exchange would cease to exist,  although outstanding options
on that exchange would  generally  continue to be exercisable in accordance with
their terms.

         The hours of trading for listed options may not coincide with the hours
during which the underlying financial instruments are traded. To the extent that
the  option  markets  close  before the  markets  for the  underlying  financial
instruments,  significant  price  and  rate  movements  can  take  place  in the
underlying markets that cannot be reflected in the option markets.

         OTC options are purchased from or sold to securities dealers, financial
institutions  or  other  parties  ("Counterparties")  through  direct  bilateral
agreement with the Counterparty.  In contrast to exchange listed options,  which
generally have standardized terms and performance mechanics, all the terms of an
OTC option, including such terms as method of settlement,  term, exercise price,
premium,  guarantees and security,  are set by negotiation of the parties.  Each
Fund will only sell OTC  options  (other  than OTC  currency  options)  that are
subject to a buy-back provision permitting a Fund to require the Counterparty to
sell the option back to a Fund at a formula  price within seven days.  Each Fund
expects   generally  to  enter  into  OTC  options  that  have  cash  settlement
provisions, although it is not required to do so.

         Unless the  parties  provide  for it,  there is no central  clearing or
guaranty function in an OTC option.  As a result,  if the Counterparty  fails to
make or take delivery of the security,  currency or other instrument  underlying
an OTC option it has entered into with a Fund or fails to make a cash settlement
payment due in  accordance  with the terms of that option,  a Fund will lose any
premium  it paid  for the  option  as well  as any  anticipated  benefit  of the
transaction.  Accordingly,  the Adviser must assess the creditworthiness of each
such Counterparty or any guarantor or credit  enhancement of the  Counterparty's
credit to  determine  the  likelihood  that the terms of the OTC option  will be
satisfied.  Each Fund  will  engage in OTC  option  transactions  only with U.S.
government securities dealers recognized by the Federal Reserve Bank of New York
as "primary  dealers"  or  broker/dealers,  domestic  or foreign  banks or other
financial  institutions which have received (or the guarantors of the obligation
of which have  received) a short-term  credit rating of A-1 from S&P or P-1 from
Moody's or an  equivalent  rating  from any  nationally  recognized  statistical
rating organization ("NRSRO") or, in the case of OTC currency transactions,  are
determined to be of equivalent  credit quality by the Adviser.  The staff of the
SEC  currently  takes the position  that OTC options  purchased  by a Fund,  and
portfolio securities "covering" the amount of a Fund's obligation pursuant to an
OTC option sold by it (the cost of the sell-back plus the  in-the-money  amount,
if any) are  illiquid,  and are subject to a Fund's  limitation  on investing no
more than 15% of its net assets in illiquid securities.

         If a Fund sells a call  option,  the premium that it receives may serve
as a partial hedge, to the extent of the option  premium,  against a decrease in
the value of the  underlying  securities or instruments in its portfolio or will
increase a Fund's income. The sale of put options can also provide income.

         Each Fund may purchase and sell call  options on  securities  including
U.S.  Treasury  and  agency  securities,   mortgage-backed  securities,  foreign
sovereign  debt,  corporate  debt  securities,   equity  securities   (including
convertible  securities) and Eurodollar  instruments that are traded on U.S. and
foreign  securities  exchanges  and  in  the  over-the-counter  markets,  and on
securities indices,  currencies and futures contracts.  All calls sold by a Fund
must be "covered"  (i.e.,  a Fund must own the  securities  or futures  contract
subject to the call) or must meet the asset segregation  requirements  described
below as long as the call is  outstanding.  Even though a Fund will  receive the
option  premium to help protect it against loss, a call sold by a Fund exposes a
Fund during the term of the option to possible  loss of  opportunity  to realize
appreciation  in the market price of the  underlying  security or instrument and
may require a Fund to hold a security  or  instrument  which it might  otherwise
have sold.

         Each Fund may  purchase  and sell put options on  securities  including
U.S.  Treasury  and  agency  securities,   mortgage-backed  securities,  foreign
sovereign  debt,  corporate  debt  securities,   equity  securities   (including
convertible  securities) and Eurodollar instruments (whether or not it holds the
above securities in its portfolio),  and on securities  indices,  currencies and
futures contracts other than futures on individual corporate debt and individual
equity  securities.  Each Fund will not sell put options  if, as a result,  more
than 50% of a Fund's total assets  would be required to be  segregated  to cover
its potential  obligations  under such put options other than those with respect
to futures and options thereon.  In selling put options,  there is a risk that a
Fund may be required to buy the underlying  security at a disadvantageous  price
above the market price.

                                       15
<PAGE>

General  Characteristics of Futures.  Each Fund may enter into futures contracts
or  purchase  or sell put and call  options on such  futures as a hedge  against
anticipated  interest rate, currency or equity market changes,  and for duration
management,  risk  management  and  return  enhancement  purposes.  Futures  are
generally  bought and sold on the  commodities  exchanges  where they are listed
with payment of initial and variation  margin as described  below. The sale of a
futures contract  creates a firm obligation by a Fund, as seller,  to deliver to
the buyer the specific type of financial  instrument  called for in the contract
at a specific  future  time for a  specified  price (or,  with  respect to index
futures and  Eurodollar  instruments,  the net cash amount).  Options on futures
contracts  are  similar  to  options on  securities  except  that an option on a
futures contract gives the purchaser the right in return for the premium paid to
assume a position in a futures contract and obligates the seller to deliver such
position.

         Each  Fund's use of futures and  options  thereon  will in all cases be
consistent with applicable  regulatory  requirements and in particular the rules
and regulations of the Commodity Futures Trading  Commission and will be entered
into for bona fide hedging,  risk management  (including duration management) or
other  portfolio  and  return  enhancement   management   purposes.   Typically,
maintaining a futures  contract or selling an option thereon  requires a Fund to
deposit with a financial  intermediary as security for its obligations an amount
of cash or other specified  assets (initial margin) which initially is typically
1% to 10% of the  face  amount  of the  contract  (but  may be  higher  in  some
circumstances).  Additional cash or assets (variation margin) may be required to
be  deposited  thereafter  on a daily  basis as the mark to market  value of the
contract  fluctuates.  The purchase of an option on financial  futures  involves
payment of a premium for the option  without any further  obligation on the part
of a Fund.  If a Fund  exercises  an  option on a  futures  contract  it will be
obligated to post initial margin (and potential subsequent variation margin) for
the  resulting  futures  position  just as it would  for any  position.  Futures
contracts  and  options  thereon  are  generally  settled  by  entering  into an
offsetting  transaction  but there can be no assurance  that the position can be
offset prior to  settlement  at an  advantageous  price,  nor that delivery will
occur.

         Each Fund will not enter  into a futures  contract  or  related  option
(except for closing  transactions) if,  immediately  thereafter,  the sum of the
amount of its initial margin and premiums on open futures  contracts and options
thereon  would  exceed 5% of a Fund's  total  assets  (taken at current  value);
however,  in the  case of an  option  that is  in-the-money  at the  time of the
purchase,  the  in-the-money  amount  may  be  excluded  in  calculating  the 5%
limitation.  The segregation  requirements with respect to futures contracts and
options thereon are described below.

Options on Securities  Indices and Other Financial  Indices.  Each Fund also may
purchase and sell call and put options on securities indices and other financial
indices and in so doing can achieve many of the same objectives it would achieve
through  the sale or  purchase  of options  on  individual  securities  or other
instruments.  Options on  securities  indices  and other  financial  indices are
similar to options on a security or other  instrument  except that,  rather than
settling by physical delivery of the underlying instrument,  they settle by cash
settlement,  i.e.,  an option on an index gives the holder the right to receive,
upon exercise of the option, an amount of cash if the closing level of the index
upon which the option is based exceeds,  in the case of a call, or is less than,
in the case of a put, the exercise  price of the option  (except if, in the case
of an OTC option, physical delivery is specified).  This amount of cash is equal
to the excess of the closing  price of the index over the exercise  price of the
option,  which  also may be  multiplied  by a formula  value.  The seller of the
option is  obligated,  in return for the premium  received,  to make delivery of
this  amount.  The  gain or loss on an  option  on an  index  depends  on  price
movements in the instruments making up the market,  market segment,  industry or
other  composite  on which the  underlying  index is based,  rather  than  price
movements in  individual  securities,  as is the case with respect to options on
securities.

Currency  Transactions.  Each Fund may  engage  in  currency  transactions  with
Counterparties  primarily in order to hedge,  or manage the risk of the value of
portfolio holdings denominated in particular  currencies against fluctuations in
relative  value.  Currency  transactions  include  forward  currency  contracts,
exchange listed currency futures, exchange listed and OTC options on currencies,
and currency swaps. A forward currency contract involves a privately  negotiated
obligation  to purchase or sell (with  delivery  generally  required) a specific
currency at a future  date,  which may be any fixed number of days from the date
of the contract  agreed upon by the  parties,  at a price set at the time of the
contract.  A currency  swap is an agreement to exchange  cash flows based on the
notional  difference  among two or more currencies and operates  similarly to an
interest rate swap, which is described below.  Each Fund may enter into currency
transactions with  Counterparties  which have received (or the guarantors of the
obligations  which  have  received)  a  credit  rating  of  A-1 or P-1 by S&P or
Moody's, respectively, or that have an equivalent rating from a NRSRO or (except
for OTC currency  options) are determined to be of equivalent  credit quality by
the Adviser.

                                       16
<PAGE>

         Each Fund's dealings in forward  currency  contracts and other currency
transactions  such as futures,  options,  options on futures and swaps generally
will be limited to hedging  involving either specific  transactions or portfolio
positions  except as described  below.  Transaction  hedging is entering  into a
currency  transaction  with respect to specific assets or liabilities of a Fund,
which  will  generally  arise in  connection  with the  purchase  or sale of its
portfolio  securities or the receipt of income  therefrom.  Position  hedging is
entering  into  a  currency  transaction  with  respect  to  portfolio  security
positions denominated or generally quoted in that currency.

         Each Fund generally will not enter into a transaction to hedge currency
exposure to an extent greater, after netting all transactions intended wholly or
partially to offset other transactions,  than the aggregate market value (at the
time of entering into the  transaction)  of the securities held in its portfolio
that are denominated or generally  quoted in or currently  convertible into such
currency, other than with respect to proxy hedging or cross hedging as described
below.

         Each Fund may also cross-hedge currencies by entering into transactions
to purchase or sell one or more currencies that are expected to decline in value
relative to other  currencies  to which a Fund has or in which a Fund expects to
have portfolio exposure.

         To reduce the effect of currency  fluctuations on the value of existing
or anticipated  holdings of portfolio  securities,  each Fund may also engage in
proxy  hedging.  Proxy hedging is often used when the currency to which a Fund's
portfolio is exposed is difficult to hedge or to hedge against the dollar. Proxy
hedging  entails  entering into a commitment or option to sell a currency  whose
changes in value are  generally  considered  to be  correlated  to a currency or
currencies  in which  some or all of a Fund's  portfolio  securities  are or are
expected to be  denominated,  in exchange  for U.S.  dollars.  The amount of the
commitment  or  option  would  not  exceed  the  value  of a  Fund's  securities
denominated in correlated currencies. For example, if the Adviser considers that
the Austrian schilling is correlated to the German  deutschemark (the "D-mark"),
a Fund holds securities  denominated in schillings and the Adviser believes that
the value of schillings  will decline against the U.S.  dollar,  the Adviser may
enter into a  commitment  or option to sell  D-marks and buy  dollars.  Currency
hedging involves some of the same risks and considerations as other transactions
with similar instruments.  Currency  transactions can result in losses to a Fund
if the currency  being hedged  fluctuates in value to a degree or in a direction
that  is  not  anticipated.  Further,  there  is the  risk  that  the  perceived
correlation  between various currencies may not be present or may not be present
during the particular  time that a Fund is engaging in proxy hedging.  If a Fund
enters into a currency  hedging  transaction,  a Fund will comply with the asset
segregation requirements described below.

Risks of  Currency  Transactions.  Currency  transactions  are  subject to risks
different from those of other portfolio  transactions.  Because currency control
is of great  importance  to the  issuing  governments  and  influences  economic
planning and policy, purchases and sales of currency and related instruments can
be  negatively  affected  by  government  exchange  controls,   blockages,   and
manipulations or exchange restrictions imposed by governments.  These can result
in losses to a Fund if it is unable to deliver or receive  currency  or funds in
settlement of obligations  and could also cause hedges it has entered into to be
rendered  useless,  resulting  in full  currency  exposure as well as  incurring
transaction  costs.  Buyers and sellers of  currency  futures are subject to the
same risks that apply to the use of futures generally.  Further, settlement of a
currency  futures  contract for the purchase of most  currencies must occur at a
bank  based in the  issuing  nation.  Trading  options  on  currency  futures is
relatively  new,  and the ability to establish  and close out  positions on such
options is subject to the maintenance of a liquid market which may not always be
available.  Currency  exchange rates may fluctuate based on factors extrinsic to
that country's economy.

Combined Transactions. Each Fund may enter into multiple transactions, including
multiple options transactions,  multiple futures transactions, multiple currency
transactions  (including forward currency  contracts) and multiple interest rate
transactions and any combination of futures, options, currency and interest rate
transactions   ("component"   transactions),   instead  of  a  single  Strategic
Transaction,  as part of a single or combined  strategy  when, in the opinion of
the  Adviser,  it is in the  best  interests  of a Fund  to do  so.  A  combined
transaction  will usually  contain  elements of risk that are present in each of
its component transactions.  Although combined transactions are normally entered
into based on the Adviser's  judgment that the combined  strategies  will reduce
risk or otherwise  more  effectively  achieve the desired  portfolio  management
goal, it is possible that the  combination  will instead  increase such risks or
hinder achievement of the portfolio management objective.

                                       17
<PAGE>

Swaps, Caps, Floors and Collars.  Among the Strategic  Transactions into which a
Fund may enter  are  interest  rate,  currency,  index  and other  swaps and the
purchase or sale of related caps, floors and collars. Each Fund expects to enter
into these transactions primarily to preserve a return or spread on a particular
investment  or  portion  of  its   portfolio,   to  protect   against   currency
fluctuations,  as a duration  management  technique  or to protect  against  any
increase in the price of  securities a Fund  anticipates  purchasing  at a later
date. Each Fund will not sell interest rate caps or floors where it does not own
securities  or  other  instruments  providing  the  income  stream a Fund may be
obligated  to pay.  Interest  rate swaps  involve  the  exchange  by a Fund with
another party of their respective commitments to pay or receive interest,  e.g.,
an exchange of floating  rate payments for fixed rate payments with respect to a
notional  amount of principal.  A currency swap is an agreement to exchange cash
flows on a notional amount of two or more currencies based on the relative value
differential  among them and an index swap is an agreement to swap cash flows on
a notional amount based on changes in the values of the reference  indices.  The
purchase  of a cap  entitles  the  purchaser  to receive  payments on a notional
principal  amount from the party selling such cap to the extent that a specified
index exceeds a predetermined  interest rate or amount.  The purchase of a floor
entitles the purchaser to receive  payments on a notional  principal amount from
the party selling such floor to the extent that a specified  index falls below a
predetermined  interest rate or amount. A collar is a combination of a cap and a
floor that preserves a certain return within a  predetermined  range of interest
rates or values.

         Each Fund will usually enter into swaps on a net basis,  i.e.,  the two
payment streams are netted out in a cash settlement on the payment date or dates
specified in the  instrument,  with a Fund receiving or paying,  as the case may
be, only the net amount of the two payments.  Inasmuch as a Fund will  segregate
assets (or enter  into  offsetting  positions)  to cover its  obligations  under
swaps,  the Adviser and the Fund  believe  such  obligations  do not  constitute
senior  securities under the 1940 Act and,  accordingly,  will not treat them as
being subject to its borrowing  restrictions.  Each Fund will not enter into any
swap, cap, floor or collar transaction unless, at the time of entering into such
transaction, the unsecured long-term debt of the Counterparty, combined with any
credit enhancements,  is rated at least A by S&P or Moody's or has an equivalent
rating from a NRSRO or is determined to be of equivalent  credit  quality by the
Adviser. If there is a default by the Counterparty,  a Fund may have contractual
remedies pursuant to the agreements related to the transaction.  The swap market
has  grown  substantially  in  recent  years  with a large  number  of banks and
investment  banking  firms  acting both as  principals  and as agents  utilizing
standardized  swap  documentation.  As a  result,  the swap  market  has  become
relatively  liquid.  Caps,  floors and collars are more recent  innovations  for
which  standardized   documentation  has  not  yet  been  fully  developed  and,
accordingly, they are less liquid than swaps.

Eurodollar   Instruments.   Each  Fund  may  make   investments   in  Eurodollar
instruments.   Eurodollar  instruments  are  U.S.   dollar-denominated   futures
contracts or options  thereon which are linked to the London  Interbank  Offered
Rate ("LIBOR"), although foreign currency-denominated  instruments are available
from time to time.  Eurodollar  futures  contracts enable purchasers to obtain a
fixed  rate for the  lending  of funds and  sellers  to obtain a fixed  rate for
borrowings. Each Fund might use Eurodollar futures contracts and options thereon
to hedge against  changes in LIBOR,  to which many interest rate swaps and fixed
income instruments are linked.

Risks of Strategic  Transactions  Outside the U.S.  When  conducted  outside the
U.S., Strategic  Transactions may not be regulated as rigorously as in the U.S.,
may not involve a clearing mechanism and related guarantees,  and are subject to
the risk of governmental actions affecting trading in, or the prices of, foreign
securities,  currencies and other instruments.  The value of such positions also
could be adversely affected by: (i) other complex foreign  political,  legal and
economic factors,  (ii) lesser availability than in the U.S. of data on which to
make trading  decisions,  (iii) delays in a Fund's  ability to act upon economic
events occurring in foreign markets during  non-business hours in the U.S., (iv)
the  imposition of different  exercise and  settlement  terms and procedures and
margin  requirements  than  in the  U.S.,  and  (v)  lower  trading  volume  and
liquidity.

Use of Segregated and Other Special Accounts.  Many Strategic  Transactions,  in
addition to other  requirements,  require that a Fund  segregate  cash or liquid
assets with its custodian to the extent a Fund's  obligations  are not otherwise
"covered" through ownership of the underlying security,  financial instrument or
currency. In general,  either the full amount of any obligation by a Fund to pay
or deliver  securities or assets must be covered at all times by the securities,
instruments or currency required to be delivered,  or, subject to any regulatory
restrictions,  an amount of cash or liquid  assets at least equal to the current
amount of the obligation must be segregated  with the custodian.  The segregated
assets cannot be sold or transferred unless equivalent assets are substituted in
their place or it is no longer necessary to segregate them. For example,  a call
option written by a Fund will require the Fund to

                                       18
<PAGE>

hold the  securities  subject to the call (or  securities  convertible  into the
needed  securities  without  additional  consideration)  or to segregate cash or
liquid assets  sufficient to purchase and deliver the  securities if the call is
exercised. A call option sold by a Fund on an index will require the Fund to own
portfolio  securities  which  correlate  with the index or to segregate  cash or
liquid assets equal to the excess of the index value over the exercise  price on
a current  basis.  A put option written by a Fund requires the Fund to segregate
cash or liquid assets equal to the exercise price.

         Except when a Fund enters into a forward  contract  for the purchase or
sale of a security  denominated  in a  particular  currency,  which  requires no
segregation,  a currency contract which obligates a Fund to buy or sell currency
will  generally  require  a Fund to hold an amount  of that  currency  or liquid
assets  denominated  in that  currency  equal to the  Fund's  obligations  or to
segregate cash or liquid assets equal to the amount of a Fund's obligation.

         OTC options  entered  into by a Fund,  including  those on  securities,
currency,  financial  instruments or indices and OCC issued and exchange  listed
index options,  will generally provide for cash settlement.  As a result, when a
Fund sells these  instruments it will only segregate an amount of cash or liquid
assets  equal to its accrued net  obligations,  as there is no  requirement  for
payment or delivery of amounts in excess of the net amount.  These  amounts will
equal 100% of the exercise price in the case of a non cash-settled put, the same
as an OCC guaranteed  listed option sold by a Fund, or the  in-the-money  amount
plus any sell-back  formula amount in the case of a cash-settled put or call. In
addition,  when a Fund  sells a call  option  on an  index  at a time  when  the
in-the-money  amount exceeds the exercise price, the Fund will segregate,  until
the option expires or is closed out, cash or cash equivalents  equal in value to
such excess.  OCC issued and exchange  listed  options sold by a Fund other than
those above  generally  settle with  physical  delivery,  or with an election of
either physical  delivery or cash settlement and a Fund will segregate an amount
of cash or liquid  assets  equal to the full value of the  option.  OTC  options
settling with physical delivery, or with an election of either physical delivery
or cash  settlement  will be treated  the same as other  options  settling  with
physical delivery.

         In the case of a futures  contract  or an option  thereon,  a Fund must
deposit  initial  margin and  possible  daily  variation  margin in  addition to
segregating cash or liquid assets  sufficient to meet its obligation to purchase
or provide securities or currencies, or to pay the amount owed at the expiration
of an index-based futures contract. Such liquid assets may consist of cash, cash
equivalents, liquid debt or equity securities or other acceptable assets.

         With respect to swaps, a Fund will accrue the net amount of the excess,
if any, of its obligations over its entitlements  with respect to each swap on a
daily basis and will segregate an amount of cash or liquid assets having a value
equal to the accrued excess.  Caps,  floors and collars  require  segregation of
assets with a value equal to a Fund's net obligation, if any.

         Strategic  Transactions  may be covered by other means when  consistent
with applicable  regulatory  policies.  Each Fund may also enter into offsetting
transactions so that its combined position,  coupled with any segregated assets,
equals  its  net  outstanding   obligation  in  related  options  and  Strategic
Transactions.  For  example,  a Fund  could  purchase a put option if the strike
price of that option is the same or higher than the strike price of a put option
sold by the Fund.  Moreover,  instead of segregating  cash or liquid assets if a
Fund held a futures or forward  contract,  it could purchase a put option on the
same futures or forward  contract with a strike price as high or higher than the
price of the contract held.  Other Strategic  Transactions may also be offset in
combinations.  If the offsetting  transaction terminates at the time of or after
the primary  transaction no segregation is required,  but if it terminates prior
to such time, cash or liquid assets equal to any remaining obligation would need
to be segregated.

Strategic  Transactions and Derivatives - For Global Fund. The Fund may, but are
not required to, utilize various other investment  strategies as described below
for a variety of purposes,  such as hedging  various market risks,  managing the
effective  maturity  or duration of the  fixed-income  securities  in the Fund's
portfolio or enhancing  potential gain. These strategies may be executed through
the use of derivative contracts.

         In the course of pursuing  these  investment  strategies,  the Fund may
purchase and sell  exchange-listed and  over-the-counter put and call options on
securities, equity and fixed-income indices and other instruments,  purchase and
sell futures contracts and options thereon, enter into various transactions such
as swaps, caps, floors,  collars,

                                       19
<PAGE>

currency  forward  contracts,  currency  futures  contracts,  currency  swaps or
options  on  currencies,   or  currency   futures  and  various  other  currency
transactions (collectively,  all the above are called "Strategic Transactions").
In addition, strategic transactions may also include new techniques, instruments
or  strategies  that  are  permitted  as  regulatory  changes  occur.  Strategic
Transactions may be used without limit (subject to certain limits imposed by the
1940 Act) to attempt to protect against  possible changes in the market value of
securities  held in or to be purchased for the Fund's  portfolio  resulting from
securities markets or currency exchange rate fluctuations, to protect the Fund's
unrealized  gains in the value of its portfolio  securities,  to facilitate  the
sale of such  securities  for  investment  purposes,  to  manage  the  effective
maturity or duration of the Fund's portfolio,  or to establish a position in the
derivatives  markets  as a  substitute  for  purchasing  or  selling  particular
securities.  Some Strategic  Transactions may also be used to enhance  potential
gain  although  no more  than 5% of the  Fund's  assets  will  be  committed  to
Strategic  Transactions  entered into for  non-hedging  purposes.  Any or all of
these investment techniques may be used at any time and in any combination,  and
there is no particular  strategy  that dictates the use of one technique  rather
than  another,  as use of any  Strategic  Transaction  is a function of numerous
variables including market conditions.  The ability of the Fund to utilize these
Strategic  Transactions  successfully  will depend on the  Adviser's  ability to
predict  pertinent  market  movements,  which  cannot be assured.  The Fund will
comply  with  applicable   regulatory   requirements  when  implementing   these
strategies, techniques and instruments.  Strategic Transactions will not be used
to alter fundamental  investment  purposes and  characteristics of the Fund, and
the Fund will segregate assets (or as provided by applicable regulations,  enter
into certain  offsetting  positions)  to cover its  obligations  under  options,
futures and swaps to limit leveraging of the Fund.

         Strategic  Transactions,  including  derivative  contracts,  have risks
associated  with them  including  possible  default  by the  other  party to the
transaction,  illiquidity  and, to the extent the  Adviser's  view as to certain
market  movements  is  incorrect,  the  risk  that  the  use of  such  Strategic
Transactions  could result in losses greater than if they had not been used. Use
of put and call  options  may  result in  losses to the Fund,  force the sale or
purchase of portfolio  securities at inopportune times or for prices higher than
(in the case of put options) or lower than (in the case of call options) current
market  values,  limit the amount of  appreciation  the Fund can  realize on its
investments  or cause the Fund to hold a security it might  otherwise  sell. The
use of currency transactions can result in the Fund incurring losses as a result
of a number of factors including the imposition of exchange controls, suspension
of settlements, or the inability to deliver or receive a specified currency. The
use of  options  and  futures  transactions  entails  certain  other  risks.  In
particular,  the  variable  degree of  correlation  between  price  movements of
futures contracts and price movements in the related  portfolio  position of the
Fund  creates  the  possibility  that losses on the  hedging  instrument  may be
greater than gains in the value of the Fund's position. In addition, futures and
options   markets   may  not  be  liquid  in  all   circumstances   and  certain
over-the-counter  options may have no markets.  As a result, in certain markets,
the  Fund  might  not be able  to  close  out a  transaction  without  incurring
substantial  losses,  if at  all.  Although  the  use  of  futures  and  options
transactions  for  hedging  should  tend to  minimize  the risk of loss due to a
decline in the value of the hedged position, at the same time they tend to limit
any  potential  gain  which  might  result  from an  increase  in  value of such
position. Finally, the daily variation margin requirements for futures contracts
would create a greater ongoing potential  financial risk than would purchases of
options,  where the  exposure  is  limited to the cost of the  initial  premium.
Losses resulting from the use of Strategic  Transactions  would reduce net asset
value, and possibly income, and such losses can be greater than if the Strategic
Transactions had not been utilized.

General  Characteristics of Options. Put options and call options typically have
similar structural  characteristics and operational  mechanics regardless of the
underlying  instrument on which they are purchased or sold.  Thus, the following
general  discussion relates to each of the particular types of options discussed
in greater  detail below.  In addition,  many Strategic  Transactions  involving
options  require  segregation of Fund assets in special  accounts,  as described
below under "Use of Segregated and Other Special Accounts."

         A put option  gives the  purchaser  of the  option,  upon  payment of a
premium, the right to sell, and the writer the obligation to buy, the underlying
security,  commodity, index, currency or other instrument at the exercise price.
For  instance,  the  Fund's  purchase  of a put  option on a  security  might be
designed  to protect  its  holdings in the  underlying  instrument  (or, in some
cases, a similar  instrument)  against a substantial decline in the market value
by giving  the Fund the right to sell such  instrument  at the  option  exercise
price.  A call  option,  upon payment of a premium,  gives the  purchaser of the
option the right to buy, and the seller the  obligation to sell,  the underlying

                                       20
<PAGE>

instrument  at the  exercise  price.  The Fund's  purchase of a call option on a
security,  financial  future,  index,  currency  or  other  instrument  might be
intended to protect the Fund against an increase in the price of the  underlying
instrument  that it  intends  to  purchase  in the future by fixing the price at
which it may purchase such instrument.  An American style put or call option may
be exercised at any time during the option period while a European  style put or
call option may be exercised only upon expiration or during a fixed period prior
thereto. The Fund is authorized to purchase and sell exchange listed options and
over-the-counter options ("OTC options").  Exchange listed options are issued by
a regulated intermediary such as the Options Clearing Corporation ("OCC"), which
guarantees the  performance  of the  obligations of the parties to such options.
The discussion below uses the OCC as an example, but is also applicable to other
financial intermediaries.

         With  certain  exceptions,  OCC  issued  and  exchange  listed  options
generally  settle by physical  delivery of the underlying  security or currency,
although in the future cash settlement may become  available.  Index options and
Eurodollar instruments are cash settled for the net amount, if any, by which the
option is  "in-the-money"  (i.e.,  where the value of the underlying  instrument
exceeds,  in the case of a call  option,  or is less than,  in the case of a put
option,  the exercise  price of the option) at the time the option is exercised.
Frequently,  rather than taking or making delivery of the underlying  instrument
through  the process of  exercising  the  option,  listed  options are closed by
entering into  offsetting  purchase or sale  transactions  that do not result in
ownership of the new option.

         The Fund's  ability to close out its  position as a purchaser or seller
of an OCC or exchange listed put or call option is dependent,  in part, upon the
liquidity of the option market.  Among the possible reasons for the absence of a
liquid option market on an exchange are: (i)  insufficient  trading  interest in
certain options; (ii) restrictions on transactions imposed by an exchange; (iii)
trading  halts,  suspensions  or other  restrictions  imposed  with  respect  to
particular  classes  or series of  options or  underlying  securities  including
reaching daily price limits;  (iv)  interruption of the normal operations of the
OCC or an exchange;  (v)  inadequacy of the  facilities of an exchange or OCC to
handle current  trading  volume;  or (vi) a decision by one or more exchanges to
discontinue the trading of options (or a particular class or series of options),
in which event the relevant  market for that option on that exchange would cease
to exist, although outstanding options on that exchange would generally continue
to be exercisable in accordance with their terms.

         The hours of trading for listed options may not coincide with the hours
during which the underlying financial instruments are traded. To the extent that
the  option  markets  close  before the  markets  for the  underlying  financial
instruments,  significant  price  and  rate  movements  can  take  place  in the
underlying markets that cannot be reflected in the option markets.

         OTC options are purchased from or sold to securities dealers, financial
institutions  or  other  parties  ("Counterparties")  through  direct  bilateral
agreement with the Counterparty.  In contrast to exchange listed options,  which
generally have standardized terms and performance mechanics, all the terms of an
OTC option, including such terms as method of settlement,  term, exercise price,
premium,  guarantees and security,  are set by  negotiation of the parties.  The
Fund will only sell OTC  options  (other  than OTC  currency  options)  that are
subject to a buy-back provision  permitting the Fund to require the Counterparty
to sell the option back to the Fund at a formula  price within  seven days.  The
Fund  expects  generally  to enter into OTC  options  that have cash  settlement
provisions, although it is not required to do so.

         Unless the  parties  provide  for it,  there is no central  clearing or
guaranty function in an OTC option.  As a result,  if the Counterparty  fails to
make or take delivery of the security,  currency or other instrument  underlying
an OTC  option  it has  entered  into  with  the  Fund or  fails  to make a cash
settlement  payment due in  accordance  with the terms of that option,  the Fund
will lose any premium it paid for the option as well as any anticipated  benefit
of the transaction. Accordingly, the Adviser must assess the creditworthiness of
each  such   Counterparty  or  any  guarantor  or  credit   enhancement  of  the
Counterparty's  credit to  determine  the  likelihood  that the terms of the OTC
option will be satisfied.  The Fund will engage in OTC option  transactions only
with U.S.  government  securities dealers recognized by the Federal Reserve Bank
of New York as "primary dealers" or broker/dealers, domestic or foreign banks or
other  financial  institutions  which have  received (or the  guarantors  of the
obligation of which have received) a short-term credit rating of A-1 from S&P or
P-1  from  Moody's  or an  equivalent  rating  from  any  nationally  recognized
statistical  rating  organization  ("NRSRO")  or,  in the  case of OTC  currency
transactions,  are determined to

                                       21
<PAGE>

be of equivalent credit quality by the Adviser.  The staff of the Securities and
Exchange  Commission  (the "SEC")  currently takes the position that OTC options
purchased by the Fund,  and portfolio  securities  "covering"  the amount of the
Fund's  obligation  pursuant  to an OTC  option  sold  by it  (the  cost  of the
sell-back plus the in-the-money amount, if any) are illiquid, and are subject to
the  Fund's  limitation  on  investing  no more  than 15% of its net  assets  in
illiquid securities.

         If the Fund sells a call option, the premium that it receives may serve
as a partial hedge, to the extent of the option  premium,  against a decrease in
the value of the  underlying  securities or instruments in its portfolio or will
increase the Fund's income. The sale of put options can also provide income.

         The Fund may  purchase and sell call  options on  securities  including
U.S.  Treasury  and  agency  securities,   mortgage-backed  securities,  foreign
sovereign  debt,  corporate  debt  securities,   equity  securities   (including
convertible  securities) and Eurodollar  instruments that are traded on U.S. and
foreign  securities  exchanges  and  in  the  over-the-counter  markets,  and on
securities indices, currencies and futures contracts. All calls sold by the Fund
must be "covered"  (i.e.,  the Fund must own the securities or futures  contract
subject to the call) or must meet the asset segregation  requirements  described
below as long as the call is outstanding.  Even though the Fund will receive the
option  premium to help protect it against loss, a call sold by the Fund exposes
the Fund  during  the term of the  option to  possible  loss of  opportunity  to
realize  appreciation  in  the  market  price  of  the  underlying  security  or
instrument  and may require the Fund to hold a security or  instrument  which it
might otherwise have sold.

         The Fund may purchase and sell put options on securities including U.S.
Treasury and agency securities,  mortgage-backed  securities,  foreign sovereign
debt,  corporate  debt  securities,  equity  securities  (including  convertible
securities)  and  Eurodollar  instruments  (whether  or not it holds  the  above
securities in its portfolio), and on securities indices,  currencies and futures
contracts other than futures on individual  corporate debt and individual equity
securities. The Fund will not sell put options if, as a result, more than 50% of
the  Fund's  total  assets  would be  required  to be  segregated  to cover  its
potential  obligations  under such put options  other than those with respect to
futures and options  thereon.  In selling put options,  there is a risk that the
Fund may be required to buy the underlying  security at a disadvantageous  price
above the market price.

General Characteristics of Futures. The Fund may enter into futures contracts or
purchase  or sell  put and  call  options  on such  futures  as a hedge  against
anticipated  interest rate, currency or equity market changes,  and for duration
management,  risk  management,  and return  enhancement  purposes.  Futures  are
generally  bought and sold on the  commodities  exchanges where they are listed,
with payment of initial and variation  margin as described  below. The sale of a
futures contract creates a firm obligation by the Fund, as seller, to deliver to
the buyer the  specific  type of  instrument  called  for in the  contract  at a
specific  future time for a specified  price (or,  with respect to index futures
and Eurodollar instruments,  the net cash amount).  Options on futures contracts
are similar to options on securities except that an option on a futures contract
gives  the  purchaser  the  right in  return  for the  premium  paid to assume a
position  in a  futures  contract  and  obligates  the  seller to  deliver  such
position.

         The Fund's  use of futures  and  options  thereon  will in all cases be
consistent with applicable  regulatory  requirements and in particular the rules
and regulations of the Commodity Futures Trading  Commission and will be entered
into for bona fide hedging,  risk management  (including duration management) or
other  portfolio  and  return  enhancement   management   purposes.   Typically,
maintaining a futures contract or selling an option thereon requires the Fund to
deposit with a financial  intermediary as security for its obligations an amount
of cash or other specified  assets (initial margin) which initially is typically
1% to 10% of the  face  amount  of the  contract  (but  may be  higher  in  some
circumstances).  Additional cash or assets (variation margin) may be required to
be  deposited  thereafter  on a daily  basis as the mark to market  value of the
contract  fluctuates.  The purchase of an option on financial  futures  involves
payment of a premium for the option  without any further  obligation on the part
of the Fund.  If the Fund  exercises an option on a futures  contract it will be
obligated to post initial margin (and potential subsequent variation margin) for
the  resulting  futures  position  just as it would  for any  position.  Futures
contracts  and  options  thereon  are  generally  settled  by  entering  into an
offsetting  transaction  but there can be no assurance  that the position can be
offset prior to  settlement  at an  advantageous  price,  nor that delivery will
occur.

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<PAGE>

         The Fund  will not enter  into a futures  contract  or  related  option
(except for closing  transactions) if,  immediately  thereafter,  the sum of the
amount of its initial margin and premiums on open futures  contracts and options
thereon  would exceed 5% of the Fund's total  assets  (taken at current  value);
however,  in the  case of an  option  that is  in-the-money  at the  time of the
purchase,  the  in-the-money  amount  may  be  excluded  in  calculating  the 5%
limitation.  The segregation  requirements with respect to futures contracts and
options thereon are described below.

Options on Securities  Indices and Other  Financial  Indices.  The Fund also may
purchase and sell call and put options on securities indices and other financial
indices and in so doing can achieve many of the same objectives it would achieve
through  the sale or  purchase  of options  on  individual  securities  or other
instruments.  Options on  securities  indices  and other  financial  indices are
similar to options on a security or other  instrument  except that,  rather than
settling by physical delivery of the underlying instrument,  they settle by cash
settlement,  i.e.,  an option on an index gives the holder the right to receive,
upon exercise of the option, an amount of cash if the closing level of the index
upon which the option is based exceeds,  in the case of a call, or is less than,
in the case of a put, the exercise  price of the option  (except if, in the case
of an OTC option, physical delivery is specified).  This amount of cash is equal
to the excess of the closing  price of the index over the exercise  price of the
option,  which  also may be  multiplied  by a formula  value.  The seller of the
option is  obligated,  in return for the premium  received,  to make delivery of
this  amount.  The  gain or loss on an  option  on an  index  depends  on  price
movements in the instruments making up the market,  market segment,  industry or
other  composite  on which the  underlying  index is based,  rather  than  price
movements in  individual  securities,  as is the case with respect to options on
securities.

Currency  Transactions.  The Fund  may  engage  in  currency  transactions  with
Counterparties  primarily in order to hedge,  or manage the risk of the value of
portfolio holdings denominated in particular  currencies against fluctuations in
relative  value.  Currency  transactions  include  forward  currency  contracts,
exchange listed currency futures, exchange listed and OTC options on currencies,
and currency swaps. A forward currency contract involves a privately  negotiated
obligation  to purchase or sell (with  delivery  generally  required) a specific
currency at a future  date,  which may be any fixed number of days from the date
of the contract  agreed upon by the  parties,  at a price set at the time of the
contract.  A currency  swap is an agreement to exchange  cash flows based on the
notional  difference  among two or more currencies and operates  similarly to an
interest rate swap,  which is described  below. The Fund may enter into currency
transactions with  Counterparties  which have received (or the guarantors of the
obligations  which  have  received)  a  credit  rating  of  A-1 or P-1 by S&P or
Moody's, respectively, or that have an equivalent rating from a NRSRO or (except
for OTC currency  options) are determined to be of equivalent  credit quality by
the Adviser.

         The Fund's  dealings in forward  currency  contracts and other currency
transactions  such as futures,  options,  options on futures and swaps generally
will be limited to hedging  involving either specific  transactions or portfolio
positions  except as described  below.  Transaction  hedging is entering  into a
currency transaction with respect to specific assets or liabilities of the Fund,
which  will  generally  arise in  connection  with the  purchase  or sale of its
portfolio  securities or the receipt of income  therefrom.  Position  hedging is
entering  into  a  currency  transaction  with  respect  to  portfolio  security
positions denominated or generally quoted in that currency.

         The Fund  generally will not enter into a transaction to hedge currency
exposure to an extent greater, after netting all transactions intended wholly or
partially to offset other transactions,  than the aggregate market value (at the
time of entering into the  transaction)  of the securities held in its portfolio
that are denominated or generally  quoted in or currently  convertible into such
currency, other than with respect to proxy hedging or cross hedging as described
below.

         The Fund may also cross-hedge  currencies by entering into transactions
to purchase or sell one or more currencies that are expected to decline in value
relative to other  currencies to which the Fund has or in which the Fund expects
to have portfolio exposure.

         To reduce the effect of currency  fluctuations on the value of existing
or  anticipated  holdings of portfolio  securities,  the Fund may also engage in
proxy hedging. Proxy hedging is often used when the currency to which the Fund's
portfolio is exposed is difficult to hedge or to hedge against the dollar. Proxy
hedging  entails  entering into a

                                       23
<PAGE>

commitment  or option to sell a currency  whose  changes in value are  generally
considered  to be correlated to a currency or currencies in which some or all of
the Fund's  portfolio  securities  are or are  expected  to be  denominated,  in
exchange  for U.S.  dollars.  The amount of the  commitment  or option would not
exceed the value of the Fund's securities  denominated in correlated currencies.
For example,  if the Adviser considers that the Austrian schilling is correlated
to the German deutschemark (the "D-mark"), the Fund holds securities denominated
in schillings and the Adviser believes that the value of schillings will decline
against the U.S.  dollar,  the Adviser may enter into a commitment  or option to
sell D-marks and buy dollars.  Currency  hedging involves some of the same risks
and  considerations  as other  transactions with similar  instruments.  Currency
transactions  can  result  in losses to the Fund if the  currency  being  hedged
fluctuates  in value  to a degree  or in a  direction  that is not  anticipated.
Further,  there  is the risk  that the  perceived  correlation  between  various
currencies may not be present or may not be present  during the particular  time
that the Fund is engaging in proxy  hedging.  If the Fund enters into a currency
hedging   transaction,   the  Fund  will  comply  with  the  asset   segregation
requirements described below.

Risks of  Currency  Transactions.  Currency  transactions  are  subject to risks
different from those of other portfolio  transactions.  Because currency control
is of great  importance  to the  issuing  governments  and  influences  economic
planning and policy, purchases and sales of currency and related instruments can
be  negatively  affected  by  government  exchange  controls,   blockages,   and
manipulations or exchange restrictions imposed by governments.  These can result
in losses to the Fund if it is unable to deliver or receive currency or funds in
settlement of obligations  and could also cause hedges it has entered into to be
rendered  useless,  resulting  in full  currency  exposure as well as  incurring
transaction  costs.  Buyers and sellers of  currency  futures are subject to the
same risks that apply to the use of futures generally.  Further, settlement of a
currency  futures  contract for the purchase of most  currencies must occur at a
bank  based in the  issuing  nation.  Trading  options  on  currency  futures is
relatively  new,  and the ability to establish  and close out  positions on such
options is subject to the maintenance of a liquid market which may not always be
available.  Currency  exchange rates may fluctuate based on factors extrinsic to
that country's economy.

Combined Transactions. The Fund may enter into multiple transactions,  including
multiple options transactions,  multiple futures transactions, multiple currency
transactions  (including forward currency  contracts) and multiple interest rate
transactions and any combination of futures, options, currency and interest rate
transactions   ("component"   transactions),   instead  of  a  single  Strategic
Transaction,  as part of a single or combined  strategy  when, in the opinion of
the  Adviser,  it is in the best  interests  of the  Fund to do so.  A  combined
transaction  will usually  contain  elements of risk that are present in each of
its component transactions.  Although combined transactions are normally entered
into based on the Adviser's  judgment that the combined  strategies  will reduce
risk or otherwise  more  effectively  achieve the desired  portfolio  management
goal, it is possible that the  combination  will instead  increase such risks or
hinder achievement of the portfolio management objective.

Swaps, Caps, Floors and Collars. Among the Strategic Transactions into which the
Fund may enter  are  interest  rate,  currency,  index  and other  swaps and the
purchase or sale of related caps, floors and collars.  The Fund expects to enter
into these transactions primarily to preserve a return or spread on a particular
investment  or  portion  of  its   portfolio,   to  protect   against   currency
fluctuations,  as a duration  management  technique  or to protect  against  any
increase in the price of securities the Fund  anticipates  purchasing at a later
date.  The Fund will not sell interest rate caps or floors where it does not own
securities  or other  instruments  providing  the income  stream the Fund may be
obligated  to pay.  Interest  rate swaps  involve the  exchange by the Fund with
another party of their respective commitments to pay or receive interest,  e.g.,
an exchange of floating  rate payments for fixed rate payments with respect to a
notional  amount of principal.  A currency swap is an agreement to exchange cash
flows on a notional amount of two or more currencies based on the relative value
differential  among them and an index swap is an agreement to swap cash flows on
a notional amount based on changes in the values of the reference  indices.  The
purchase  of a cap  entitles  the  purchaser  to receive  payments on a notional
principal  amount from the party selling such cap to the extent that a specified
index exceeds a predetermined  interest rate or amount.  The purchase of a floor
entitles the purchaser to receive  payments on a notional  principal amount from
the party selling such floor to the extent that a specified  index falls below a
predetermined  interest rate or amount. A collar is a combination of a cap and a
floor that preserves a certain return within a  predetermined  range of interest
rates or values.

                                       24
<PAGE>

         The Fund will usually  enter into swaps on a net basis,  i.e.,  the two
payment streams are netted out in a cash settlement on the payment date or dates
specified in the instrument,  with the Fund receiving or paying, as the case may
be, only the net amount of the two payments. Inasmuch as the Fund will segregate
assets (or enter  into  offsetting  positions)  to cover its  obligations  under
swaps,  the Adviser and the Funds  believe such  obligations  do not  constitute
senior  securities under the 1940 Act and,  accordingly,  will not treat them as
being  subject to its borrowing  restrictions.  The Fund will not enter into any
swap, cap, floor or collar transaction unless, at the time of entering into such
transaction, the unsecured long-term debt of the Counterparty, combined with any
credit enhancements,  is rated at least A by S&P or Moody's or has an equivalent
rating from a NRSRO or is determined to be of equivalent  credit  quality by the
Adviser.  If  there  is a  default  by  the  Counterparty,  the  Fund  may  have
contractual remedies pursuant to the agreements related to the transaction.  The
swap market has grown substantially in recent years with a large number of banks
and investment  banking firms acting both as principals and as agents  utilizing
standardized  swap  documentation.  As a  result,  the swap  market  has  become
relatively  liquid.  Caps,  floors and collars are more recent  innovations  for
which  standardized   documentation  has  not  yet  been  fully  developed  and,
accordingly, they are less liquid than swaps.

Eurodollar Instruments. The Fund may make investments in Eurodollar instruments.
Eurodollar instruments are U.S.  dollar-denominated futures contracts or options
thereon  which are  linked  to the  London  Interbank  Offered  Rate  ("LIBOR"),
although  foreign  currency-denominated  instruments  are available from time to
time.  Eurodollar futures contracts enable purchasers to obtain a fixed rate for
the lending of funds and sellers to obtain a fixed rate for borrowings. The Fund
might use  Eurodollar  futures  contracts  and options  thereon to hedge against
changes in LIBOR, to which many interest rate swaps and fixed-income instruments
are linked.

Risks of Strategic  Transactions  Outside the U.S.  When  conducted  outside the
U.S., Strategic  Transactions may not be regulated as rigorously as in the U.S.,
may not involve a clearing mechanism and related guarantees,  and are subject to
the risk of governmental actions affecting trading in, or the prices of, foreign
securities,  currencies and other instruments.  The value of such positions also
could be adversely affected by: (i) other complex foreign  political,  legal and
economic factors,  (ii) lesser availability than in the U.S. of data on which to
make trading decisions,  (iii) delays in the Fund's ability to act upon economic
events occurring in foreign markets during  non-business hours in the U.S., (iv)
the  imposition of different  exercise and  settlement  terms and procedures and
margin  requirements  than  in the  U.S.,  and  (v)  lower  trading  volume  and
liquidity.

Use of Segregated and Other Special Accounts.  Many Strategic  Transactions,  in
addition to other requirements,  require that the Fund segregates cash or liquid
assets with its  custodian  to the extent  that  obligations  are not  otherwise
"covered" through ownership of the underlying security,  financial instrument or
currency.  In general,  either the full amount of any  obligation by the Fund to
pay or  deliver  securities  or  assets  must be  covered  at all  times  by the
securities, instruments or currency required to be delivered, or, subject to any
regulatory  restrictions,  an amount of cash or liquid  assets at least equal to
the current amount of the obligation must be segregated with the custodian.  The
segregated  assets cannot be sold or transferred  unless  equivalent  assets are
substituted in their place or it is no longer  necessary to segregate  them. For
example,  a call  option  written by the Fund will  require the Fund to hold the
securities  subject  to the  call (or  securities  convertible  into the  needed
securities  without  additional  consideration)  or to segregate  cash or liquid
assets  sufficient  to  purchase  and  deliver  the  securities  if the  call is
exercised.  A call option sold by the Fund on an index will  require the Fund to
own portfolio  securities which correlate with the index or to segregate cash or
liquid assets equal to the excess of the index value over the exercise  price on
a current basis. A put option written by the Fund requires the Fund to segregate
cash or liquid assets equal to the exercise price.

         Except when the Fund enters into a forward contract for the purchase or
sale of a security  denominated  in a  particular  currency,  which  requires no
segregation,  a  currency  contract  which  obligates  the  Fund  to buy or sell
currency will  generally  require the Fund to hold an amount of that currency or
liquid assets denominated in that currency equal to the Fund's obligations or to
segregate liquid assets equal to the amount of the Fund's obligation.

         OTC options  entered into by the Fund,  including  those on securities,
currency,  financial  instruments or indices and OCC issued and exchange  listed
index options, will generally provide for cash settlement. As a result, when the
Fund sells these  instruments it will only segregate an amount of cash or liquid
assets  equal to its accrued

                                       25
<PAGE>

net  obligations,  as there is no requirement for payment or delivery of amounts
in excess of the net amount. These amounts will equal 100% of the exercise price
in the case of a non  cash-settled  put,  the same as an OCC  guaranteed  listed
option sold by the Fund, or the in-the-money  amount plus any sell-back  formula
amount in the case of a  cash-settled  put or call.  In addition,  when the Fund
sells a call option on an index at a time when the  in-the-money  amount exceeds
the exercise  price,  the Fund will  segregate,  until the option  expires or is
closed out, cash or cash equivalents  equal in value to such excess.  OCC issued
and exchange  listed  options sold by the Fund other than those above  generally
settle with physical  delivery,  or with an election of either physical delivery
or cash  settlement  and the Fund  will  segregate  an  amount of cash or liquid
assets equal to the full value of the option. OTC options settling with physical
delivery,  or with an election of either  physical  delivery or cash  settlement
will be treated the same as other options settling with physical delivery.

         In the case of a futures  contract or an option thereon,  the Fund must
deposit  initial  margin and  possible  daily  variation  margin in  addition to
segregating cash or liquid assets  sufficient to meet its obligation to purchase
or provide securities or currencies, or to pay the amount owed at the expiration
of an index-based futures contract. Such liquid assets may consist of cash, cash
equivalents, liquid debt or equity securities or other acceptable assets.

         With  respect  to swaps,  the Fund will  accrue  the net  amount of the
excess,  if any, of its obligations over its  entitlements  with respect to each
swap on a daily basis and will segregate an amount of cash or liquid  securities
having a value equal to the accrued  excess.  Caps,  floors and collars  require
segregation of assets with a value equal to the Fund's net obligation, if any.

         Strategic  Transactions  may be covered by other means when  consistent
with  applicable  regulatory  policies.  The Fund may also enter into offsetting
transactions so that its combined position,  coupled with any segregated cash or
liquid  assets,  equals its net  outstanding  obligation in related  options and
Strategic Transactions. For example, the Fund could purchase a put option if the
strike price of that option is the same or higher than the strike price of a put
option sold by the Fund.  Moreover,  instead of  segregating  assets if the Fund
held a futures or forward  contract,  it could purchase a put option on the same
futures or forward contract with a strike price as high or higher than the price
of the  contract  held.  Other  Strategic  Transactions  may also be  offset  in
combinations.  If the offsetting  transaction terminates at the time of or after
the primary  transaction no segregation is required,  but if it terminates prior
to such time, cash or liquid assets equal to any remaining obligation would need
to be segregated.




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INVESTMENT  COMPANY  SECURITIES.  Each Fund except for Kemper Global Income Fund
may acquire  securities of other investment  companies to the extent  consistent
with its  investment  objective and subject to the  limitations of the 1940 Act.
Each Fund will  indirectly bear its  proportionate  share of any management fees
and other expenses paid by such other investment companies.

For example,  a Fund may invest in a variety of investment  companies which seek
to track the  composition  and  performance  of  specific  indexes or a specific
portion of an index.  These  index-based  investments hold  substantially all of
their assets in securities representing their specific index.  Accordingly,  the
main risk of investing in index-based  investments is the same as investing in a
portfolio  of equity  securities  comprising  the index.  The  market  prices of
index-based  investments  will fluctuate in accordance  with both changes in the
market  value of their  underlying  portfolio  securities  and due to supply and
demand for the  instruments on the exchanges on which they are traded (which may
result in their  trading at a discount  or premium to their  NAVs).  Index-based
investments  may not replicate  exactly the performance of their specified index
because of  transaction  costs and because of the  temporary  unavailability  of
certain component securities of the index.

Examples of index-based investments include:

SPDRs(R):  SPDRs,  an acronym for "Standard & Poor's  Depositary  Receipts," are
based on the S&P 500  Composite  Stock Price Index.  They are issued by the SPDR
Trust,  a unit  investment  trust that  holds  shares of  substantially  all the
companies  in the S&P 500 in  substantially  the  same  weighting  and  seeks to
closely track the price performance and dividend yield of the Index.

MidCap  SPDRs(R):  MidCap SPDRs are based on the S&P MidCap 400 Index.  They are
issued by the MidCap SPDR Trust, a unit investment  trust that holds a portfolio
of securities  consisting of  substantially  all of the common stocks in the S&P
MidCap 400 Index in substantially  the same weighting and seeks to closely track
the price performance and dividend yield of the Index.

Select Sector SPDRs(R):  Select Sector SPDRs are based on a particular sector or
group of  industries  that are  represented  by a specified  Select Sector Index
within the Standard & Poor's Composite Stock Price Index. They are issued by The
Select Sector SPDR Trust, an open-end  management  investment  company with nine
portfolios  that each seeks to closely track the price  performance and dividend
yield of a particular Select Sector Index.

DIAMONDS(SM):  DIAMONDS are based on the Dow Jones Industrial Average(SM).  They
are issued by the DIAMONDS Trust, a unit investment trust that holds a portfolio
of all the component common stocks of the Dow Jones Industrial Average and seeks
to closely track the price performance and dividend yield of the Dow.

Nasdaq-100 Shares: Nasdaq-100 Shares are based on the Nasdaq 100 Index. They are
issued by the Nasdaq-100  Trust, a unit investment  trust that holds a portfolio
consisting of substantially  all of the securities,  in  substantially  the same
weighting,  as the component stocks of the Nasdaq-100 Index and seeks to closely
track the price performance and dividend yield of the Index.

                                       33
<PAGE>

WEBs(SM):  WEBs, an acronym for "World Equity Benchmark Shares," are based on 17
country-specific  Morgan Stanley Capital International  Indexes. They are issued
by the WEBs Index Fund,  Inc., an open-end  management  investment  company that
seeks to generally  correspond to the price and yield  performance of a specific
Morgan Stanley Capital International Index.


REPURCHASE  AGREEMENTS.  A Fund may invest in repurchase  agreements,  which are
instruments  under  which  the Fund  acquires  ownership  of a  security  from a
broker-dealer  or bank that  agrees to  repurchase  the  security  at a mutually
agreed  upon time and price  (which  price is higher than the  purchase  price),
thereby  determining the yield during the Fund's holding period. In the event of
a bankruptcy  or other default of a seller of a repurchase  agreement,  the Fund
might incur  expenses in  enforcing  its rights,  and could  experience  losses,
including  a  decline  in the  value of the  underlying  securities  and loss of
income.   The   securities   underlying   a   repurchase   agreement   will   be
marked-to-market  every business day so that the value of such  securities is at
least equal to the investment value of the repurchase  agreement,  including any
accrued  interest  thereon.  Each Fund  currently does not intend to invest more
than 5% of its net assets in repurchase agreements during the current year.

SHORT  SALES  AGAINST-THE-BOX.  The Asian and Global  Funds may make short sales
against-the-box for the purpose of, but not limited to, deferring realization of
loss when deemed  advantageous  for federal  income tax  purposes.  A short sale
"against-the-box"  is a short  sale in  which  the  Fund  owns at least an equal
amount  of  the  securities  sold  short  or  securities   convertible  into  or
exchangeable  for, without payment of any further  consideration,  securities of
the same issue as, and at least  equal in amount  to,  the  securities  or other
assets  sold  short.  The Fund may engage in such short sales only to the extent
that not more than 10% of the Fund's total assets (determined at the time of the
short sale) is held as collateral  for such sales.  The Fund  currently does not
intend,  however,  to engage in such short sales to the extent that more than 5%
of its net assets will be held as collateral therefor during the current year.

LENDING  OF  PORTFOLIO   SECURITIES.   Consistent  with  applicable   regulatory
requirements,  the Asian and  Global  Funds  may lend its  portfolio  securities
(principally to  broker-dealers)  without limit where such loans are callable at
any time and are  continuously  secured by segregated  collateral (cash or other
liquid securities) equal to no less than the market value,  determined daily, of
the  securities  loaned.  A Fund will  receive  amounts  equal to  dividends  or
interest on the securities  loaned. It also will earn income for having made the
loan. Any cash collateral pursuant to these loans will be invested in short-term
money market instruments. As with other extensions of credit, there are risks of
delay in recovery or even loss of rights in the  collateral  should the borrower
of the securities  fail  financially.  However,  the loans would be made only to
firms deemed by the Fund's investment  manager to be of good standing,  and when
the Fund's  investment  manager  believes  the  potential  earnings  justify the
attendant risk. Management will limit such lending to not more than one-third of
the value of a Fund's total assets.


INTERFUND BORROWING AND LENDING PROGRAM. Each Fund has received exemptive relief
from the SEC which  permits  the Fund to  participate  in an  interfund  lending
program among certain investment companies advised by the Adviser. The interfund
lending  program  allows the  participating  funds to borrow money from and loan
money to each other for temporary or emergency purposes.  The program is subject
to a number of conditions designed to ensure fair and equitable treatment of all
participating  funds,  including  the  following:  (1) no fund may borrow  money
through the program  unless it receives a more  favorable  interest  rate than a
rate  approximating  the  lowest  interest  rate at which  bank  loans  would be
available to any of the participating  funds under a loan agreement;  and (2) no
fund may lend money  through  the program  unless it  receives a more  favorable
return than that available from an investment in repurchase  agreements  and, to
the extent applicable, money market cash sweep arrangements. In addition, a fund
may participate in the program only if and to the extent that such participation
is consistent with the fund's investment  objectives and policies (for instance,
money market  funds would  normally  participate  only as lenders and tax exempt
funds only as borrowers).  Interfund loans and borrowings may extend  overnight,
but could  have a maximum  duration  of seven  days.  Loans may be called on one
day's notice. A fund may have to borrow from a bank at a higher interest rate if
an interfund loan is called or not renewed.  Any delay in repayment to a lending
fund could result in a lost  investment  opportunity  or additional  costs.  The
program is subject to the  oversight  and  periodic  review of the Boards of the
participating  funds.  To the extent a Fund is  actually  engaged  in  borrowing
through the interfund lending program,  the Fund, as a matter of non-fundamental
policy,  may not borrow

                                       34
<PAGE>

for other than temporary or emergency purposes (and not for leveraging),  except
that the Fund may engage in reverse  repurchase  agreements and dollar rolls for
any purpose.



DIVIDENDS AND TAXES

DIVIDENDS.  The  Global  Fund  normally  distributes  monthly  dividends  of net
investment income, the Asian and International  Funds normally distribute annual
dividends of net investment  income and each Fund  distributes  any net realized
short-term and long-term capital gains at least annually.

The level of income  dividends  per share (as a  percentage  of net asset value)
will be lower for Class B and Class C shares  than for Class A shares  primarily
as a result of the  distribution  services fee applicable to Class B and Class C
shares.  Distributions of capital gains, if any, will be paid in the same amount
for each class.

A Fund may at any time vary the  foregoing  dividend  practice  and,  therefore,
reserves  the right  from time to time  either to  distribute  or to retain  for
reinvestment  such of its net  investment  income  and  its net  short-term  and
long-term  capital  gains  as the  Board  of  Trustees  of the  Fund  determines
appropriate  under  then  current  circumstances.  In  particular,  and  without
limiting  the  foregoing,  a  Fund  may  make  additional  distributions  of net
investment  income or capital  gain net income in order to satisfy  the  minimum
distribution requirements contained in the Internal Revenue Code (the "Code").

Income dividends and capital gain dividends,  if any, of a Fund will be credited
to shareholder  accounts in full and fractional Fund shares of the same class at
net asset value except that,  upon written  request to the  Shareholder  Service
Agent, a shareholder may select one of the following options:

(1) To  receive  income  and  short-term  capital  gain  dividends  in cash  and
long-term capital gain dividends in shares of the same class at net asset value;
or

(2) To receive income and capital gain dividends in cash.

Any dividends of a Fund that are reinvested  normally will be reinvested in Fund
shares of the same  class.  However,  upon  written  request to the  Shareholder
Service  Agent,  a  shareholder  may elect to have  dividends of a Fund invested
without  sales charge in shares of the same class of another  Kemper Fund at the
net asset value of such class of such other fund. See "Special Features -- Class
A Shares -- Combined  Purchases"  for a list of such other Kemper Funds.  To use
this  privilege  of investing  dividends  of a Fund in shares of another  Kemper
Fund,  shareholders  must maintain a minimum account value of $1,000 in the Fund
distributing  the  dividends.  The Funds  reinvest  dividend  checks (and future
dividends)  in  shares of that  same  class of the Fund and class if checks  are
returned as  undeliverable.  Dividends and other  distributions in the aggregate
amount of $10 or less are  automatically  reinvested  in shares of the same Fund
unless  the  shareholder  requests  that  such  policy  not  be  applied  to the
shareholder's account.

TAXES.  Each Fund  intends to  continue  to qualify  as a  regulated  investment
company under Subchapter M of the Code and, if so qualified,  will not be liable
for  federal  income  taxes to the extent its  earnings  are  distributed.  Such
qualification  does  not  involve  governmental  supervision  or  management  of
investment practices or policy.



         If for any taxable year a Fund does not qualify for the special federal
income tax treatment afforded regulated investment companies, all of its taxable
income will be subject to federal income tax at regular corporate rates (without
any deduction for distributions to its  shareholders).  In such event,  dividend
distributions  would  be  taxable  to  shareholders  to the  extent  of a Fund's
earnings and profits, and would be eligible for the dividends-received deduction
in the case of corporate shareholders.


         A regulated  investment  company  qualifying  under Subchapter M of the
Code  is  required  to  distribute  to  its  shareholders  at  least  90% of its
investment  company taxable income  (including net short-term  capital gain) and
generally is not subject to federal income tax to the extent that it distributes
annually its investment company taxable income and net realized capital gains in
the manner required under the Code. Dividends derived from net investment

                                       35
<PAGE>

income and net short-term  capital gains are taxable to shareholders as ordinary
income. Long-term capital gain dividends received by individual shareholders are
taxed at a maximum rate of 20%.



A 4% excise  tax is imposed on the  excess of the  required  distribution  for a
calendar year over the  distributed  amount for such calendar year. The required
distribution  is the  sum of 98% of a  Fund's  net  investment  income  for  the
calendar  year plus 98% of its capital gain net income for the  one-year  period
ending October 31, plus any  undistributed  net investment income from the prior
calendar year, plus any undistributed  capital gain net income from the one year
period ended October 31 in the prior calendar year,  minus any  overdistribution
in  the  prior  calendar   year.  For  purposes  of  calculating   the  required
distribution,  foreign  currency gains or losses  occurring after October 31 are
taken into account in the following  calendar  year. The Funds intend to declare
or distribute  dividends during the appropriate  periods of an amount sufficient
to  prevent  imposition  of the 4% excise  tax.  If any net  realized  long-term
capital gains in excess of net realized  short-term  capital losses are retained
by a Fund for reinvestment, requiring federal income taxes to be paid thereon by
a Fund,  the Fund  intends to elect to treat such  capital  gains as having been
distributed to  shareholders.  As a result,  each  shareholder  will report such
capital gains as long-term capital gains, will be able to claim a relative share
of  federal  income  taxes  paid by the Fund on such  gains as a credit  against
personal  federal  income tax  liability,  and will be entitled to increase  the
adjusted tax basis on Fund shares by the difference  between a pro rata share of
such gains owned and the individual tax credit.

It is  anticipated  that only a small  portion,  if any, of the ordinary  income
dividends from the Funds will be eligible for the dividends  received  deduction
available to  corporate  shareholders.  The  aggregate  amount  eligible for the
dividends received deduction may not exceed the aggregate  qualifying  dividends
received by a Fund for the fiscal year.

A shareholder  who redeems shares of a Fund will recognize  capital gain or loss
for federal income tax purposes measured by the difference  between the value of
the  shares  redeemed  and the  adjusted  cost  basis  of the  shares.  Any loss
recognized  on the  redemption  of Fund  shares  held six months or less will be
treated  as  long-term  capital  loss to the  extent  that the  shareholder  has
received any long-term  capital gain dividends on such shares. A shareholder who
has  redeemed  shares of a Fund or any other  Kemper  Mutual Fund listed  herein
under "Special Features--Class A Shares--Combined  Purchases" (other than shares
of Kemper Cash Reserves Fund not acquired by exchange from another Kemper Mutual
Fund) may  reinvest  the amount  redeemed  at net asset value at the time of the
reinvestment in shares of the Fund or in shares of the other Kemper Mutual Funds
within six months of the  redemption as described  herein under  "Redemption  or
Repurchase of Shares--Reinvestment Privilege." If redeemed shares were held less
than 91 days,  then the lesser of (a) the sales charge waived on the  reinvested
shares,  or (b) the sales charge incurred on the redeemed shares, is included in
the  basis of the  reinvested  shares  and is not  included  in the basis of the
redeemed shares. If a shareholder  realizes a loss on the redemption or exchange
of a Fund's  shares  and  reinvests  in shares  of the same Fund  within 30 days
before or after the redemption or exchange,  the  transactions may be subject to
the wash sale rules  resulting in a postponement of the recognition of such loss
for federal  income tax  purposes.  An exchange of a Fund's shares for shares of
another fund is treated as a redemption and  reinvestment for federal income tax
purposes upon which gain or loss may be recognized.


A Fund may  invest  in  shares  of  certain  foreign  corporations  which may be
classified under the Code as passive foreign investment companies ("PFICs").  If
a Fund receives a so-called  "excess  distribution"  with respect to PFIC stock,
the Fund itself may be subject to a tax on a portion of the excess distribution.
Certain  distributions  from a PFIC as well as  gains  from the sale of the PFIC
shares are treated as "excess  distributions." In general, under the PFIC rules,
an excess  distribution  is treated as having  been  realized  ratably  over the
period  during which the Fund held the PFIC shares.  The Fund will be subject to
tax on the portion, if any, of an excess distribution that is allocated to prior
Fund  taxable  years and an interest  factor will be added to the tax, as if the
tax had been payable in such prior taxable years. Excess distributions allocated
to the current  taxable year are  characterized  as ordinary income even though,
absent application of the PFIC rules,  certain excess  distributions  might have
been classified as capital gain.

A Fund may make an  election  to mark to  market  its  shares  of these  foreign
investment  companies in lieu of being subject to U.S.  federal income taxation.
At the end of each taxable year to which the  election  applies,  the Fund

                                       36
<PAGE>

would report as ordinary income the amount by which the fair market value of the
foreign  company's stock exceeds the Fund's adjusted basis in these shares;  any
mark to market losses and any loss from an actual disposition of shares would be
deductible  as  ordinary  loss to the  extent  of any net mark to  market  gains
included in income in prior years.  The effect of the election would be to treat
excess  distributions  and gain on  dispositions as ordinary income which is not
subject to a fund level tax when  distributed  to  shareholders  as a  dividend.
Alternatively,  a Fund may elect to  include as income and gain its share of the
ordinary earnings and net capital gain of certain foreign  investment  companies
in lieu of being taxed in the manner described above.

Equity  options   (including  covered  call  options  on  portfolio  stock)  and
over-the-counter  options on debt securities written or purchased by a Fund will
be  subject  to tax under  Section  1234 of the  Code.  In  general,  no loss is
recognized by a Fund upon payment of a premium in  connection  with the purchase
of a put or call option.  The  character of any gain or loss  recognized  (i.e.,
long-term or short-term) will generally  depend,  in the case of a lapse or sale
of the option,  on the Fund's holding period for the option,  and in the case of
an exercise of a put option,  on the Fund's  holding  period for the  underlying
stock.  The  purchase  of a put option may  constitute  a short sale for federal
income  tax  purposes,  causing  an  adjustment  in the  holding  period  of the
underlying stock or substantially  identical stock in the Fund's portfolio. If a
Fund writes a put or call option,  no gain is  recognized  upon its receipt of a
premium. If the option lapses or is closed out, any gain or loss is treated as a
short-term  capital gain or loss. If a call option is  exercised,  any resulting
gain or loss is a short-term or long-term  capital gain or loss depending on the
holding period of the underlying  stock. The exercise of a put option written by
a Fund is not a taxable transaction for the Fund.

Many futures  contracts and certain foreign currency forward  contracts  entered
into by a Fund and all listed non-equity  options written or purchased by a Fund
(including  options on  futures  contracts  and  options  on  broad-based  stock
indices) will be governed by Section 1256 of the Code.  Absent a tax election to
the contrary, gain or loss attributable to the lapse, exercise or closing out of
any such position  generally will be treated as 60% long-term and 40% short-term
capital gain or loss, and on the last trading day of the Fund's fiscal year, all
outstanding  Section 1256 positions will be marked to market (i.e. treated as if
such  positions  were closed out at their closing  price on such day),  with any
resulting  gain or loss  recognized as 60% long-term and 40%  short-term.  Under
Section 988 of the Code,  discussed  below,  foreign  currency gain or loss from
foreign  currency-related  forward contracts and similar  financial  instruments
entered  into or acquired by a Fund will be treated as  ordinary  income.  Under
certain  circumstances,  entry into a futures  contract  to sell a security  may
constitute a short sale for federal  income tax purposes,  causing an adjustment
in the holding period of the underlying  security or a  substantially  identical
security in the Fund's portfolio.

Positions  of a Fund which  consist of at least one stock and at least one other
position with respect to a related  security  which  substantially  diminishes a
Fund's risk of loss with  respect to such stock could be treated as a "straddle"
which is governed by Section 1092 of the Code,  the operation of which may cause
deferral of losses,  adjustments  in the holding  periods of stock or securities
and conversion of short-term  capital losses into long-term  capital losses.  An
exception to these  straddle  rules exists for certain  "qualified  covered call
options" on stock written by the Fund.

Positions  of a Fund which  consist of at least one  position  not  governed  by
Section 1256 and at least one futures or forward  contract or non-equity  option
governed by Section  1256 which  substantially  diminishes a Fund's risk of loss
with  respect to such  other  position  will be  treated as a "mixed  straddle."
Although  mixed  straddles are subject to the straddle  rules of Section 1092 of
the Code,  certain tax  elections  exist for them which reduce or eliminate  the
operation  of these  rules.  The Fund  intends to monitor  its  transactions  in
options and futures and may make certain tax elections in connection  with these
investments.


Notwithstanding  any of the  foregoing,  Section  1259 of the Code may require a
Fund to  recognize  gain  (but not loss)  from a  constructive  sale of  certain
"appreciated financial positions" if a Fund enters into a short sale, offsetting
notional  principal  contract,  futures or  forward  contract  transaction  with
respect  to  the  appreciated  position  or  substantially  identical  property.
Appreciated  financial positions subject to this constructive sale treatment are
interests (including options,  futures and forward contracts and short sales) in
stock,  partnership  interests,  certain  actively traded trust  instruments and
certain debt instruments.  Constructive sale treatment of appreciated  financial
positions  does not apply to certain  transactions  closed in the 90-day  period
ending with the 30th day after the close of the Fund's  taxable year, if certain
conditions are met.


                                       37
<PAGE>

Similarly, under Section 1233(h) of the Code, if a Fund enters into a short sale
of property that becomes substantially  worthless,  the Fund will be required to
recognize  gain at that time as  though it had  closed  the short  sale.  Future
regulations  may apply similar  treatment to other strategic  transactions  with
respect to property that becomes substantially worthless.

Under the Code,  gains or losses  attributable to fluctuations in exchange rates
which  occur  between  the  time  a  Fund  accrues  receivables  or  liabilities
denominated in a foreign  currency and the time the Fund actually  collects such
receivables, or pays such liabilities,  generally are treated as ordinary income
or ordinary loss. Similarly,  on disposition of debt securities denominated in a
foreign currency,  and on disposition of certain options,  futures contracts and
forward contracts,  gains or losses attributable to fluctuations in the value of
foreign currency between the date of acquisition of the security or contract and
the date of disposition  are also treated as ordinary gain or loss.  These gains
or losses,  referred  to under the Code as  "Section  988" gains or losses,  may
increase or decrease the amount of a Fund's investment company taxable income to
be distributed to its shareholders as ordinary income.

Distributions  of investment  company  taxable  income and net realized  capital
gains will be taxable as described above, whether received in shares or in cash.
Shareholders  electing to receive distributions in the form of additional shares
will have a cost basis for federal income tax purposes in each share so received
equal to the net asset value of a share on the reinvestment date.

All distributions of investment  company taxable income and net realized capital
gain,  whether  received  in  shares  or in  cash,  must  be  reported  by  each
shareholder on his or her federal income tax return. Dividends and capital gains
distributions  declared  in  October,   November  or  December  and  payable  to
shareholders  of record in such a month will be deemed to have been  received by
shareholders  on  December  31 if paid  during  January of the  following  year.
Redemptions of shares,  including  exchanges for shares of another Scudder fund,
may result in tax  consequences  (gain or loss) to the  shareholder and are also
subject to these reporting requirements.

The Funds  will be  required  to  report to the  Internal  Revenue  Service  all
distributions of taxable income and capital gains as well as gross proceeds from
the redemption or exchange of Fund shares,  except in the case of certain exempt
shareholders.  Under the backup  withholding  provisions  of Section 3406 of the
Code,  distributions  of taxable  income and capital gains and proceeds from the
redemption  or exchange of the shares of a regulated  investment  company may be
subject to  withholding  of federal income tax at the rate of 31% in the case of
non-exempt  shareholders  who fail to furnish the investment  company with their
taxpayer identification numbers and with required certifications regarding their
status under the federal income tax law. Withholding may also be required if the
Fund is notified by the IRS or a broker that the taxpayer  identification number
furnished by the shareholder is incorrect or that the shareholder has previously
failed to report interest or dividend income. If the withholding  provisions are
applicable,  any  such  distributions  and  proceeds,  whether  taken in cash or
reinvested in additional  shares,  will be reduced by the amounts required to be
withheld.

Shareholders of a Fund may be subject to state and local taxes on  distributions
received from a Fund and on redemptions of the Fund's shares.  Each distribution
is  accompanied  by a  brief  explanation  of  the  form  and  character  of the
distribution.  In January  of each year the Fund  issues to each  shareholder  a
statement of the federal income tax status of all distributions.

Each Fund is organized as a  Massachusetts  business trust and is not liable for
any income or franchise tax in the Commonwealth of Massachusetts,  provided that
it qualifies as a regulated investment company for federal income tax purposes.

An individual may make a deductible IRA  contribution  for any taxable year only
if (i) the individual is not an active  participant in an employer's  retirement
plan, or (ii) the  individual has an adjusted gross income below a certain level
($52,000 for married  individuals filing a joint return, with a phase-out of the
deduction for adjusted gross income between  $52,000 and $62,000;  $32,000 for a
single  individual,  with a phase-out for adjusted gross income between  $32,000
and  $42,000).  An  individual is not  considered  an active  participant  in an
employer's  retirement plan if the individual's  spouse is an active participant
in such a plan.  However,  in the  case of a joint  return,  the  amount  of the
deductible  contribution by the individual who is not an active participant (but
whose spouse is) is phased out for adjusted  gross income  between  $150,000 and
$160,000. However, an individual not permitted to make a deductible

                                       38
<PAGE>

contribution  to  an  IRA  for  any  such  taxable  year  may  nonetheless  make
nondeductible  contributions up to $2,000 to an IRA (up to $2,000 per individual
for married  couples if only one spouse has earned income) for that year.  There
are special  rules for  determining  how  withdrawals  are to be taxed if an IRA
contains both deductible and nondeductible  amounts. In general, a proportionate
amount  of  each  withdrawal  will  be  deemed  to be  made  from  nondeductible
contributions;  amounts treated as a return of nondeductible  contributions will
not be taxable.  Also, annual contributions may be made to a spousal IRA even if
the spouse has  earnings  in a given year if the spouse  elects to be treated as
having no earnings (for IRA contribution purposes) for the year.

Distributions  by a Fund  result in a  reduction  in the net asset  value of the
Fund's  shares.  Should  a  distribution  reduce  the net  asset  value  below a
shareholder's cost basis, such distribution would nevertheless be taxable to the
shareholder as ordinary income or capital gain as described above,  even though,
from an investment standpoint, it may constitute a partial return of capital. In
particular, investors should consider the tax implications of buying shares just
prior to a distribution. The price of shares purchased at that time includes the
amount  of the  forthcoming  distribution.  Those  purchasing  just  prior  to a
distribution   will  then   receive  a  partial   return  of  capital  upon  the
distribution, which will nevertheless be taxable to them.

Each Fund is required by law to withhold 31% of taxable dividends and redemption
proceeds  paid to certain  shareholders  who do not  furnish a correct  taxpayer
identification number (in the case of individuals, a social security number) and
in certain  other  circumstances.  Trustees of  qualified  retirement  plans and
403(b)(7) accounts are required by law to withhold 20% of the taxable portion of
any  distribution  that is eligible  to be "rolled  over".  The 20%  withholding
requirement does not apply to distributions from Individual  Retirement Accounts
(IRAs) or any part of a  distribution  that is  transferred  directly to another
qualified  retirement  plan,  403(b)(7)  account,  or IRA.  Shareholders  should
consult with their tax Advisors regarding the 20% withholding requirement.

After each  transaction,  shareholders  will  receive a  confirmation  statement
giving complete  details of the transaction  except that statements will be sent
quarterly  for  transactions  involving  reinvestment  of dividends and periodic
investment  and  redemption  programs.  Information  for  income  tax  purposes,
including,  when  appropriate,  information  regarding  any  foreign  taxes  and
credits,  will be provided after the end of the calendar year.  Shareholders are
encouraged to retain copies of their account confirmation statements or year-end
statements  for tax  reporting  purposes.  However,  those  who have  incomplete
records may obtain historical  account  transaction  information at a reasonable
fee.

When more than one shareholder resides at the same address,  certain reports and
communications  to be delivered to such shareholders may be combined in the same
mailing  package,  and  certain  duplicate  reports  and  communications  may be
eliminated. Similarly, account statements to be sent to such shareholders may be
combined in the same mailing  package or consolidated  into a single  statement.
However, a shareholder may request that the foregoing policies not be applied to
the shareholder's account.

The foregoing  discussion of U.S.  federal  income tax law relates solely to the
application of that law to U.S.  persons,  i.e., U.S. citizens and residents and
U.S. corporations, partnerships, trusts and estates. Each shareholder who is not
a U.S. person should consider the U.S. and foreign tax consequences of ownership
of shares of the Fund,  including the possibility that such a shareholder may be
subject to a U.S.  withholding tax at a rate of 30% (or at a lower rate under an
applicable income tax treaty) on amounts  constituting  ordinary income received
by him or her, where such amounts are treated as income from U.S.  sources under
the Code.

Dividend and interest  income  received by a Fund from sources  outside the U.S.
may  be  subject  to  withholding  and  other  taxes  imposed  by  such  foreign
jurisdictions. Tax conventions between certain countries and the U.S. may reduce
or eliminate these foreign taxes,  however,  and foreign countries  generally do
not impose taxes on capital gains respecting investments by foreign investors.

Shareholders  should  consult their tax advisors  about the  application  of the
provisions of tax law described in this  Statement of Additional  Information in
light of their particular tax situations.

                                       39
<PAGE>

NET ASSET VALUE

The net  asset  value  per  share  of a Fund is the  value of one  share  and is
determined  separately  for each  class by  dividing  the value of a Fund's  net
assets  attributable  to the  class  by the  number  of  shares  of  that  class
outstanding. The per share net asset value of each of Class B and Class C shares
of the Fund will  generally  be lower  than that of the Class A shares of a Fund
because of the higher expenses borne by the Class B and Class C shares.  The net
asset value of shares of a Fund is  computed as of the close of regular  trading
(the "value time") on the New York Stock  Exchange (the  "Exchange") on each day
the Exchange is open for trading.  The Exchange is scheduled to be closed on the
following holidays: New Year's Day, Dr. Martin Luther King, Jr. Day, Presidents'
Day, Good Friday,  Memorial Day,  Independence Day, Labor Day,  Thanksgiving and
Christmas.

Portfolio  securities  for which market  quotations  are readily  available  are
generally  valued at market  value as of the value time in the manner  described
below.  All other  securities  may be valued at fair value as determined in good
faith by or under the direction of the Board.

With respect to the Funds with securities listed primarily on foreign exchanges,
such  securities  may  trade on days  when the  Fund's  net  asset  value is not
computed;  and  therefore,  the net asset  value of a Fund may be  significantly
affected on days when the investor has no access to the Fund.

An  exchange-traded  equity  security  is valued at its most  recent sale price.
Lacking any sales,  the  security is valued at the  calculated  mean between the
most recent bid quotation and the most recent asked  quotation (the  "Calculated
Mean"). Lacking a Calculated Mean, the security is valued at the most recent bid
quotation.  An equity  security  which is traded on The Nasdaq Stock Market Inc.
("Nasdaq")  is valued at its most  recent sale  price.  Lacking  any sales,  the
security  is valued at the most  recent  bid  quotation.  The value of an equity
security not quoted on Nasdaq, but traded in another over-the-counter market, is
its most  recent sale price.  Lacking any sales,  the  security is valued at the
Calculated  Mean.  Lacking a Calculated Mean, the security is valued at the most
recent bid quotation.

Debt  securities  are  valued at prices  supplied  by a pricing  agent(s)  which
reflect  broker/dealer   supplied  valuations  and  electronic  data  processing
techniques.  Money market  instruments  purchased  with an original  maturity of
sixty days or less,  maturing at par, shall be valued at amortized  cost,  which
the Board believes  approximates  market value. If it is not possible to value a
particular debt security pursuant to these valuation methods,  the value of such
security is the most recent bid quotation  supplied by a bona fide  marketmaker.
If it is not possible to value a particular debt security  pursuant to the above
methods,  the investment  manager of the particular fund may calculate the price
of that debt security, subject to limitations established by the Board.

An exchange-traded options contract on securities, currencies, futures and other
financial  instruments is valued at its most recent sale price on such exchange.
Lacking  any sales,  the  options  contract  is valued at the  Calculated  Mean.
Lacking any Calculated  Mean, the options  contract is valued at the most recent
bid quotation in the case of a purchased  options  contract,  or the most recent
asked quotation in the case of a written options  contract.  An options contract
on   securities,    currencies   and   other   financial    instruments   traded
over-the-counter  is valued at the most  recent bid  quotation  in the case of a
purchased options contract and at the most recent asked quotation in the case of
a written  options  contract.  Futures  contracts  are valued at the most recent
settlement price.  Foreign currency exchange forward contracts are valued at the
value  of  the  underlying  currency  at the  prevailing  exchange  rate  on the
valuation date.

If a security is traded on more than one exchange, or upon one or more exchanges
and in the  over-the-counter  market,  quotations  are taken  from the market in
which the security is traded most extensively.

If, in the opinion of the  Valuation  Committee  of the Board of  Trustees,  the
value of a portfolio  asset as determined in  accordance  with these  procedures
does not represent the fair market value of the  portfolio  asset,  the value of
the  portfolio  asset is taken to be an  amount  which,  in the  opinion  of the
Valuation Committee,  represents fair market value on the basis of all available
information. The value of other portfolio holdings owned by a Fund is determined
in a manner which,  in the  discretion of the Valuation  Committee,  most fairly
reflects market value of the property on the valuation date.

                                       40
<PAGE>

Following the  valuations of securities or other  portfolios  assets in terms of
the currency in which the market quotation used is expressed ("Local Currency"),
the value of these  portfolio  assets in terms of U.S.  dollars is calculated by
converting  the Local  Currency  into U.S.  dollars at the  prevailing  currency
exchange rate on the valuation date.

PERFORMANCE

A Fund may advertise  several types of  performance  information  for a class of
shares,  including "yield" and "average annual total return" and "total return."
Performance  information  will be computed  separately  for each class.  Each of
these figures is based upon historical  results and is not representative of the
future  performance  of any class of a Fund. A Fund with fees or expenses  being
waived or absorbed by Scudder Kemper may also advertise performance  information
before and after the effect of the fee waiver or expense absorption.

A Fund's historical  performance or return for a class of shares may be shown in
the form of "average  annual total return" and "total return"  figures,  and for
the  Global  Fund may be shown in the form of  "yield"  figures.  These  various
measures of performance are described  below.  Performance  information  will be
computed separately for each class.

Yield is a measure of the net investment income per share earned over a specific
one month or 30-day  period  expressed as a percentage  of the maximum  offering
price of the  Global  Fund's  shares  (which is net asset  value for Class B and
Class C shares) at the end of the period.  Average annual total return and total
return  measure both the net investment  income  generated by, and the effect of
any realized or  unrealized  appreciation  or  depreciation  of, the  underlying
investments in the Fund's portfolio.

The Global Fund's yield is computed in  accordance  with a  standardized  method
prescribed by rules of the Securities and Exchange Commission.  The Fund's yield
is computed by dividing the net  investment  income per share earned  during the
specified  one month or 30-day  period by the maximum  offering  price per share
(which is net asset value for Class B and Class C shares) on the last day of the
period, according to the following formula:

         YIELD = 2[(a - b + 1)^6 - 1]
                    -----
                      cd

Where:   a =   dividends and interest earned during the period.

         b =   expenses accrued for the period (net of reimbursements).

         c =   the average daily number of shares  outstanding during the period
               that were entitled to receive dividends.

         d =   the  maximum  offering  price  per  share  on the last day of the
               period (which is net asset value for Class B and Class C shares).

In computing the foregoing yield,  the Global Fund follows certain  standardized
accounting  practices  specified by Securities  and Exchange  Commission  rules.
These practices are not necessarily  consistent with those that the Fund uses to
prepare its annual and interim financial statements in conformity with generally
accepted accounting principles.

Each Fund's average annual total return quotation is computed in accordance with
a  standardized  method  prescribed  by rules  of the  Securities  and  Exchange
Commission.  The average annual total return for a Fund for a specific period is
found by first taking a hypothetical $1,000 investment ("initial investment") in
the  Fund's  shares on the  first day of the  period,  adjusting  to deduct  the
maximum  sales  charge  (in the  case of  Class A  shares),  and  computing  the
"redeemable  value" of that investment at the end of the period.  The redeemable
value in the case of Class B or Class C shares may or may not include the effect
of the  applicable  contingent  deferred sales charge that may be imposed at the
end of  the  period.  The  redeemable  value  is  then  divided  by the  initial
investment,  and this  quotient  is taken  to the Nth root (N  representing  the
number of years in the period)  and 1 is  subtracted  from the result,  which is
then  expressed as a  percentage.  The  calculation  assumes that all income and
capital gains dividends paid by the

                                       41
<PAGE>

Fund have been  reinvested at net asset value on the  reinvestment  dates during
the period.  Average annual total return figures may also be calculated  without
deducting the maximum sales charge.

Calculation of a Fund's total return is not subject to a  standardized  formula,
except when calculated for the Fund's "Financial Highlights" table in the Fund's
financial  statements and  prospectus.  Total return  performance for a specific
period  is  calculated  by first  taking  a  hypothetical  investment  ("initial
investment")  in the  Fund's  shares  on the  first  day of the  period,  either
adjusting or not  adjusting  to deduct the maximum  sales charge (in the case of
Class A shares),  and computing the "ending value" of that investment at the end
of the period. The total return percentage is then determined by subtracting the
initial  investment  from the ending  value and  dividing  the  remainder by the
initial  investment and expressing the result as a percentage.  The ending value
in the case of Class B and Class C shares may or may not  include  the effect of
the applicable  contingent  deferred sales charge that may be imposed at the end
of the  period.  The  calculation  assumes  that all  income and  capital  gains
dividends  paid by the Fund  have  been  reinvested  at net  asset  value on the
reinvestment  dates  during the  period.  Total  return may also be shown as the
increased  dollar value of the  hypothetical  investment over the period.  Total
return calculations that do not include the effect of the sales charge for Class
A shares or the  contingent  deferred  sales  charge for Class B shares would be
reduced if such charge were included.

Average  annual  total  return and total  return  figures  measure  both the net
investment  income  generated by, and the effect of any realized and  unrealized
appreciation  or  depreciation  of,  the  underlying  investments  in  a  Fund's
portfolio for the period referenced, assuming the reinvestment of all dividends.
Thus,  these figures  reflect the change in the value of an investment in a Fund
during a specified  period.  Average  annual  total return will be quoted for at
least the one-,  five- and ten-year  periods ending on a recent calendar quarter
(or if such  periods  have  not yet  elapsed,  at the  end of a  shorter  period
corresponding to the life of the Fund for performance purposes).  Average annual
total return  figures  represent the average annual  percentage  change over the
period in question.  Total return figures represent the aggregate  percentage or
dollar value change over the period in question.

A Fund's  performance  figures  are based upon  historical  results  and are not
representative of future performance.  The Global Fund's Class A shares are sold
at net asset value plus a maximum sales charge of 4.5% of the offering price and
the Asian and  International  Funds'  Class A shares are sold at net asset value
plus a maximum sales charge of 5.75% of the offering price.  Class B and Class C
shares are sold at net asset value.  Redemption of Class B shares may be subject
to a contingent deferred sales charge that is 4% in the first year following the
purchase,  declines by a specified  percentage  each year thereafter and becomes
zero  after six  years.  Redemption  of Class C shares  may be  subject  to a 1%
contingent deferred sales charge in the first year following  purchase.  Average
annual total return figures do, and total return figures may, include the effect
of the  contingent  deferred  sales  charge  for the Class B shares  and Class C
shares  that may be imposed at the end of the  period in  question.  Performance
figures  for the Class B shares and Class C shares not  including  the effect of
the  applicable  contingent  deferred  sales  charge would be reduced if it were
included.  Returns and net asset value will  fluctuate.  Factors  affecting each
Fund's  performance  include general market  conditions,  operating expenses and
investment  management.  Any  additional  fees  charged  by a  dealer  or  other
financial  services firm would reduce returns described in this section.  Shares
of each Fund are  redeemable  at the then current net asset value,  which may be
more or less than original cost.

A Fund's  performance  may be  compared to that of the  Consumer  Price Index or
various  unmanaged  bond  indexes  including,  but not  limited  to, the Salomon
Brothers High Grade Corporate Bond Index,  the Lehman  Brothers  Adjustable Rate
Index, the Lehman Brothers Aggregate Bond Index, the Lehman Brothers Government/
Corporate  Bond Index,  the Salomon  Brothers  Long-Term  High Yield Index,  the
Salomon  Brothers 30 Year GNMA Index and the Merrill Lynch Market Weighted Index
and may also be compared to the performance of other mutual funds or mutual fund
indexes with similar  objectives and policies as reported by independent  mutual
fund reporting  services such as Lipper Analytical  Services,  Inc.  ("Lipper").
Lipper  performance  calculations are based upon changes in net asset value with
all dividends reinvested and do not include the effect of any sales charges.

Information may be quoted from publications such as Morningstar,  Inc., The Wall
Street Journal, Money Magazine, Forbes, Barron's,  Fortune, The Chicago Tribune,
USA Today, Institutional Investor and Registered Representative. Also, investors
may want to compare the historical returns of various  investments,  performance
indexes of those investments or economic  indicators,  including but not limited
to stocks, bonds,  certificates of deposit and other bank products, money market
funds and U.S. Treasury obligations. Bank product performance may be based upon,
among  other  things,  the BANK  RATE  MONITOR  National  Index(TM)  or  various
certificate of deposit indexes. Money

                                       42
<PAGE>

market  fund   performance   may  be  based  upon,   among  other  things,   the
IBC/Donoghue's  Money  Fund  Report(R)  or Money  Market  Insight(R),  reporting
services on money market funds.  Performance of U.S. Treasury obligations may be
based upon, among other things,  various U.S. Treasury bill indexes.  Certain of
these  alternative  investments  may offer fixed rates of return and  guaranteed
principal  and  may  be  insured.   Economic  indicators  may  include,  without
limitation,  indicators of market rate trends and cost of funds, such as Federal
Home Loan Bank Board 11th District Cost of Funds Index ("COFI").

A Fund may depict the historical performance of the securities in which the Fund
may invest over periods  reflecting  a variety of market or economic  conditions
either alone or in comparison with alternative investments,  performance indexes
of those  investments  or  economic  indicators.  A Fund may also  describe  its
portfolio holdings and depict its size or relative size compared to other mutual
funds,  the number and  make-up of its  shareholder  base and other  descriptive
factors concerning the Fund.

Each Fund's  returns and net asset value will fluctuate and shares of a Fund are
redeemable by an investor at the then current net asset value, which may be more
or less than original cost.  Redemption of Class B shares and Class C shares may
be subject to a contingent deferred sales charge as described above.  Additional
information  about each Fund's  performance also appears in its Annual Report to
Shareholders, which is available without charge from the applicable Fund.

The figures below show performance information for various periods.

The net asset value and returns of the Funds will  fluctuate.  No adjustment has
been made for taxes payable on  dividends.  The periods  indicated  were ones of
fluctuating securities prices and interest rates.

ASIAN FUND--NOVEMBER 30, 1999

                                          Fund       Fund       Fund
               AVERAGE ANNUAL            Class A    Class B    Class C
             TOTAL RETURN TABLE           Shares     Shares     Shares
             ------------------           ------     ------     ------

              Life of Class(+)            -6.62%     -6.26%     -5.94%
              Three Year                  -8.55%     -8.16%     -7.84%
              One Year                    40.24%     45.13%     46.36%

                   (+) Since October 21, 1996 for all classes.


GLOBAL FUND--DECEMBER 31, 1999

                                             Fund       Fund       Fund
                    AVERAGE ANNUAL         Class A    Class B    Class C
                  TOTAL RETURN TABLE        Shares     Shares     Shares
                  ------------------        ------     ------     ------

             Life of Class(+)                 6.70%      4.88%      5.08%
             Ten Years                        6.36%       N/A      N/A
             FiveYears                        5.01%      5.07%      5.30%
             One Year                      _-10.58%    _-9.66%     -7.06%

  (+) Since October 1, 1989 for Class A shares. Since May 31, 1994 for Class B
                              and Class C shares.


INTERNATIONAL FUND--OCTOBER 31, 1999

                                          Fund       Fund       Fund
               AVERAGE ANNUAL            Class A    Class B    Class C
            TOTAL RETURN TABLE           Shares     Shares     Shares
            ------------------           ------     ------     ------

               Life of Class(+)         12.11%      9.50%      9.65%
               Ten Years                 8.70%        N/A        N/A
               Five Years                9.12%      9.31%      9.47%
               One Year                 16.35%     19.50%     22.49%



                                       43
<PAGE>

    (+) Since May 21, 1981 for Class A shares. Since May 31, 1994 for Class B
                               and Class C shares.

                             FOOTNOTES FOR ALL FUNDS

(1)  The  Initial  Investment  and  adjusted  amounts  for  Class A shares  were
     adjusted  for the maximum  initial  sales  charge at the  beginning  of the
     period,  which is 5.75% for the Asian, and International Funds and 4.5% for
     the Global Fund. The Initial  Investment for Class B and Class C shares was
     not adjusted.  Amounts were adjusted for Class B shares for the  contingent
     deferred  sales  charge that may be imposed at the end of the period  based
     upon the schedule for shares sold currently,  see "Redemption or Repurchase
     of Shares" herein. No adjustments were made to Class C shares.

Investors may want to compare a Fund's  performance to that of  certificates  of
deposit  issued by banks  and other  depository  institutions.  Certificates  of
deposit may offer fixed or variable  interest  rates and principal is guaranteed
and may be insured. Withdrawal of the deposit prior to maturity will normally be
subject to a penalty.  Rates offered by banks and other depository  institutions
are  subject to change at any time  specified  by the issuing  institution.  The
shares of the Fund are not  insured  and net asset  value as well as yield  will
fluctuate.  Shares of a Fund are redeemable at net asset value which may be more
or less than  original  cost.  Redemption  of Class B and Class C shares  may be
subject to a contingent  deferred  sales charge.  The bonds in the Global Fund's
portfolio are generally of longer term than most certificates of deposit and may
reflect longer term market interest rate fluctuations.

Investors may also want to compare a Fund's performance to that of U.S. Treasury
bills,  notes or bonds.  Rates of Treasury  obligations are fixed at the time of
issuance and payment of  principal  and interest is backed by the full faith and
credit of the U.S. Treasury. The market value of such instruments will generally
fluctuate  inversely  with  interest  rates prior to maturity and will equal par
value at maturity. Shares of a Fund are redeemable at net asset value, which may
be more or less than original cost. The Funds' returns will also fluctuate.

In order to appreciate more fully the  opportunities  for income  throughout the
world and the potential  advantages  of investing in the Global Fund,  investors
may want to compare the  historical  performance  of various bond markets around
the world. Such performance,  of course, would not necessarily be representative
of future  actual or relative  performance  of such  markets,  or of the past or
future  performance of the Fund.

The following  table compares the performance of the Class A shares of each Fund
over  various  periods  with that of other  mutual  funds  within  the  category
described below according to data reported by Lipper Analytical  Services,  Inc.
("Lipper"), New York, New York, which is a mutual fund reporting service. Lipper
performance figures are based on changes in net asset value, with all income and
capital gain dividends  reinvested.  Such calculations do not include the effect
of any sales charges. Future performance cannot be guaranteed.  Lipper publishes
performance analyses on a regular basis.

ASIAN FUND

                                                            Lipper Mutual Fund
                                                           Performance Analysis
                                                          Pacific Ex-Japan Funds
                                                          ----------------------

One Year (Period ended 11/30/99)......................        #57 of 84 Funds
Three Year............................................        #38 of 70 Funds

The  Lipper   Pacific   Ex-Japan   Fund  category
     includes   funds  that   concentrate   their
     investments   in  equity   securities   with
     primary   trading   markets  or   operations
     concentrated    in   the   Pacific    region
     (including   Asian   countries)   and   that
     specifically does not invest in Japan.


                                       44
<PAGE>

GLOBAL FUND

                                                            Lipper Mutual Fund
                                                           Performance Analysis
                                                            Global Income Funds
                                                            -------------------

Ten Years (Period ended 12/31/99) ....................          #9 of 20 Funds
Five Years (Period ended 12/31/99)....................        #50 of 82 Funds
One Year (Period ended 12/31/99)......................       #102 of 137 Funds

The Lipper  Global Income Fund  category  includes  funds which by prospectus or
portfolio  practice  invest  primarily in U.S.  Dollar and non-U.S.  Dollar debt
instruments of issuers  located in at least 3 countries,  one of which may be in
the United  States.  This category  includes funds with a variety of objectives,
policies  and market and credit  risks that should be  considered  in  reviewing
these rankings.

INTERNATIONAL FUND

                                                            Lipper Mutual Fund
                                                           Performance Analysis
                                                            International Funds
                                                            -------------------

Fifteen Years (Period ended 10/31/99)... ..............       #1 of 15 Funds
Ten Years (Period ended 10/31/99)......................       #23 of 42 Funds
Five Years (Period ended 10/31/99).....................       #82 of 217 Funds
One Year (Period ended 10/31/99).......................       #328 of 591 Funds

The Lipper International Funds category includes funds which invest their assets
in securities whose primary trading markets are outside of the United States.

INVESTMENT MANAGER AND UNDERWRITER


INVESTMENT MANAGER.  Scudder Kemper Investments,  Inc. ("Scudder Kemper" or "the
Adviser"),  345 Park  Avenue,  New York,  New York,  is each  Fund's  investment
manager. Scudder Kemper is approximately 70% owned by Zurich Financial Services,
a newly formed global insurance and financial  services company.  The balance of
the Adviser is owned by its  officers  and  employees.  Pursuant  to  investment
management  agreements,  Scudder Kemper acts as each Fund's investment  adviser,
manages its  investments,  administers its business  affairs,  furnishes  office
facilities and equipment,  provides clerical and  administrative  services,  and
permits any of its  officers  or  employees  to serve  without  compensation  as
trustees  or  officers of a Fund if elected to such  positions.  The  investment
management  agreements  provide that the Fund shall pay the charges and expenses
of its operations, including the fees and expenses of the trustees (except those
who are affiliated  with officers or employees of Scudder  Kemper),  independent
auditors,   counsel,  custodian  and  transfer  agent  and  the  cost  of  share
certificates,  reports and notices to  shareholders,  brokerage  commissions  or
transaction  costs,  costs of calculating  net asset value and  maintaining  all
accounting  records related thereto,  taxes and membership dues. Each Fund bears
the  expenses of  registration  of its shares with the  Securities  and Exchange
Commission,  and,  effective  January  1,  2000,  the  cost  of  qualifying  and
maintaining  the  qualification  of  each  Fund's  shares  for  sale  under  the
securities laws of the various states ("Blue Sky Expense").  Prior to January 1,
2000, Kemper  Distributors,  Inc. ("KDI"),  222 South Riverside Plaza,  Chicago,
Illinois, 60606, as principal underwriter, paid the Blue Sky Expense.

The investment  management  agreements  provide that Scudder Kemper shall not be
liable for any error of judgment  or of law, or for any loss  suffered by a Fund
in connection  with the matters to which the  agreements  relate,  except a loss
resulting from willful misfeasance, bad faith or gross negligence on the part of
Scudder Kemper in the performance of its obligations and duties, or by reason of
its reckless disregard of its obligations and duties under each agreement.

                                       45
<PAGE>

Each Fund's  investment  management  agreement  continues in effect from year to
year so long as its  continuation is approved at least annually by a majority of
the trustees who are not parties to such agreement or interested  persons of any
such  party  except  in  their  capacity  as  trustees  of the  Fund  and by the
shareholders of the Fund subject  thereto or the Board of Trustees.  Each Fund's
investment  management  agreement  may be  terminated  at any time upon 60 days'
notice by either party, or by a majority vote of the  outstanding  shares of the
Fund subject  thereto,  and will terminate  automatically  upon  assignment.  If
additional  Funds become  subject to an  investment  management  agreement,  the
provisions concerning continuation, amendment and termination shall be on a Fund
by Fund basis. Additional Funds may be subject to a different agreement.

Responsibility  for  overall  management  of each Fund  rests  with its Board of
Trustees  and  officers.  Professional  investment  supervision  is  provided by
Scudder Kemper. The investment management agreements provide that Scudder Kemper
shall act as each Fund's investment Advisor,  manage its investments and provide
it with various services and facilities.

On December 31, 1997, pursuant to the terms of an agreement,  Scudder, Stevens &
Clark,  Inc.  ("Scudder") and Zurich Insurance  Company  ("Zurich") formed a new
global organization by combining Scudder with Zurich Kemper Investments, Inc., a
former subsidiary of Zurich and the former investment  manager to each Fund, and
Scudder changed its name to Scudder Kemper Investments,  Inc. As a result of the
transaction,  Zurich owned  approximately  70% of the Advisor,  with the balance
owned by the Advisor's officers and employees.

On September 7, 1998, the businesses of Zurich (including  Zurich's 70% interest
in Scudder  Kemper) and the financial  services  businesses of B.A.T  Industries
p.l.c.  ("B.A.T")  were  combined to form a new global  insurance  and financial
services  company  known as Zurich  Financial  Services,  Inc.  By way of a dual
holding  company   structure,   former  Zurich   shareholders   initially  owned
approximately 57% of Zurich Financial Services, Inc., with the balance initially
owned by former B.A.T shareholders.

Upon  consummation  of  this  transaction,   each  Fund's  existing   investment
management  agreement  with Scudder Kemper was deemed to have been assigned and,
therefore,  terminated.  The  Board has  approved  a new  investment  management
agreement with Scudder Kemper,  which is substantially  identical to the current
investment  management   agreement,   except  for  the  date  of  execution  and
termination.  This agreement  became  effective upon the termination of the then
current  investment  management  agreement and was approved by shareholders at a
special meeting which concluded in December 1998.

Each Fund pays Scudder Kemper an investment  management fee, payable monthly, at
the annual rates shown below:

                                                     Annual Management Fee Rates
                                                     ---------------------------
                                                  Global and
Average Daily Net Assets of the Fund             International             Asian
- ------------------------------------             -------------             -----

$0 - $250 million                                     0.75%                0.85%
$250 million - $1 billion                             0.72                 0.82
$1 billion - $2.5 billion                             0.70                 0.80
$2.5 billion - $5 billion                             0.68                 0.78
$5 billion - $7.5 billion                             0.65                 0.75
$7.5 billion - $10 billion                            0.64                 0.74
$10 billion - $12.5 billion                           0.63                 0.73
Over $12.5 billion                                    0.62                 0.72

The  expenses  of each Fund,  and of other  investment  companies  investing  in
foreign securities,  can be expected to be higher than for investment  companies
investing  primarily in domestic  securities  since the costs of  operation  are
higher,  including  custody and  transaction  costs for foreign  securities  and
investment management fees.

The investment  management  fees incurred by each Fund for its last three fiscal
years are shown in the table below.

                                       46
<PAGE>

<TABLE>
<CAPTION>

Fund                                           Fiscal 1999           Fiscal 1998           Fiscal 1997
- ----                                           -----------           -----------           -----------
<S>                                                      <C>                <C>               <C>
Asian................................                    0*                 0**               $45,000
Global...............................            $536,000              $675,000              $858,000
International........................          $4,348,000            $4,612,000            $4,131,000
</TABLE>


* After  fee waiver of $109,000.
**After fee waiver of $58,000..



Fund  Sub-Adviser.  Scudder  Investments  U.K.,  Limited ("Scudder UK"), 1 South
Place,  London,  U.K.  EC42M  2ZS,  an  affiliate  of  Scudder  Kemper,  is  the
sub-adviser for the Global Income and  International  Funds.  Scudder UK acts as
sub-adviser  pursuant to the terms of the sub-advisory  agreement between it and
Scudder  Kemper for each Fund.  Scudder  UK is  subject  to  regulations  by the
Investment Management  Regulatory  Organization (IMRO) in England as well as the
U.S. Securities and Exchange Commission.

Under the terms of the  sub-advisory  agreement  for a Fund,  Scudder UK renders
investment  advisory and management  services with regard to that portion of the
Fund's  portfolio  as may be allocated to Scudder UK by the Adviser from time to
time for management,  including services related to foreign securities,  foreign
currency  transactions and related investments.  Scudder UK may, under the terms
of each  sub-advisory  agreement,  render similar  services to others  including
other investment companies.  For its services,  Scudder UK will receive from the
Adviser a monthly fee at the annual rate of 0.30% for the Global Income Fund and
0.35% for the International Funds of the portion of the average daily net assets
of each Fund allocated by the Adviser to Scudder UK for  management.  Scudder UK
permits any of its  officers  or  employees  to serve  without  compensation  as
trustees or officers of the Fund if elected to such positions.

Each sub-advisory  agreement provides that Scudder UK will not be liable for any
error of  judgment  or  mistake of law or for any loss  suffered  by the Fund in
connection with matters to which the sub-advisory  agreement  relates,  except a
loss resulting from willful  misfeasance,  bad faith or gross  negligence on the
part of Scudder UK in the  performance of its duties or from reckless  disregard
by Scudder UK of its obligations and duties under the sub-advisory agreement.

Each sub-advisory agreement continues in effect from year to year so long as its
continuation is approved at least annually by a majority of the trustees who are
not parties to such agreement or interested  persons of any such party except in
their  capacity  as  trustees  of the Fund and by the  shareholders  of the Fund
subject  thereto or the Board of Trustees.  Each  sub-advisory  agreement may be
terminated at any time for a Fund upon 60 days notice by Scudder Kemper, Scudder
UK or the Board of Trustees,  or by a majority vote of the outstanding shares of
the Fund subject thereto,  and will terminate  automatically  upon assignment or
upon  the  termination  of  the  Fund's  investment  management  agreement.   If
additional  Funds become  subject to a  sub-advisory  agreement,  the provisions
concerning  continuation,  amendment and termination  shall be on a Fund-by-Fund
basis. Additional Funds may be subject to a different agreement. No sub-advisory
fees were paid by the Adviser to Scudder UK for periods prior to the 1997 fiscal
year,  although in such periods the Adviser has paid Scudder UK for its services
to Scudder Kemper with respect to foreign securities investments of the Funds.


The  sub-advisory  fees paid by each Fund for its last  three  fiscal  years are
shown below.


<TABLE>
<CAPTION>
Fund                                           Fiscal 1999           Fiscal 1998           Fiscal 1997
- ----                                           -----------           -----------           -----------
<S>                                               <C>                  <C>                         <C>
Global...............................             $73,603              $675,000                    $0
International........................          $2,063,000            $4,612,000                    $0
</TABLE>


FUND  ACCOUNTING  AGENT.  Scudder  Fund  Accounting  Corporation  ("SFAC"),  Two
International  Place,  Boston,  Massachusetts  02110,  a  subsidiary  of Scudder
Kemper,  is responsible  for  determining the daily net asset value per share of
the Funds and maintaining all accounting  records  related  thereto.  Currently,
SFAC  receives no fee for its services to the Funds;  however,  subject to Board
approval,  some time in the future, SFAC may seek payment for its services under
this agreement.

                                       47
<PAGE>

PRINCIPAL  UNDERWRITER.  Pursuant  to  separate  underwriting  and  distribution
services  agreements  ("distribution  agreements"),  Kemper  Distributors,  Inc.
("KDI"), 222 South Riverside Plaza,  Chicago,  Illinois,  60606, an affiliate of
Scudder Kemper,  is the principal  underwriter and distributor for the shares of
each  Fund  and acts as agent  of the  Fund in the  continuous  offering  of its
shares.  KDI bears all of its  expenses of  providing  services  pursuant to the
distribution agreement, including the payment of any commissions. Each Fund pays
the  cost  for the  prospectus  and  shareholder  reports  to be set in type and
printed  for  existing   shareholders,   and  KDI  pays  for  the  printing  and
distribution of copies thereof used in connection with the offering of shares to
prospective  investors.  KDI also pays for  supplementary  sales  literature and
advertising costs.

Each  distribution  agreement  continues  in effect from year to year so long as
such  continuance  is approved for each class at least annually by a vote of the
Board of Trustees of the Fund,  including  the Trustees  who are not  interested
persons of the Fund and who have no direct or indirect financial interest in the
agreement.   Each  agreement  automatically  terminates  in  the  event  of  its
assignment  and may be terminated  for a class at any time without  penalty by a
Fund or by KDI upon 60 days'  notice.  Termination  by a Fund with  respect to a
class may be by vote of a majority  of the Board of  Trustees,  or a majority of
the Trustees who are not  interested  persons of the Fund and who have no direct
or  indirect  financial  interest  in  the  agreement,  or a  "majority  of  the
outstanding  voting  securities"  of the class of the Fund, as defined under the
Investment  Company Act of 1940. The agreement may not be amended for a class to
increase  the fee to be paid  by a Fund  with  respect  to  such  class  without
approval by a majority of the outstanding voting securities of such class of the
Fund and all material  amendments  must in any event be approved by the Board of
Trustees in the manner  described above with respect to the  continuation of the
agreement. The provisions concerning the continuation, amendment and termination
of the distribution agreement are on a Fund by Fund basis and for each Fund on a
class by class basis.

CLASS A  SHARES.  KDI  receives  no  compensation  from the  Funds as  principal
underwriter  for Class A shares and pays all  expenses of  distribution  of each
Fund's Class A shares under the  distribution  agreements  not otherwise paid by
dealers or other  financial  services  firms.  As indicated  under  "Purchase of
Shares,"  KDI retains the sales  charge upon the  purchase of shares and pays or
allows concessions or discounts to firms for the sale of each Fund's shares. The
following  information concerns the underwriting  commissions paid in connection
with the distribution of each Fund's Class A shares for the fiscal years noted.

<TABLE>
<CAPTION>

                                            Commissions          Commissions        Commissions
                                            Retained By       Underwriter Paid     Paid To Kemper
        Fund             Fiscal Year        Underwriter         To All Firms      Affiliated Firms
        ----             -----------        -----------         ------------      ----------------

     <S>                   <C>                 <C>                  <C>                  <C>
       Asian               1999                $6,000               $29,000               --
                           1998                $3,000               $37,000               --
                           1997               $14,000               $59,000               --


       Global              1999                $3,000               $12,000               --
                           1998                $3,000               $24,000               --
                           1997                $9,000               $49,000               --

                                                                                          --
   International           1999               $71,000              $484,000
                           1998              $105,000              $887,000               --
                           1997               $96,000              $959,000               --

</TABLE>


Class B Shares. For its services under the distribution agreement,  KDI receives
a fee from each Fund under a Rule 12b-1  Plan,  payable  monthly,  at the annual
rate of 0.75% of average daily net assets of each Fund  attributable  to Class B
shares.  This fee is accrued  daily as an  expense  of Class B shares.  KDI also
receives any contingent deferred sales charges. See "Redemption or Repurchase of
Shares--Contingent   Deferred  Sales  Charge--Class  B  Shares."  KDI  currently
compensates firms for sales of Class B shares at a commission rate of 3.75%.

                                       48
<PAGE>

Class C Shares. For its services under the distribution agreement,  KDI receives
a fee from each Fund under a Rule 12b-1  Plan,  payable  monthly,  at the annual
rate of 0.75% of average daily net assets of each Fund  attributable  to Class C
shares. This fee is accrued daily as an expense of Class C shares. KDI currently
advances  to firms the  first  year  distribution  fee at a rate of 0.75% of the
purchase  price of Class C  shares.  For  periods  after  the  first  year,  KDI
currently  pays firms for sales of Class C shares a  distribution  fee,  payable
quarterly,  at an annual  rate of 0.75% of net  assets  attributable  to Class C
shares  maintained  and  serviced  by the  firm  and  the  fee  continues  until
terminated by KDI or a Fund.  KDI also receives any  contingent  deferred  sales
charges.  See  "Redemption  or Repurchase of  Shares--Contingent  Deferred Sales
Charges--Class C Shares".

CLASS B SHARES AND CLASS C SHARES. Each Fund has adopted a plan under Rule 12b-1
that  provides  for fees payable as an expense of the Class B shares and Class C
shares  that are used by KDI to pay for  distribution  and  services  for  those
classes.  Because  12b-1 fees are paid out of fund  assets on an ongoing  basis,
they will,  over time,  increase  the cost of an  investment  and cost more than
other types of sales charges.

Expenses  of the Funds and of KDI, in  connection  with the Rule 12b-1 Plans for
the Class B and Class C shares are set forth below.  A portion of the marketing,
sales and operating expenses shown below could be considered overhead expense.

<TABLE>
<CAPTION>





                                                                         Other Distribution Expenses Paid By
                                                                                     Underwriter
                                                                       --------------------------------------------------
                                                           Commissions
                                  Contingent    Total        Paid By
                   Distribution    Deferred    Commissions Underwriter
                    Fees Paid By    Sales        Paid By       To        Advertising               Marketing  Misc.     Interest
Fund Class  Fiscal    Fund To     Charges To  Underwriter   Affiliated      and       Prospectus   and Sales  Operating Fund
B Shares     Year   Underwriter   Underwriter   To Firms      Firms       Literature   Printing    Expenses   Expenses  Expenses
- --------     ----   -----------   -----------    -----      ----------    ----------   --------    --------   --------  --------
<S>           <C>      <C>           <C>          <C>             <C>        <C>          <C>       <C>        <C>      <C>
   Asian      1999     $35,525       $17,772      $53,606         0          $3,659       $384      $10,587    $16,964  $31,874
              1998     $21,000       $6,000       $53,000        --          $7,000      $1,000     $14,000    $28,000  $18,000
              1997     $18,000       $7,000       $103,000       --         $12,000      $1,000     $25,000    $4,000    $9,000

  Global      1999    $1,001,223    $431,781      $852,100        0         $79,748      $4,428     $200,250   $32,887  $567,732
              1998     $120,000      $52,000      $58,000        --          $7,000      $1,000     $12,000    $19,000  ($41,000)
              1997     $270,000      $62,000      $147,000       --         $22,000      $2,000     $64,000    $25,000     --

Internationa1 1999     $72,666       $39,693      $84,398         0          $4,475       $475      $12,834    $14,190  $(59,902)
              1998    $1,234,000    $285,000     $1,313,000      --         $173,000    $20,000     $358,000   $74,000  $509,000
              1997     $970,000     $227,000     $1,709,000      --         $219,000    $15,000     $595,000   $94,000  $395,000





                                                                                 Other Distribution Expenses Paid By Underwriter
                                                                                --------------------------------------------------
                                                           Commissions
                                  Contingent    Total        Paid By
                   Distribution    Deferred    Commissions Underwriter
                    Fees Paid By    Sales        Paid By       To        Advertising               Marketing  Misc.     Interest
Fund Class  Fiscal    Fund To     Charges To  Underwriter   Affiliated      and       Prospectus   and Sales  Operating Fund
B Shares     Year   Underwriter   Underwriter   To Firms      Firms       Literature   Printing    Expenses   Expenses  Expenses
- --------     ----   -----------   -----------    -----      ----------    ----------   --------    --------   --------  --------
  Asian      1999      $4,880        $377          $4495         0           $915        $113       $2777     $11,996    $3851
             1998      $2,000        --           $4,000        --          $1,000       --         $1,000    $12,000    $3,000
             1997      $2,000        --           $3,000        --          $2,000       --         $4,000    $10,000    $1,000

  Global     1999     $16,115       $1,382        $17,339        0           $2601       $265       $7,337    $13,082   $10,781
             1998     $12,000        --           $13,000       --          $3,000       --         $5,000    $12,000    $8,000
             1997      $9,000       $1,000        $8,000        --          $4,000       --        $11,000     $4,000    $6,000

Internationl 1999     $218,397      $9,060       $236,313        0          $42,885     $2,972     $116,308   $24,070   $60,744
             1998     $162,000      $7,000       $171,000       --          $48,000     $7,000     $103,000   $27,000   $45,000
             1997     $96,000       $3,000       $117,000       --          $45,000     $3,000     $118,000    $4,000   $26,000

</TABLE>

If a Rule 12b-1 Plan (the "Plan") is terminated  in  accordance  with its terms,
the obligation of a Fund to make payments to KDI pursuant to the Plan will cease
and the Fund will not be  required  to make any  payments  past the  termination
date.  Thus,  there is no  legal  obligation  for the  Fund to pay any  expenses
incurred  by KDI in excess of its fees under a Plan,  if for any reason the Plan
is terminated in accordance with its terms.  Future fees under a Plan may or may
not be sufficient to reimburse KDI for its expenses incurred.

ADMINISTRATIVE SERVICES. Administrative services are provided to each Fund under
an administrative services agreement ("administrative  agreement") with KDI. KDI
bears all its  expenses of  providing  services

                                       49
<PAGE>

pursuant to the  administrative  agreement between KDI and each Fund,  including
the  payment  of  service  fees.  For  the  services  under  the  administrative
agreement,  each Fund pays KDI an administrative  services fee, payable monthly,
at the annual rate of up to 0.25% of average  daily net assets of Class A, B and
C shares of the Fund.

KDI enters into  related  arrangements  with  various  broker-dealers  and other
service or administrative firms ("firms"),  that provide services and facilities
for their  customers or clients who are  investors of a Fund.  The firms provide
such office  space and  equipment,  telephone  facilities  and  personnel  as is
necessary or beneficial for providing information and services to their clients.
Such services and assistance may include,  but are not limited to,  establishing
and  maintaining  accounts  and  records,  processing  purchase  and  redemption
transactions,  answering  routine inquiries  regarding the Funds,  assistance to
clients in changing dividend and investment  options,  account  designations and
addresses  and such other  services  as may be agreed upon from time to time and
permitted by applicable  statute,  rule or  regulation.  With respect to Class A
shares,  KDI pays each firm a service fee,  normally  payable  quarterly,  at an
annual rate of (a) up to 0.15% of the net assets for the Global and 0.25% of the
net  assets for the  International  Fund of these  accounts  in the fund that it
maintains and services that are attributable to Class A shares acquired prior to
October 1, 1993,  and (b) up to 0.25% of the net assets in Fund accounts that it
maintains  and  services  attributable  to Class A shares  acquired  on or after
October 1, 1993, in each case commencing with the month after  investment.  With
respect to Class B shares and Class C shares,  KDI  currently  advances to firms
the  first-year  service fee at a rate of up to 0.25% of the  purchase  price of
such shares.  For periods  after the first year,  KDI  currently  intends to pay
firms a service  fee at an annual  rate of up to 0.25%  (calculated  monthly and
normally paid  quarterly) of the net assets  attributable to Class B and Class C
shares  maintained  and  serviced  by the  firm  and  the  fee  continues  until
terminated by KDI or the Fund. In addition, KDI may, from time to time, from its
own resources,  pay certain firms additional amounts for ongoing  administrative
services  and  assistance  provided  to  their  customers  and  clients  who are
shareholders  of the  Funds.  Firms to which  service  fees may be paid  include
broker-dealers affiliated with KDI.

The following information concerns the administrative  services fee paid by each
Fund.

<TABLE>
<CAPTION>

                                           Administrative Service
                                                 Fees Paid                   Service Fees          Service Fees
                                                  By Fund                      Paid By               Paid By
                                    -------------------------------------   Administrator         Administrator
       Fund          Fiscal Period    Class A     Class B     Class C          To Firms         To Affiliated Firms
       ----          -------------    -------     -------     -------          --------         -------------------
<S>                      <C>          <C>          <C>              <C>          <C>                      <C>
       Asian             1999         $14,949      $12200           0            $28,844                  0
                         1998          $8,000      $6,000           0            $20,000                  0
                         1997*         $1,000      $5,000      $1,000            $19,000                  0

      Global             1999        $278,691     $62,196           0           $159,092                  0
                         1998        $147,000     $38,000      $4,000           $192,000                  0
                         1997        $149,000     $86,000      $3,000           $239,000                  0

   International         1999        $980,937    $332,107     $73,339         $1,386,619                  0
                         1998       $1,013,000   $360,000     $51,000         $1,438,000                  0
                         1997        $926,000    $322,000     $32,000         $1,301,000                  0
</TABLE>

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

*    Amounts shown after expense waiver.

KDI also may provide  some of the above  services  and may retain any portion of
the fee  under  the  administrative  agreement  not paid to firms to  compensate
itself  for  administrative  functions  performed  for a  Fund.  Currently,  the
administrative  services fee payable to KDI is payable at an annual rate of 0.25
based upon Fund  assets in  accounts  for which a firm  provides  administrative
services and,  effective  January 1, 2000, at the annual rate of 0.15 based upon
Fund  assets in accounts  for which there is no firm of record  (other than KDI)
listed on the Fund's records. The effective  administrative services fee rate to
be charged  against all assets of a Fund while this  procedure is in effect will
depend upon the proportion of Fund assets that is in accounts for which there is
a firm of record.  The Board of

                                       50
<PAGE>

Directors of each Fund, in its discretion,  may approve basing the fee to KDI at
the annual rate of 0.25% on all Fund assets in the future.

Certain  trustees  or officers  of each Fund are also  directors  or officers of
Scudder Kemper, Scudder UK or KDI as indicated under "Officers and Trustees."

CUSTODIAN,  TRANSFER AGENT AND  SHAREHOLDER  SERVICE AGENT.  The Chase Manhattan
Bank ("Chase"),  Chase MetroTech Center, Brooklyn, New York 11245, as custodian,
has  custody  of all  securities  and cash of each  Fund.  Chase  attends to the
collection of principal and income,  and payment for and  collection of proceeds
of securities  bought and sold by each Fund.  Investors  Fiduciary Trust Company
("IFTC"),  801 Pennsylvania Avenue,  Kansas City, Missouri 64105, is each Fund's
transfer agent and dividend-paying agent.

Pursuant to a services agreement with IFTC, Kemper Service Company ("KSvC"),  an
affiliate of Scudder Kemper,  serves as "Shareholder Service Agent" of each Fund
and,  as such,  performs  all of IFTC's  duties as transfer  agent and  dividend
paying  agent.  IFTC  receives as transfer  agent,  and pays to KSvC as follows:
prior to  January  1,  1999,  annual  account  fees at a maximum  rate of $6 per
account plus account set up, transaction,  and maintenance charges,  annual fees
associated  with the contingent  deferred sales charge (Class B shares only) and
out-of-pocket expense reimbursement and effective January 1, 1999, for the Asian
Growth and  International  Funds,  annual  account  fees of $10.00  ($18.00  for
retirement  accounts)  plus set up  charges,  annual  fees  associated  with the
contingent  deferred sales charges (Class B Shares only),  an asset-based fee of
0.08% and  out-of-pocket  reimbursement  and, for the Global Income Fund, annual
account fees of $14.00  ($23.00 for  retirement  accounts)  plus set up charges,
annual fees  associated  with the  contingent  deferred  sales charges  (Class B
Shares only), an asset-based fee of 0.05% and out-of-pocket reimbursement.

                                             Fees IFTC
                                            Remitted to
       Fund              Fiscal Year            KSvC
       ----              -----------            ----

       Asian               1999               $71,000
                           1998               $78,000
                           1997                    __


       Global              1999              $165,000
                           1998              $197,000
                           1997              $264,000


   International           1999            $1,795,000
                           1998            $2,432,000
                           1997            $1,512,000

INDEPENDENT  AUDITORS  AND  REPORTS  TO  SHAREHOLDERS.  The  Funds'  independent
auditors,  Ernst & Young LLP, 233 South Wacker Drive,  Chicago,  Illinois 60606,
audit and report on the  Funds'  annual  financial  statements,  review  certain
regulatory  reports and the Funds' federal income tax return,  and perform other
professional accounting,  auditing, tax and advisory services when engaged to do
so by the Funds.  Shareholders will receive annual audited financial  statements
and semi-annual unaudited financial statements.

LEGAL COUNSEL.  Vedder,  Price,  Kaufman & Kammholz,  222 North LaSalle  Street,
Chicago, Illinois 60601, serves as legal counsel to the Funds.

PORTFOLIO TRANSACTIONS

Brokerage

Allocation of brokerage is supervised by the Adviser.

                                       51
<PAGE>

         The primary objective of the Adviser in placing orders for the purchase
and sale of securities  for a Fund is to obtain the most  favorable net results,
taking into account such factors as price, commission where applicable,  size of
order,   difficulty   of  execution   and  skill   required  of  the   executing
broker/dealer.  The Adviser  seeks to evaluate  the  overall  reasonableness  of
brokerage commissions paid (to the extent applicable) through the familiarity of
the  Scudder  Investor  Services,  Inc.  ("SIS")  with  commissions  charged  on
comparable  transactions,  as well as by comparing commissions paid by a Fund to
reported  commissions paid by others.  The Adviser routinely reviews  commission
rates,  execution  and  settlement  services  performed  and makes  internal and
external comparisons.

         The Funds' purchases and sales of fixed-income securities are generally
placed by the Adviser with primary  market makers for these  securities on a net
basis,  without any  brokerage  commission  being paid by a Fund.  Trading does,
however, involve transaction costs. Transactions with dealers serving as primary
market makers reflect the spread between the bid and asked prices.  Purchases of
underwritten  issues may be made, which will include an underwriting fee paid to
the underwriter.

         When it can be done  consistently with the policy of obtaining the most
favorable net results,  it is the  Adviser's  practice to place such orders with
broker/dealers  who supply  brokerage and research  services to the Adviser or a
Fund.  The  term  "research  services"  includes  advice  as  to  the  value  of
securities;  the advisability of investing in, purchasing or selling securities;
the  availability  of securities or  purchasers  or sellers of  securities;  and
analyses  and  reports  concerning  issuers,  industries,  securities,  economic
factors and trends,  portfolio  strategy and the  performance  of accounts.  The
Adviser is authorized when placing portfolio transactions,  if applicable, for a
Fund to pay a brokerage  commission in excess of that which another broker might
charge for executing the same  transaction on account of execution  services and
the receipt of research services. The Adviser has negotiated arrangements, which
are  not   applicable   to  most   fixed-income   transactions,   with   certain
broker/dealers pursuant to which a broker/dealer will provide research services,
to the  Adviser  or a Fund in  exchange  for the  direction  by the  Adviser  of
brokerage  transactions  to  the  broker/dealer.  These  arrangements  regarding
receipt of research  services  generally apply to equity security  transactions.
The  Adviser  may  place  orders  with a  broker/dealer  on the  basis  that the
broker/dealer has or has not sold shares of a Fund. In effecting transactions in
over-the-counter securities,  orders are placed with the principal market makers
for the security being traded  unless,  after  exercising  care, it appears that
more favorable results are available elsewhere.

To the  maximum  extent  feasible,  it is expected  that the Adviser  will place
orders for portfolio  transactions through SIS which is a corporation registered
as a  broker/dealer  and a subsidiary  of the Adviser;  SIS will place orders on
behalf of a Fund with issuers,  underwriters  or other brokers and dealers.  SIS
will not receive any commission,  fee or other remuneration from a Fund for this
service.

Although certain research services from  broker/dealers  may be useful to a Fund
and to the Adviser,  it is the opinion of the Adviser that such information only
supplements the Adviser's own research  effort since the information  must still
be analyzed,  weighed, and reviewed by the Adviser's staff. Such information may
be useful to the Adviser in providing  services to clients other than the Funds,
and not all such  information is used by the Adviser in connection  with a Fund.
Conversely,  such information provided to the Adviser by broker/dealers  through
whom other clients of the Adviser effect  securities  transactions may be useful
to the Adviser in providing services to a Fund.

The Trustees review, from time to time, whether the recapture for the benefit of
a Fund of some portion of the brokerage  commissions or similar fees paid by the
Funds on portfolio transactions is legally permissible and advisable.

The table below shows total brokerage commissions paid by each Fund for the last
three fiscal periods and for the most recent fiscal year, the percentage thereof
that was allocated to firms based upon research information provided.

                                       52
<PAGE>
<TABLE>
<CAPTION>

                                                 Percentage
                                                Allocated to
                                               Firms Based on
                                                Research in
                              Fiscal 1999        Fiscal 1999       Fiscal 1998        Fiscal 1997
                              -----------        -----------       -----------        -----------
<S>                             <C>                  <C>              <C>               <C>
Asian                           $131,212             76.59%           $99,000           $142,000
Global                                $0                0%                $0                  $0
International                 $3,594,955             81.99%        $2,888,000         $2,339,000
</TABLE>

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


Each Fund's average portfolio  turnover rate is the ratio of the lesser of sales
or purchases to the monthly  average  value of the  portfolio  securities  owned
during the year, excluding all securities with maturities or expiration dates at
the time of  acquisition  of one year or less.  A higher rate  involves  greater
brokerage  transaction  expenses to a Fund and may result in the  realization of
net capital  gains,  which would be taxable to  shareholders  when  distributed.
Purchases  and  sales are made for a Fund's  portfolio  whenever  necessary,  in
management's opinion, to meet a Fund's objective.  For Asian Fund, the portfolio
turnover  rate for the fiscal year ended  November 30,  1997,  1998 and 1999 was
155%, 131% and 80%,  respectively.  For Global Fund, the portfolio turnover rate
for the fiscal year ended  December 31, 1997,  1998 and 1999 was 283%,  313% and
165%, respectively.  For International Fund, the portfolio turnover rate for the
fiscal  year  ended  October  31,  1997,  1998 and 1999 was 76%,  105% and 140%,
respectively.


PURCHASE, REPURCHASE AND REDEMPTION OF SHARES

PURCHASE OF SHARES

ALTERNATIVE  PURCHASE  ARRANGEMENTS.  Class A  shares  of each  Fund are sold to
investors subject to an initial sales charge. Class B shares are sold without an
initial  sales charge but are subject to higher  ongoing  expenses  than Class A
shares and a contingent deferred sales charge payable upon certain  redemptions.
Class B shares automatically convert to Class A shares six years after issuance.
Class C shares  are sold  without  an initial  sales  charge but are  subject to
higher  ongoing  expenses  than  Class A shares,  are  subject  to a  contingent
deferred  sales charge  payable upon certain  redemptions  within the first year
following  purchase and do not convert into another class. When placing purchase
orders,  investors  must  specify  whether  the order is for Class A, Class B or
Class C shares.

The primary  distinctions  among the classes of each Fund's  shares lie in their
initial and  contingent  deferred  sales charge  structures and in their ongoing
expenses,  including  asset-based  sales  charges  in the  form  of  Rule  12b-1
distribution  fees.  These  differences are summarized in the table below.  See,
also,   "Summary  of  Expenses."   Each  class  has  distinct   advantages   and
disadvantages for different  investors,  and investors may choose the class that
best suits their circumstances and objectives.

<TABLE>
<CAPTION>

                                                      Annual 12b-1 Fees (As a % of
                            Sales Charge                Average Daily Net Assets)             Other Information
                            ------------                -------------------------             -----------------
<S>               <C>                                           <C>                    <C>
Class A           Maximum initial sales charge of               None                   Initial sales charge waived or
                  4.5% (for the Global Fund) and                                       reduced for certain purchases
                  5.75% (for each of the Asian and
                  International Funds) of the
                  public offering price

Class B           Maximum contingent deferred                   0.75%                  Shares convert to Class A
                  sales charge of 4% of redemption                                     shares six years after issuance
                  proceeds; declines to zero after
                  six years

Class C           Contingent deferred sales charge              0.75%                  No conversion feature
                                       53
<PAGE>
                  of 1% of redemption proceeds for
                  redemptions made during first
                  year after purchase
</TABLE>


The  minimum  initial  investment  for  each  Fund is  $1,000  and  the  minimum
subsequent  investment is $100. The minimum initial investment for an Individual
Retirement Account is $250 and the minimum  subsequent  investment is $50. Under
an  automatic  investment  plan,  such as Bank Direct  Deposit,  Payroll  Direct
Deposit or  Government  Direct  Deposit,  the  minimum  initial  and  subsequent
investment  is  $50.  These  minimum  amounts  may be  changed  at any  time  in
management's discretion.

Share certificates will not be issued unless requested in writing and may not be
available for certain types of account  registrations.  It is  recommended  that
investors not request share  certificates  unless needed for a specific purpose.
You cannot  redeem  shares by  telephone or wire  transfer or use the  telephone
exchange  privilege if share  certificates have been issued. A lost or destroyed
certificate  is difficult to replace and can be expensive to the  shareholder (a
bond worth 2% or more of the certificate value is normally required).

INITIAL SALES CHARGE ALTERNATIVE -- CLASS A SHARES. The public offering price of
Class A shares for  purchasers  of the Global Fund  choosing  the initial  sales
charge  alternative  is the net asset  value plus a sales  charge,  as set forth
below.

<TABLE>
<CAPTION>

                                                                   Global Fund -- Sales Charge
                                        ---------------------------------------------------------------------------------
                                           As A Percentage         As A Percentage          Allowed To Dealers As A
          Amount of Purchase              Of Offering Price      of Net Asset Value*      Percentage Of Offering Price
          ------------------              -----------------      -------------------      ----------------------------

<S>       <C>                                  <C>                       <C>                       <C>
Less than $100,000.................            4.50%                     4.71%                     4.00%
$100,000 but less than $250,000....            3.50                      3.63                      3.00
$250,000 but less than $500,000....            2.60                      2.67                      2.25
$500,000 but less than $1 million..            2.00                      2.04                      1.75
$1 million and over................            0.00**                    0.00**                    ***
- ---------------
</TABLE>

*    Rounded to the nearest one-hundredth percent.
**   Redemption of shares may be subject to a contingent  deferred  sales charge
     as discussed below.
***  Commission is payable by KDI as discussed below.

The  public  offering  price of Class A shares  for  purchasers  of the Asian or
International  Fund  choosing the initial  sales charge  alternative  is the net
asset value plus a sales charge, as set forth below.

<TABLE>
<CAPTION>

                                                          Asian And International Funds -- Sales Charge
                                        ---------------------------------------------------------------------------------
                                           As A Percentage         As A Percentage          Allowed To Dealers As A
          Amount of Purchase              Of Offering Price      of Net Asset Value*      Percentage Of Offering Price
          ------------------              -----------------      -------------------      ----------------------------
<S>       <C>                                  <C>                       <C>                       <C>
Less than $50,000..................            5.75%                     6.10%                     5.20%
$50,000 but less than $100,000.....            4.50                      4.71                      4.00
$100,000 but less than $250,000....            3.50                      3.63                      3.00
$250,000 but less than $500,000....            2.60                      2.67                      2.25
$500,000 but less than $1 million..            2.00                      2.04                      1.75
$1 million and over................            0.00**                    0.00**                    ***
</TABLE>

*    Rounded to the nearest one-hundredth percent.
**   Redemption of shares may be subject to a contingent  deferred  sales charge
     as discussed below.
***  Commission is payable by KDI as discussed below.

Each Fund  receives the entire net asset value of all Class A shares sold.  KDI,
the Funds' principal  underwriter,  retains the sales charge on sales of Class A
shares from which it allows discounts from the applicable  public offering price
to investment dealers, which discounts are uniform for all dealers in the United
States and its territories.  The

                                       54
<PAGE>

normal discount allowed to dealers is set forth in the above table.  Upon notice
to all dealers with whom it has sales agreements, KDI may reallow up to the full
applicable  sales charge,  as shown in the above table,  during  periods and for
transactions  specified in such notice and such  reallowances  may be based upon
attainment of minimum sales levels. During periods when 90% or more of the sales
charge is reallowed,  such dealers may be deemed to be underwriters as that term
is defined in the Securities Act of 1933.



Class A  shares  of a Fund may be  purchased  at net  asset  value  by:  (a) any
purchaser  provided that the amount  invested in the Fund or other Kemper Mutual
Funds listed under  "Special  Features -- Class A Shares -- Combined  Purchases"
totals at least $1,000,000 including purchases of Class A shares pursuant to the
"Combined  Purchases,"  "Letter of Intent" and  "Cumulative  Discount"  features
described under "Special  Features" (the "Large Order NAV Purchase  Privilege");
or (b) a  participant-directed  qualified  retirement  plan  described  in  Code
Section 401(a) or a  participant-directed  non-qualified  deferred  compensation
plan  described  in  Code  Section  457  or  a  participant-directed   qualified
retirement plan described in Code Section  403(b)(7) which is not sponsored by a
K-12 school district  provided in each case that such plan has not less than 200
eligible  employees.  Redemption  within two years of shares purchased under the
Large Order NAV Purchase Privilege may be subject to a contingent deferred sales
charge.  See  "Redemption  or Repurchase of Shares -- Contingent  Deferred Sales
Charge -- Large Order NAV Purchase Privilege."


KDI may in its  discretion  compensate  investment  dealers  or other  financial
services firms in connection with the sale of Class A shares of each Fund at net
asset value in accordance with the Large Order NAV Purchase  Privilege up to the
following amounts:  1.00% of the net asset value of shares sold on amounts up to
$5 million, 0.50% on the next $45 million and 0.25% on amounts over $50 million.
The  commission  schedule  will be reset on a  calendar  year basis for sales of
shares pursuant to the Large Order NAV Purchase  Privilege to employer sponsored
employee benefit plans using the subaccount  recordkeeping system made available
through KSvC. For purposes of determining the appropriate  commission percentage
to be applied to a particular  sale,  KDI will  consider the  cumulative  amount
invested by the purchaser in the Fund and other Kemper Mutual Funds listed under
"Special Features -- Class A Shares -- Combined Purchases,"  including purchases
pursuant  to the  "Combined  Purchases,"  "Letter  of  Intent"  and  "Cumulative
Discount"  features  referred to above and  including  Class R Shares of certain
Scudder Funds. The privilege of purchasing Class A shares of a Fund at net asset
value under the Large Order NAV Purchase  Privilege is not  available if another
net asset value purchase privilege also applies.

Class A shares of a Fund or any other Kemper  Mutual Fund listed under  "Special
Features -- Class A Shares -- Combined  Purchases" may be purchased at net asset
value in any amount by members of the plaintiff class in the proceeding known as
HOWARD AND AUDREY TABANKIN,  ET AL. V. KEMPER  SHORT-TERM GLOBAL INCOME FUND, ET
AL., Case No. 93 C 5231 (N.D.IL). This privilege is generally  non-transferrable
and continues  for the lifetime of  individual  class members and for a ten year
period for non-individual  class members.  To make a purchase at net asset value
under this  privilege,  the investor  must,  at the time of  purchase,  submit a
written  request that the  purchase be processed at net asset value  pursuant to
this  privilege  specifically  identifying  the  purchaser  as a  member  of the
"Tabankin  Class." Shares purchased under this privilege will be maintained in a
separate account that includes only shares  purchased under this privilege.  For
more details concerning this privilege, class members should refer to the Notice
of (1)  Proposed  Settlement  with  Defendants;  and (2)  Hearing  to  Determine
Fairness of Proposed Settlement dated August 31, 1995, issued in connection with
the aforementioned court proceeding. For sales of Fund shares at net asset value
pursuant to this privilege, KDI may in its discretion pay investment dealers and
other financial  services firms a concession,  payable  quarterly,  at an annual
rate of up to 0.25% of net assets  attributable  to such shares  maintained  and
serviced by the firm. A firm  becomes  eligible  for the  concession  based upon
assets in accounts  attributable to shares purchased under this privilege in the
month after the month of purchase and the concession  continues until terminated
by KDI.  The  privilege  of  purchasing  Class A shares of the Fund at net asset
value under this  privilege is not available if another net asset value purchase
privilege also applies.

Class A shares may be sold at net asset  value in any  amount to: (a)  officers,
trustees, directors, employees (including retirees) and sales representatives of
a Fund, its investment manager, its principal  underwriter or certain affiliated
companies,   for  themselves  or  members  of  their  families;  (b)  registered
representatives and employees of broker-dealers  having selling group agreements
with KDI and officers,  directors and employees of service  agents of the Funds,
for  themselves or their spouses or dependent  children;  (c)  shareholders  who
owned shares of Kemper Value Series, Inc. ("KVS") on September 8, 1995, and have
continuously  owned shares of KVS (or a Kemper Fund

                                       55
<PAGE>

acquired by exchange of KVS shares) since that date,  for  themselves or members
of their families, and (d) any trust or pension, profit-sharing or other benefit
plan for only such persons. Class A shares may be sold at net asset value in any
amount to selected employees (including their spouses and dependent children) of
banks and other financial  services firms that provide  administrative  services
related to order  placement and payment to facilitate  transactions in shares of
the Funds for their  clients  pursuant  to an  agreement  with KDI or one of its
affiliates.  Only those  employees  of such banks and other firms who as part of
their usual duties  provide  services  related to  transactions  in Fund Class A
shares may purchase Fund shares at net asset value hereunder. Class A shares may
be sold at net asset value in any amount to unit investment  trusts sponsored by
Ranson & Associates,  Inc. In addition,  unitholders of unit  investment  trusts
sponsored by Ranson & Associates, Inc. or its predecessors may purchase a Fund's
Class A shares at net asset value through reinvestment programs described in the
prospectuses  of such trusts that have such  programs.  Class A shares of a Fund
may be sold at net asset value through certain  investment  advisers  registered
under the  Investment  Advisers Act of 1940 and other  financial  services firms
acting  solely as agent for their  clients,  that  adhere to  certain  standards
established  by KDI,  including a  requirement  that such shares be sold for the
benefit of their  clients  participating  in an investment  advisory  program or
agency  commission  program under which such clients pay a fee to the investment
adviser or other firm for  portfolio  management or agency  brokerage  services.
Such shares are sold for investment purposes and on the condition that they will
not be resold except  through  redemption or repurchase by the Funds.  The Funds
may also  issue  Class A  shares  at net  asset  value  in  connection  with the
acquisition of the assets of or merger or consolidation  with another investment
company, or to shareholders in connection with the investment or reinvestment of
income and capital gain dividends.

Class A shares of a Fund may be  purchased  at net asset  value by  persons  who
purchase  such shares  through bank trust  departments  that process such trades
through an  automated,  integrated  mutual fund clearing  program  provided by a
third party clearing firm.

Class A shares of a Fund may be  purchased  at net asset  value in any amount by
certain  professionals  who assist in the promotion of Kemper Funds  pursuant to
personal  services  contracts  with KDI,  for  themselves  or  members  of their
families.  KDI in its  discretion may  compensate  financial  services firms for
sales of Class A shares under this  privilege  at a commission  rate of 0.50% of
the amount of Class A shares purchased.

Class A shares of a Fund may be  purchased  at net asset  value by  persons  who
purchase shares of the Fund through KDI as part of an automated billing and wage
deduction  program  administered  by  RewardsPlus  of America for the benefit of
employees of participating employer groups.

The  sales  charge  scale is  applicable  to  purchases  made at one time by any
"purchaser"  which includes an individual;  or an individual,  his or her spouse
and  children  under the age of 21; or a trustee or other  fiduciary of a single
trust estate or single fiduciary account; or an organization exempt from federal
income  tax  under  Section  501(c)(3)  or  (13)  of  the  Code;  or a  pension,
profit-sharing  or other  employee  benefit plan whether or not qualified  under
Section  401  of  the  Code;  or  other   organized  group  of  persons  whether
incorporated  or not,  provided the  organization  has been in existence  for at
least six months and has some  purpose  other than the  purchase  of  redeemable
securities of a registered investment company at a discount. In order to qualify
for a lower sales  charge,  all orders from an  organized  group will have to be
placed  through a single  investment  dealer  or other  firm and  identified  as
originating from a qualifying purchaser.

DEFERRED  SALES CHARGE  ALTERNATIVE  -- CLASS B SHARES.  Investors  choosing the
deferred sales charge alternative may purchase Class B shares at net asset value
per share without any sales charge at the time of purchase. Since Class B shares
are  being  sold  without  an  initial  sales  charge,  the full  amount  of the
investor's  purchase  payment  will be invested in Class B shares for his or her
account.  A contingent  deferred sales charge may be imposed upon  redemption of
Class B shares.  See "Redemption or Repurchase of Shares -- Contingent  Deferred
Sales Charge -- Class B Shares."

KDI  compensates  firms  for  sales of  Class B shares  at the time of sale at a
commission rate of up to 3.75% of the amount of Class B shares purchased. KDI is
compensated by each Fund for services as distributor  and principal  underwriter
for Class B shares. See "Investment Manager and Underwriter."

Class B shares of a Fund  will  automatically  convert  to Class A shares of the
same Fund six years after  issuance on the basis of the relative net asset value
per share. The purpose of the conversion  feature is to relieve holders of Class
B shares from the distribution services fee when they have been outstanding long
enough for KDI to have been

                                       56
<PAGE>

compensated for  distribution  related  expenses.  For purposes of conversion to
Class A shares, shares purchased through the reinvestment of dividends and other
distributions  paid  with  respect  to Class B shares  in a  shareholder's  Fund
account will be converted to Class A shares on a pro rata basis.

PURCHASE OF CLASS C SHARES. The public offering price of the Class C shares of a
Fund is the next determined net asset value. No initial sales charge is imposed.
Since Class C shares are sold without an initial sales  charge,  the full amount
of the investor's purchase payment will be invested in Class C shares for his or
her  account.  A  contingent  deferred  sales  charge  may be  imposed  upon the
redemption  of Class C shares if they are redeemed  within one year of purchase.
See  "Redemption or Repurchase of Shares -- Contingent  Deferred Sales Charge --
Class C Shares." KDI currently advances to firms the first year distribution fee
at the rate of 0.75% of the purchase price of such shares. For periods after the
first  year,  KDI  currently  intends to pay firms for sales of Class C shares a
distribution  fee, payable  quarterly,  at an annual rate of 0.75% of net assets
attributable  to Class C shares  maintained  and  serviced  by the firm.  KDI is
compensated by each Fund for services as distributor  and principal  underwriter
for Class C shares. See "Investment Manager and Underwriter."

WHICH  ARRANGEMENT  IS BETTER FOR YOU?  The decision as to which class of shares
provides  a more  suitable  investment  for an  investor  depends on a number of
factors,  including the amount and intended length of the investment.  Investors
making investments that qualify for reduced sales charges might consider Class A
shares.  Investors who prefer not to pay an initial sales charge and who plan to
hold their  investment  for more than six years might  consider  Class B shares.
Investors  who prefer not to pay an initial  sales charge but who plan to redeem
their shares within six years might consider Class C shares.  Orders for Class B
shares or Class C shares for $500,000 or more will be declined. Orders for Class
B shares or Class C shares by employer  sponsored  employee  benefit plans using
the subaccount  record keeping  system made  available  through the  Shareholder
Service  Agent will be  invested  instead  in Class A shares at net asset  value
where the  combined  subaccount  value in a Fund or other  Kemper  Mutual  Funds
listed under  "Special  Features -- Class A Shares -- Combined  Purchases" is in
excess of $5 million including  purchases pursuant to the "Combined  Purchases,"
"Letter of Intent" and "Cumulative  Discount"  features described under "Special
Features." For more information about the three sales arrangements, consult your
financial  representative or the Shareholder  Service Agent.  Financial services
firms may receive  different  compensation  depending upon which class of shares
they sell.


GENERAL.  Banks and other  financial  services firms may provide  administrative
services  related to order  placement and payment to facilitate  transactions in
shares of a Fund for their clients, and KDI may pay them a transaction fee up to
the level of the  discount  or  commission  allowable  or  payable to dealers as
described  above.  Banks or other  financial  services  firms may be  subject to
various federal and state laws regarding the services described above and may be
required  to register  as dealers  pursuant to state law. If banking  firms were
prohibited  from  acting  in any  capacity  or  providing  any of the  described
services,  management would consider what action,  if any, would be appropriate.
KDI does not believe that termination of a relationship with a bank would result
in any material adverse consequences to the Fund.


KDI may, from time to time,  pay or allow to firms a 1% commission on the amount
of shares of a Fund sold by the firm  under the  following  conditions:  (i) the
purchased shares are held in a Kemper IRA account, (ii) the shares are purchased
as a direct  "roll  over" of a  distribution  from a qualified  retirement  plan
account maintained on a participant subaccount record keeping system provided by
KSvC,  (iii)  the  registered  representative  placing  the trade is a member of
ProStar,  a group  of  persons  designated  by KDI in  acknowledgment  of  their
dedication  to the  employee  benefit  plan  area and (iv) the  purchase  is not
otherwise subject to a commission.

In addition to the discounts or commissions described above, KDI will, from time
to  time,  pay  or  allow  additional  discounts,   commissions  or  promotional
incentives, in the form of cash, to firms that sell shares of the Funds. In some
instances, such discounts,  commissions or other incentives will be offered only
to certain firms that sell or are expected to sell during specified time periods
certain minimum amounts of shares of a Fund or other funds underwritten by KDI.

Orders for the  purchase of shares of a Fund will be  confirmed at a price based
on the net asset value of that Fund next determined  after receipt by KDI of the
order accompanied by payment. However, orders received by dealers or other firms
prior to the  determination  of net asset  value  (see "Net  Asset  Value")  and
received by KDI prior to the

                                       57
<PAGE>

close of its  business  day will be  confirmed at a price based on the net asset
value  effective  on that day  ("trade  date").  The Funds  reserve the right to
determine  the  net  asset  value  more  frequently  than  once a day if  deemed
desirable.  Dealers and other financial services firms are obligated to transmit
orders promptly. Collection may take significantly longer for a check drawn on a
foreign bank than for a check drawn on a domestic bank.  Therefore,  if an order
is  accompanied  by a check  drawn on a foreign  bank,  funds must  normally  be
collected before shares will be purchased.


Investment  dealers  and other  firms  provide  varying  arrangements  for their
clients to purchase and redeem Fund shares.  Some may establish  higher  minimum
investment  requirements  than required for a Fund. Firms may arrange with their
clients  for  other  investment  or  administrative  services.  Such  firms  may
independently  establish and charge additional amounts to their clients for such
services,  which charges would reduce the clients'  return.  Firms also may hold
Fund  shares  in  nominee  or  street  name as agent  for and on behalf of their
customers. In such instances, the Funds' transfer agent will have no information
with  respect  to or  control  over  accounts  of  specific  shareholders.  Such
shareholders  may obtain access to their  accounts and  information  about their
accounts only from their firm.  Certain of these firms may receive  compensation
from the Funds through the Shareholder Service Agent for recordkeeping and other
expenses relating to these nominee  accounts.  In addition,  certain  privileges
with  respect  to the  purchase,  repurchase  and  redemption  of  shares or the
reinvestment  of dividends may not be available  through such firms.  Some firms
may participate in a program allowing them access to their clients' accounts for
servicing including, without limitation,  transfers of registration and dividend
payee  changes;  and may perform  functions  such as generation of  confirmation
statements and disbursement of cash dividends.  Such firms, including affiliates
of KDI, may receive  compensation from the Funds through the Shareholder Service
Agent for these services.


Each Fund reserves the right to withdraw all or any part of the offering made by
the  prospectus  and this  statement  of  additional  information  and to reject
purchase  orders.  Also, from time to time, a Fund may  temporarily  suspend the
offering of any class of its shares to new investors.  During the period of such
suspension,  persons  who are  already  shareholders  of such class of such Fund
normally are permitted to continue to purchase  additional  shares of such class
and to have dividends reinvested.

Shareholders  should  direct their  inquiries to KSvC,  811 Main Street,  Kansas
City, Missouri 64105-2005 or to the firm from which they received this statement
of additional information.

As described herein,  Fund shares are sold at their public offering price, which
is the net asset value next determined after an order is received in proper form
plus,  with  respect to Class A shares,  an initial  sales  charge.  The minimum
initial investment is $1,000 and the minimum  subsequent  investment is $100 but
such  minimum  amounts may be changed at any time.  An order for the purchase of
shares  that is  accompanied  by a check  drawn on a foreign  bank (other than a
check drawn on a Canadian bank in U.S. Dollars) will not be considered in proper
form and will not be processed  unless and until the Fund determines that it has
received  payment of the  proceeds of the check.  The time  required  for such a
determination will vary and cannot be determined in advance. The amount received
by a shareholder  upon  redemption  or  repurchase  may be more or less than the
amount  paid  for such  shares  depending  on the  market  value  of the  Fund's
portfolio securities at the time.

The Funds  have  authorized  certain  members  of the  National  Association  of
Securities Dealers, Inc. ("NASD"), other than Kemper Distributors,  Inc. ("KDI")
to accept  purchase and redemption  orders for the Fund's shares.  Those brokers
may also designate other parties to accept purchase and redemption orders on the
Fund's  behalf.  Orders for purchase or  redemption  will be deemed to have been
received by the Fund when such brokers or their authorized  designees accept the
orders.  Subject to the terms of the  contract  between the Fund and the broker,
ordinarily  orders  will be priced as the Fund's net asset  value next  computed
after  acceptance by such brokers or their  authorized  designees.  Further,  if
purchases or  redemptions  of the Fund's  shares are arranged and  settlement is
made at an investor's  election through any other  authorized NASD member,  that
member  may,  at its  discretion,  charge a fee for that  service.  The Board of
Trustees or  Directors as the case may be ("Board") of the Fund and KDI each has
the right to limit the  amount of  purchases  by,  and to refuse to sell to, any
person. The Board and KDI may suspend or terminate the offering of shares of the
Fund at any time for any reason.

                                       58
<PAGE>

REDEMPTION OR REPURCHASE OF SHARES

GENERAL.  Any shareholder may require the Fund to redeem his or her shares. When
shares are held for the account of a shareholder by the Fund's  transfer  agent,
the  shareholder  may redeem them by sending a written  request with  signatures
guaranteed to Kemper Mutual Funds,  Attention:  Redemption Department,  P.O. Box
419557, Kansas City, Missouri 64141-6557. When certificates for shares have been
issued,  they must be mailed to or deposited with the Shareholder Service Agent,
along with a duly endorsed stock power and  accompanied by a written request for
redemption.  Redemption  requests  and a stock  power  must be  endorsed  by the
account holder with signatures  guaranteed by a commercial  bank, trust company,
savings and loan  association,  federal savings bank,  member firm of a national
securities  exchange or other  eligible  financial  institution.  The redemption
request  and stock  power must be signed  exactly as the  account is  registered
including any special capacity of the registered owner. Additional documentation
may  be  requested,  and  a  signature  guarantee  is  normally  required,  from
institutional  and fiduciary account holders,  such as corporations,  custodians
(e.g.,  under the Uniform Transfers to Minors Act),  executors,  administrators,
trustees or guardians.

The redemption  price for shares of a Fund will be the net asset value per share
of that Fund next determined  following receipt by the Shareholder Service Agent
of a properly  executed request with any required  documents as described above.
Payment for shares  redeemed will be made in cash as promptly as practicable but
in no event later than seven days after receipt of a properly  executed  request
accompanied by any outstanding  share  certificates in proper form for transfer.
When a Fund is asked to redeem  shares  for  which it may not have yet  received
good  payment  (i.e.,  purchases  by  check,  EXPRESS-Transfer  or  Bank  Direct
Deposit),  it  may  delay  transmittal  of  redemption  proceeds  until  it  has
determined  that  collected  funds have been  received  for the purchase of such
shares,  which will be up to 10 days from  receipt  by the Fund of the  purchase
amount. The redemption within two years of Class A shares purchased at net asset
value  under  the  Large  Order  NAV  Purchase  Privilege  may be  subject  to a
contingent  deferred  sales  charge (see  "Purchase  of Shares -- Initial  Sales
Charge  Alternative  -- Class A Shares")  and the  redemption  of Class B shares
within six years may be subject  to a  contingent  deferred  sales  charge  (see
"Contingent  Deferred  Sales Charge -- Class B Shares" below) and the redemption
of Class C shares within the first year  following  purchase may be subject to a
contingent deferred sales charge (see "Contingent Deferred Sales Charge -- Class
C Shares" below).

Because of the high cost of maintaining  small accounts,  the Funds may assess a
quarterly  fee of $9 on an account with a balance  below $1,000 for the quarter.
The fee will not apply to accounts enrolled in an automatic  investment program,
Individual  Retirement  Accounts or employer  sponsored  employee  benefit plans
using  the  subaccount   record  keeping  system  made  available   through  the
Shareholder Service Agent.

Shareholders  can request the following  telephone  privileges:  expedited  wire
transfer redemptions and EXPRESS-Transfer  transactions (see "Special Features")
and  exchange  transactions  for  individual  and  institutional   accounts  and
pre-authorized  telephone  redemption  transactions  for  certain  institutional
accounts. Shareholders may choose these privileges on the account application or
by contacting the Shareholder Service Agent for appropriate instructions. Please
note that the telephone  exchange  privilege is automatic unless the shareholder
refuses it on the  account  application.  A Fund or its agents may be liable for
any  losses,  expenses  or  costs  arising  out of  fraudulent  or  unauthorized
telephone  requests  pursuant to these privileges  unless the Fund or its agents
reasonably  believe,  based upon reasonable  verification  procedures,  that the
telephone  instructions are genuine.  The shareholder will bear the risk of loss
including loss resulting from fraudulent or unauthorized  transactions,  so long
as  the  reasonable  verification  procedures  are  followed.  The  verification
procedures  include  recording   instructions,   requiring  certain  identifying
information before acting upon instructions and sending written confirmations.

TELEPHONE  REDEMPTIONS.  If  the  proceeds  of  the  redemption  (prior  to  the
imposition of any contingent  deferred sales charge) are $50,000 or less and the
proceeds  are  payable to the  shareholder  of record at the  address of record,
normally a  telephone  request or a written  request by any one  account  holder
without signature guarantee is sufficient for redemptions by individual or joint
account holders,  and trust,  executor,  guardian and  custodianaccount  holders
provided  the trustee,  executor,  guardian or custodian is named in the account
registration.  Other  institutional  account  holders may exercise  this special
privilege of redeeming  shares by telephone  request or written  request without
signature guarantee subject to the same conditions as individual account holders
and subject to the limitations on liability  described  under  "General"  above,
provided  that  this  privilege  has been  pre-authorized  by the  institutional
account  holder  or  guardian  account  holder  by  written  instruction  to the
Shareholder Service Agent with

                                       59
<PAGE>

signatures guaranteed. Telephone requests may be made by calling 1-800-621-1048.
Shares purchased by check or through EXPRESS-Transfer or Bank Direct Deposit may
not be redeemed  under this privilege of redeeming  shares by telephone  request
until  such  shares  have been  owned for at least 10 days.  This  privilege  of
redeeming shares by telephone  request or by written request without a signature
guarantee may not be used to redeem shares held in certificated form and may not
be used if the shareholder's account has had an address change within 30 days of
the  redemption  request.  During  periods  when it is  difficult to contact the
Shareholder Service Agent by telephone, it may be difficult to use the telephone
redemption  privilege,  although  investors can still redeem by mail.  The Funds
reserve the right to terminate or modify this privilege at any time.

REPURCHASES   (CONFIRMED   REDEMPTIONS).   A  request  for   repurchase  may  be
communicated  by a shareholder  through a securities  dealer or other  financial
services firm to KDI, which a Fund has authorized to act as its agent.  There is
no charge by KDI with respect to  repurchases;  however,  dealers or other firms
may charge customary commissions for their services. Dealers and other financial
services firms are obligated to transmit orders  promptly.  The repurchase price
will be the net asset value next  determined  after receipt of a request by KDI.
However,  requests for  repurchases  received by dealers or other firms prior to
the determination of net asset value (see "Net Asset Value") and received by KDI
prior to the  close of KDI's  business  day will be  confirmed  at the net asset
value  effective  on that day. The offer to  repurchase  may be suspended at any
time.  Requirements  as to stock  powers,  certificates,  payments  and delay of
payments are the same as for redemptions.

EXPEDITED   WIRE  TRANSFER   REDEMPTIONS.   If  the  account  holder  has  given
authorization for expedited wire redemption to the account holder's brokerage or
bank account, shares of a Fund can be redeemed and proceeds sent by federal wire
transfer to a single  previously  designated  account.  Requests received by the
Shareholder  Service  Agent prior to the  determination  of net asset value will
result in shares  being  redeemed  that day at the net asset value  effective on
that day and normally the proceeds  will be sent to the  designated  account the
following business day. Delivery of the proceeds of a wire redemption request of
$250,000  or more may be  delayed  by the Fund for up to seven  days if  Scudder
Kemper  deems  it  appropriate  under  then  current  market  conditions.   Once
authorization  is on file, the Shareholder  Service Agent will honor requests by
telephone  at  1-800-621-1048  or in  writing,  subject  to the  limitations  on
liability described under "General" above. The Funds are not responsible for the
efficiency of the federal wire system or the account holder's financial services
firm or bank.  The Funds  currently  do not charge the  account  holder for wire
transfers.  The account  holder is  responsible  for any charges  imposed by the
account  holder's  firm or  bank.  There  is a $1,000  wire  redemption  minimum
(including  any  contingent  deferred  sales  charge).  To change the designated
account to  receive  wire  redemption  proceeds,  send a written  request to the
Shareholder  Service  Agent with  signatures  guaranteed  as described  above or
contact  the firm  through  which  shares  of the Fund  were  purchased.  Shares
purchased by check or through EXPRESS-Transfer or Bank Direct Deposit may not be
redeemed  by wire  transfer  until such  shares  have been owned for at least 10
days.  Account  holders  may not use this  privilege  to redeem  shares  held in
certificated   form.  During  periods  when  it  is  difficult  to  contact  the
Shareholder Service Agent by telephone, it may be difficult to use the expedited
wire transfer redemption privilege.  The Funds reserve the right to terminate or
modify this privilege at any time.

CONTINGENT  DEFERRED  SALES  CHARGE -- LARGE  ORDER NAV  PURCHASE  PRIVILEGE.  A
contingent  deferred  sales  charge may be imposed  upon  redemption  of Class A
shares  that are  purchased  under the Large  Order NAV  Purchase  Privilege  as
follows:  1% if they are redeemed  within one year of purchase and 0.50% if they
are redeemed during the second year following  purchase.  The charge will not be
imposed upon  redemption  of  reinvested  dividends or share  appreciation.  The
charge is applied  to the value of the shares  redeemed  excluding  amounts  not
subject to the charge.  The  contingent  deferred sales charge will be waived in
the event of: (a)  redemptions by a  participant-directed  qualified  retirement
plan  described in Code Section 401(a) or a  participant-directed  non-qualified
deferred    compensation   plan   described   in   Code   Section   457   or   a
participant-directed   qualified  retirement  plan  described  in  Code  Section
403(b)(7) which is not sponsored by a K-12 school  district;  (b) redemptions by
employer  sponsored  employee benefit plans using the subaccount  record keeping
system made available  through the Shareholder  Service Agent; (c) redemption of
shares of a shareholder  (including a registered  joint owner) who has died; (d)
redemption of shares of a shareholder  (including a registered  joint owner) who
after  purchase  of the shares  being  redeemed  becomes  totally  disabled  (as
evidenced by a determination by the federal Social Security Administration); (e)
redemptions  under a Fund's  Systematic  Withdrawal Plan at a maximum of 10% per
year of the net asset value of the account;  and (f) redemptions of shares whose
dealer of  record at the time of the  investment  notifies  KDI that the  dealer
waives the commission applicable to such Large Order NAV Purchase.

                                       60
<PAGE>

CONTINGENT  DEFERRED SALES CHARGE -- CLASS B SHARES. A contingent deferred sales
charge may be imposed upon redemption of Class B shares. There is no such charge
upon  redemption of any share  appreciation  or reinvested  dividends on Class B
shares.  The charge is computed at the  following  rates applied to the value of
the shares redeemed excluding amounts not subject to the charge.

                                                             Contingent Deferred
Year Of Redemption After Purchase                               Sales Charge
- ---------------------------------                               ------------

First....................................................             4%
Second...................................................             3%
Third....................................................             3%
Fourth...................................................             2%
Fifth....................................................             2%
Sixth....................................................             1%

The  contingent  deferred  sales charge will be waived:  (a) in the event of the
total disability (as evidenced by a determination by the federal Social Security
Administration)  of  the  shareholder   (including  a  registered  joint  owner)
occurring after the purchase of the shares being  redeemed,  (b) in the event of
the death of the  shareholder  (including a  registered  joint  owner),  (c) for
redemptions made pursuant to a systematic withdrawal plan (see "Special Features
- -- Systematic  Withdrawal Plan" below), (d) for redemptions made pursuant to any
IRA systematic  withdrawal based on the shareholder's life expectancy including,
but not limited to,  substantially equal periodic payments described in Internal
Revenue Code Section 72(t)(2)(A)(iv) prior to age 59 1/2 and (e) for redemptions
to satisfy required minimum  distributions  after age 70 1/2 from an IRA account
(with the  maximum  amount  subject  to this  waiver  being  based only upon the
shareholder's  Kemper IRA accounts).  The contingent  deferred sales charge will
also be waived in connection  with the following  redemptions  of shares held by
employer  sponsored  employee benefit plans maintained on the subaccount  record
keeping system made available by the Shareholder  Service Agent: (a) redemptions
to satisfy  participant loan advances (note that loan repayments  constitute new
purchases  for  purposes  of  the  contingent  deferred  sales  charge  and  the
conversion   privilege),   (b)   redemptions  in  connection   with   retirement
distributions  (limited at any one time to 10% of the total value of plan assets
invested in a Fund), (c) redemptions in connection with distributions qualifying
under the hardship  provisions of the Internal  Revenue Code and (d) redemptions
representing returns of excess contributions to such plans.


CONTINGENT  DEFERRED SALES CHARGE -- CLASS C SHARES. A contingent deferred sales
charge  of 1% may be  imposed  upon  redemption  of Class C  shares  if they are
redeemed  within  one year of  purchase.  The charge  will not be  imposed  upon
redemption of reinvested dividends or share appreciation.  The charge is applied
to the value of the shares redeemed excluding amounts not subject to the charge.
The  contingent  deferred  sales charge will be waived:  (a) in the event of the
total disability (as evidenced by a determination by the federal Social Security
Administration)  of  the  shareholder   (including  a  registered  joint  owner)
occurring after the purchase of the shares being  redeemed,  (b) in the event of
the death of the  shareholder  (including a  registered  joint  owner),  (c) for
redemptions made pursuant to a systematic withdrawal plan (limited to 10% of the
net asset value of the account during the first year,  see "Special  Features --
Systematic  Withdrawal  Plan"),  (d) for  redemptions  made  pursuant to any IRA
systematic withdrawal based on the shareholder's life expectancy including,  but
not limited to,  substantially  equal  periodic  payments  described in Internal
Revenue Code Section 72(t)(2)(A)(iv) prior to age 59 1/2, (e) for redemptions to
satisfy  required  minimum  distributions  after age 70 1/2 from an IRA  account
(with the  maximum  amount  subject  to this  waiver  being  based only upon the
shareholder's Kemper IRA accounts), (f) for any participant-directed  redemption
of shares held by employer  sponsored  employee  benefit plans maintained on the
subaccount record keeping system made available by the Shareholder Service Agent
(g)  redemption of shares by an employer  sponsored  employee  benefit plan that
offers  funds in addition to Kemper  Funds and whose dealer of record has waived
the  advance of the first year  administrative  service  and  distribution  fees
applicable  to such shares and agrees to receive  such fees  quarterly,  and (f)
redemption  of shares  purchased  through a  dealer-sponsored  asset  allocation
program  maintained on an omnibus  record-keeping  system provided the dealer of
record had waived the  advance  of the first year  administrative  services  and
distribution  fees applicable to such shares and has agreed to receive such fees
quarterly.

                                       61
<PAGE>

CONTINGENT  DEFERRED  SALES  CHARGE  --  GENERAL.  The  following  example  will
illustrate the operation of the contingent deferred sales charge. Assume that an
investor makes a single  purchase of $10,000 of a Fund's Class B shares and that
16 months later the value of the shares has grown by $1,000  through  reinvested
dividends and by an additional $1,000 in appreciation to a total of $12,000.  If
the  investor  were  then to redeem  the  entire  $12,000  in share  value,  the
contingent  deferred  sales charge would be payable only with respect to $10,000
because  neither  the  $1,000 of  reinvested  dividends  nor the $1,000 of share
appreciation  is subject to the  charge.  The charge  would be at the rate of 3%
($300) because it was in the second year after the purchase was made.

The rate of the contingent  deferred sales charge is determined by the length of
the period of ownership.  Investments are tracked on a monthly basis. The period
of  ownership  for this  purpose  begins the first day of the month in which the
order for the investment is received.  For example,  an investment made in March
1999 will be eligible for the second year's charge if redeemed on or after March
1, 2000. In the event no specific  order is requested,  the  redemption  will be
made first  from  shares  representing  reinvested  dividends  and then from the
earliest purchase of shares.  KDI receives any contingent  deferred sales charge
directly.

REINVESTMENT  PRIVILEGE. A shareholder who has redeemed Class A shares of a Fund
or any other Kemper Mutual Fund listed under "Special Features -- Class A Shares
- -- Combined Purchases" (other than shares of Kemper Cash Reserves Fund purchased
directly at net asset value) may reinvest up to the full amount  redeemed at net
asset value at the time of the  reinvestment in Class A shares of the Fund or of
the other listed  Kemper  Mutual  Funds.  A  shareholder  of a Fund or any other
Kemper  Mutual Fund who redeems Class A shares  purchased  under the Large Order
NAV  Purchase  Privilege  (see  "Purchase  of Shares  --  Initial  Sales  Charge
Alternative  -- Class A Shares"),  Class B shares or Class C shares and incurs a
contingent  deferred sales charge may reinvest up to the full amount redeemed at
net  asset  value at the time of the  reinvestment  in Class A  shares,  Class B
shares  or Class C  shares,  as the case  may be,  of a Fund or of other  Kemper
Mutual Funds.  The amount of any  contingent  deferred sales charge also will be
reinvested. These reinvested shares will retain their original cost and purchase
date for purposes of the  contingent  deferred  sales charge.  Also, a holder of
Class B shares  who has  redeemed  shares  may  reinvest  up to the full  amount
redeemed,  less any  applicable  contingent  deferred sales charge that may have
been imposed upon the  redemption of such shares,  at net asset value in Class A
shares of a Fund or of the other  Kemper  Mutual  Funds  listed  under  "Special
Features  --  Class A Shares  --  Combined  Purchases."  Purchases  through  the
reinvestment  privilege  are  subject  to the  minimum  investment  requirements
applicable to the shares being  purchased and may only be made for Kemper Mutual
Funds available for sale in the shareholder's state of residence as listed under
"Special Features -- Exchange Privilege." The reinvestment privilege can be used
only once as to any specific shares and reinvestment must be effected within six
months  of the  redemption.  If a loss is  realized  on the  redemption  of Fund
shares,  the  reinvestment  in the same Fund may be subject  to the "wash  sale"
rules if made within 30 days of the  redemption,  resulting in a postponement of
the recognition of such loss for federal income tax purposes.  The  reinvestment
privilege may be terminated or modified at any time.

SPECIAL FEATURES


- ----Class A Shares --  Combined  Purchases.  Each Fund's  Class A shares (or the
equivalent)  may be purchased  at the rate  applicable  to the discount  bracket
attained by  combining  concurrent  investments  in Class A shares of any of the
following funds: Kemper Aggressive Growth Fund, Kemper Asian Growth Fund, Kemper
Blue Chip Fund,  Kemper  California  Tax-Free Income Fund,  Kemper Cash Reserves
Fund,  Kemper  Contrarian  Fund,  Kemper  Emerging  Markets Growth Fund,  Kemper
Emerging Markets Income Fund, Kemper Europe Fund, Kemper Florida Tax-Free Income
Fund,  Kemper Global Blue Chip Fund,  Kemper  Global Income Fund,  Kemper Growth
Fund,  Kemper  High Yield  Fund,  Kemper  High Yield Fund II,  Kemper High Yield
Opportunity,  Kemper Horizon 10+ Portfolio, Kemper Horizon 20+ Portfolio, Kemper
Horizon 5  Portfolio,  Kemper  Income  And  Capital  Preservation  Fund,  Kemper
Intermediate  Municipal Bond, Kemper  International  Fund, Kemper  International
Growth and Income Fund,  Kemper Large Company Growth Fund  (currently  available
only to employees of Scudder  Kemper  Investments,  Inc.;  not  available in all
states),  Kemper Latin America Fund, Kemper Municipal Bond Fund, Kemper New York
Tax-Free  Income Fund,  Kemper Ohio Tax-Free  Income Fund,  Kemper Research Fund
(currently available only to employees of Scudder Kemper Investments,  Inc.; not
available in all states),  Kemper Target 2010 Fund,  Kemper  Retirement  Fund --
Series II,  Kemper  Retirement  Fund -- Series III,  Kemper  Retirement  Fund --
Series IV, Kemper  Retirement Fund -- Series V, Kemper Retirement Fund -- Series
VI, Kemper  Retirement  Fund -- Series VII, Kemper  Short-Term  U.S.  Government
Fund, Kemper Small Cap Value Fund, Kemper Small Cap

                                       62
<PAGE>

Value+Growth  Fund  (currently  available  only to employees  of Scudder  Kemper
Investments,  Inc.;  not available in all states),  Kemper Small  Capitalization
Equity Fund, Kemper Small Cap Relative Value Fund, Kemper Strategic Income Fund,
Kemper  Technology  Fund,  Kemper  Total  Return  Fund,  Kemper U.S.  Government
Securities Fund,  Kemper U.S. Growth and Income Fund, Kemper U.S. Mortgage Fund,
Kemper Value+Growth Fund, Kemper Worldwide 2004 Fund,  Kemper-Dreman High Return
Equity Fund,  Kemper-Dreman  Financial  Services Fund ("Kemper  Mutual  Funds").
Except as noted below, there is no combined purchase credit for direct purchases
of shares of Zurich Money Funds,  Cash Equivalent  Fund,  Tax-Exempt  California
Money  Market  Fund,  Cash  Account  Trust,  Investors  Municipal  Cash  Fund or
Investors Cash Trust ("Money Market  Funds"),  which are not considered  "Kemper
Mutual  Funds" for  purposes  hereof.  For  purposes of the  Combined  Purchases
feature  described  above as well as for the  Letter  of Intent  and  Cumulative
Discount features  described below,  employer  sponsored  employee benefit plans
using  the  subaccount   record  keeping  system  made  available   through  the
Shareholder Service Agent or its affiliates may include:  (a) Money Market Funds
as "Kemper  Mutual  Funds," (b) all classes of shares of any Kemper Mutual Fund,
and (c) the value of any other plan investments,  such as guaranteed  investment
contracts and employer  stock,  maintained  on such  subaccount  record  keeping
system.  CLASS A SHARES -- LETTER OF INTENT.  The same reduced sales charges for
Class A  shares,  as  shown  in the  applicable  prospectus,  also  apply to the
aggregate  amount of purchases of such Kemper  Mutual Funds listed above made by
any  purchaser  within a  24-month  period  under a  written  Letter  of  Intent
("Letter") provided by KDI. The Letter,  which imposes no obligation to purchase
or sell additional  Class A shares,  provides for a price  adjustment  depending
upon the actual amount  purchased  within such period.  The Letter provides that
the first purchase following  execution of the Letter must be at least 5% of the
amount of the  intended  purchase,  and that 5% of the  amount  of the  intended
purchase  normally  will  be held  in  escrow  in the  form  of  shares  pending
completion of the intended  purchase.  If the total investments under the Letter
are less than the  intended  amount and thereby  qualify only for a higher sales
charge  than  actually  paid,  the  appropriate  number of  escrowed  shares are
redeemed and the proceeds used toward  satisfaction of the obligation to pay the
increased sales charge.  The Letter for an employer  sponsored  employee benefit
plan maintained on the subaccount  record keeping system  available  through the
Shareholder  Service Agent may have special provisions  regarding payment of any
increased  sales  charge  resulting  from a failure  to  complete  the  intended
purchase under the Letter.  A shareholder  may include the value (at the maximum
offering  price) of all shares of such Kemper  Mutual Funds held of record as of
the initial  purchase date under the Letter as an  "accumulation  credit" toward
the  completion  of the  Letter,  but no price  adjustment  will be made on such
shares.  Only  investments  in Class A shares  of a Fund are  included  for this
privilege.



CLASS A SHARES --  CUMULATIVE  DISCOUNT.  Each Fund's Class A shares also may be
purchased at the rate applicable to the discount  bracket  attained by adding to
the cost of Fund shares being  purchased  the value of all Class A shares of the
above mentioned  Kemper Mutual Funds (computed at the maximum  offering price at
the time of the purchase for which the discount is applicable)  already owned by
the investor.

CLASS A SHARES  --  AVAILABILITY  OF  QUANTITY  DISCOUNTS.  An  investor  or the
investor's  dealer or other financial  services firm must notify the Shareholder
Service  Agent or KDI  whenever a quantity  discount or reduced  sales charge is
applicable to a purchase. Upon such notification,  the investor will receive the
lowest  applicable  sales  charge.  Quantity  discounts  described  above may be
modified or terminated at any time.

EXCHANGE  PRIVILEGE.  Shareholders  of Class A,  Class B and Class C shares  may
exchange  their  shares for shares of the  corresponding  class of other  Kemper
Mutual Funds in accordance with the provisions below.

CLASS A SHARES.  Class A shares of the  Kemper  Mutual  Funds and  shares of the
Money Market Funds listed under "Special  Features -- Class A Shares -- Combined
Purchases"  above may be  exchanged  for each other at their  relative net asset
values.  Shares of Money  Market Funds and Kemper Cash  Reserves  Fund that were
acquired by purchase (not including  shares  acquired by dividend  reinvestment)
are subject to the applicable sales charge on exchange.  Series of Kemper Target
Equity Fund are available on exchange  only during the offering  period for such
series as  described in the  applicable  prospectus  or statement of  additional
information. Cash Equivalent Fund, Tax-Exempt California Money Market Fund, Cash
Account  Trust,  Investors  Municipal  Cash Fund and  Investors  Cash  Trust are
available  on  exchange  but only  through a  financial  services  firm having a
services agreement with KDI.

Class A shares of a Fund purchased under the Large Order NAV Purchase  Privilege
may be  exchanged  for Class A shares of another  Kemper  Mutual Fund or a Money
Market Fund under the exchange  privilege  described  above

                                       63
<PAGE>

without paying any contingent deferred sales charge at the time of exchange.  If
the Class A shares  received on exchange are redeemed  thereafter,  a contingent
deferred  sales  charge  may  be  imposed  in  accordance   with  the  foregoing
requirements  provided that the shares  redeemed will retain their original cost
and purchase date for purposes of the contingent deferred sales charge.

CLASS B SHARES.  Class B shares of a Fund and Class B shares of any other Kemper
Mutual  Fund  listed  under  "Special  Features  -- Class A Shares  --  Combined
Purchases"  may be exchanged for each other at their  relative net asset values.
Class B shares may be exchanged  without any  contingent  deferred  sales charge
being imposed at the time of exchange.  For purposes of the contingent  deferred
sales  charge  that may be  imposed  upon the  redemption  of the Class B shares
received on exchange,  amounts exchanged retain their original cost and purchase
date.

CLASS C SHARES.  Class C shares of a Fund and Class C shares of any other Kemper
Mutual  Fund  listed  under  "Special  Features  -- Class A Shares  --  Combined
Purchases"  may be exchanged for each other at their  relative net asset values.
Class C shares may be exchanged without a contingent deferred sales charge being
imposed at the time of exchange.  For determining  whether there is a contingent
deferred  sales  charge that may be imposed upon the  redemption  of the Class C
shares received by exchange,  the cost and purchase date of the shares that were
originally purchased and exchanged are retained.

GENERAL.  Shares of a Kemper  Mutual  Fund with a value in excess of  $1,000,000
(except  Kemper Cash Reserves  Fund)  acquired by exchange  from another  Kemper
Mutual Fund, or from a Money Market Fund, may not be exchanged  thereafter until
they have been owned for 15 days (the "15 Day Hold Policy"). In addition,,  each
fund  reserves  the right to invoke  the 15-Day  Hold  Policy  for  accounts  of
$1,000,000  or less if, in the  investment  manager's  judgement,  the  exchange
activity may have an adverse  effect on the fund.  In  particular,  a pattern of
exchanges that coincides  with a "market  timing"  strategy may be disruptive to
the fund and therefore may be subject to the 15 Day Hold Policy.

For  purposes  of  determining  whether  the 15 Day  Hold  Policy  applies  to a
particular  exchange,  the value of the shares to be exchanged shall be computed
by aggregating the value of shares being exchanged for all accounts under common
control,   direction  or  advice,   including   without   limitation,   accounts
administered  by  a  financial  services  firm  offering  market  timing,  asset
allocation or similar  services.  The total value of shares being exchanged must
at least equal the minimum investment  requirement of the Kemper Fund into which
they are being exchanged.  Exchanges are made based on relative dollar values of
the shares  involved in the  exchange.  There is no service fee for an exchange;
however,  dealers  or other  firms may charge for their  services  in  effecting
exchange transactions. Exchanges will be effected by redemption of shares of the
fund held and  purchase  of shares of the other  fund.  For  federal  income tax
purposes,  any such exchange constitutes a sale upon which a gain or loss may be
realized, depending upon whether the value of the shares being exchanged is more
or less than the shareholder's adjusted cost basis of such shares.  Shareholders
interested in exercising the exchange  privilege may obtain  prospectuses of the
other funds from dealers, other firms or KDI. Exchanges may be accomplished by a
written request to KSvC, Attention: Exchange Department, P.O. Box 419557, Kansas
City,  Missouri  64141-6557,  or by  telephone  if  the  shareholder  has  given
authorization.  Once the authorization is on file, the Shareholder Service Agent
will honor requests by telephone at  1-800-621-1048,  subject to the limitations
on liability  under  "Redemption  or Repurchase of Shares -- General." Any share
certificates  must be deposited  prior to any  exchange of such  shares.  During
periods  when it is  difficult  to  contact  the  Shareholder  Service  Agent by
telephone,  it may be difficult to implement the telephone  exchange  privilege.
The  exchange  privilege  is not a right  and may be  suspended,  terminated  or
modified  at any time.  Exchanges  may only be made for  Kemper  Funds  that are
eligible for sale in the shareholder's state of residence.  Currently Tax-Exempt
California  Money Market Fund is available for sale only in  California  and the
portfolios  of  Investors  Municipal  Cash Fund are  available  for sale only in
certain states.

SYSTEMATIC EXCHANGE  PRIVILEGE.  The owner of $1,000 or more of any class of the
shares of a Kemper  Mutual Fund or Money Market Fund may authorize the automatic
exchange of a specified  amount ($100  minimum) of such shares for shares of the
same class of another such Kemper  Fund.  If  selected,  exchanges  will be made
automatically  until the privilege is terminated by the shareholder or the other
Kemper Fund.  Exchanges are subject to the terms and conditions  described above
under  "Exchange   Privilege,"   except  that  the  $1,000  minimum   investment
requirement  for the Kemper Fund  acquired on exchange is not  applicable.  This
privilege may not be used for the exchange of shares held in certificated form.

                                       64
<PAGE>

EXPRESS-TRANSFER.  EXPRESS-Transfer  permits  the  transfer  of  money  via  the
Automated  Clearing  House  System  (minimum  $100 and  maximum  $5,000)  from a
shareholder's bank, savings and loan, or credit union account to purchase shares
in the Fund.  Shareholders  can also  redeem  shares  (minimum  $100 and maximum
$50,000)  from their Fund  account  and  transfer  the  proceeds  to their bank,
savings and loan, or credit union checking account. Shares purchased by check or
through  EXPRESS-Transfer  or Bank Direct Deposit may not be redeemed under this
privilege  until such shares have been owned for at least 10 days.  By enrolling
in EXPRESS-Transfer, the shareholder authorizes the Shareholder Service Agent to
rely upon  telephone  instructions  from ANY PERSON to  transfer  the  specified
amounts  between the  shareholder's  Fund  account and the  predesignated  bank,
savings  and  loan or  credit  union  account,  subject  to the  limitations  on
liability  under  "Redemption or Repurchase of Shares -- General." Once enrolled
in EXPRESS-Transfer,  a shareholder can initiate a transaction by calling Kemper
Shareholder  Services toll free at  1-800-621-1048  Monday through Friday,  8:00
a.m. to 3:00 p.m.  Chicago time.  Shareholders  may terminate  this privilege by
sending  written  notice  to  KSvC,  P.O.  Box  419415,  Kansas  City,  Missouri
64141-6415. Termination will become effective as soon as the Shareholder Service
Agent has had a reasonable time to act upon the request. EXPRESS-Transfer cannot
be used  with  passbook  savings  accounts  or for  tax-deferred  plans  such as
Individual Retirement Accounts ("IRAs").

BANK DIRECT DEPOSIT.  A shareholder may purchase  additional Fund shares through
an automatic  investment  program.  With the Bank Direct Deposit  Purchase Plan,
investments  are made  automatically  (minimum  $50,  maximum  $50,000) from the
shareholder's  account  at a bank,  savings  and loan or credit  union  into the
shareholder's Fund account. By enrolling in Bank Direct Deposit, the shareholder
authorizes  the Fund and its agents to either draw checks or initiate  Automated
Clearing  House  debits  against  the  designated  account  at a bank  or  other
financial  institution.  This  privilege  may  be  selected  by  completing  the
appropriate  section on the Account Application or by contacting the Shareholder
Service Agent for appropriate forms. A shareholder may terminate his or her Plan
by sending  written  notice to KSvC,  P.O.  Box 419415,  Kansas  City,  Missouri
64141-6415.  Termination by a shareholder  will become  effective  within thirty
days after the  Shareholder  Service Agent has received the request.  A Fund may
immediately  terminate a shareholder's Plan in the event that any item is unpaid
by the shareholder's financial institution.  A Fund may terminate or modify this
privilege at any time.

PAYROLL DIRECT DEPOSIT AND GOVERNMENT  DIRECT DEPOSIT.  A shareholder may invest
in a Fund through  Payroll Direct Deposit or Government  Direct  Deposit.  Under
these programs,  all or a portion of a shareholder's net pay or government check
is  automatically  invested in a Fund account each payment period. A shareholder
may terminate  participation  in these  programs by giving written notice to the
shareholder's employer or government agency, as appropriate.  (A reasonable time
to act is  required.)  A Fund  is not  responsible  for  the  efficiency  of the
employer or government  agency making the payment or any financial  institutions
transmitting payments.

SYSTEMATIC  WITHDRAWAL  PLAN. The owner of $5,000 or more of a class of a Fund's
shares at the  offering  price (net  asset  value  plus,  in the case of Class A
shares,  the initial  sales charge) may provide for the payment from the owner's
account of any requested  dollar amount up to $50,000 to be paid to the owner or
a designated  payee monthly,  quarterly,  semiannually  or annually.  The $5,000
minimum account size is not applicable to Individual  Retirement  Accounts.  The
minimum  periodic  payment is $100.  The  maximum  annual  rate at which Class B
shares may be redeemed (and Class A shares  purchased  under the Large Order NAV
Purchase  Privilege  and  Class C  shares  in their  first  year  following  the
purchase)  under a systematic  withdrawal  plan is 10% of the net asset value of
the  account.  Shares  are  redeemed  so that the  payee  will  receive  payment
approximately the first of the month. Any income and capital gain dividends will
be automatically  reinvested at net asset value. A sufficient number of full and
fractional  shares will be redeemed to make the  designated  payment.  Depending
upon the size of the payments  requested and fluctuations in the net asset value
of the shares redeemed,  redemptions for the purpose of making such payments may
reduce or even exhaust the account.

The purchase of Class A shares while  participating  in a systematic  withdrawal
plan ordinarily  will be  disadvantageous  to the investor  because the investor
will be paying a sales  charge on the  purchase  of shares at the same time that
the investor is redeeming shares upon which a sales charge may already have been
paid. Therefore,  the Funds will not knowingly permit additional  investments of
less  than  $2,000  if  the  investor  is at the  same  time  making  systematic
withdrawals.  KDI will waive the contingent  deferred sales charge on redemption
of Class A shares purchased under the Large Order NAV Purchase Privilege,  Class
B shares and Class C shares made pursuant

                                       65
<PAGE>

to a systematic  withdrawal  plan. The right is reserved to amend the systematic
withdrawal  plan on 30 days'  notice.  The plan may be terminated at any time by
the investor or the Funds.

TAX-SHELTERED   RETIREMENT   PLANS.  The  Shareholder   Service  Agent  provides
retirement plan services and documents and KDI can establish  investor  accounts
in any of the following types of retirement plans:

o    Traditional,  Roth and Education  Individual  Retirement  Accounts ("IRAs")
     with IFTC as custodian.  This  includes  Savings  Incentive  Match Plan for
     Employees  of  Small  Employers  ("SIMPLE")  IRA  accounts  and  Simplified
     Employee Pension Plan ("SEP") IRA accounts and prototype documents.

o    403(b)(7) Custodial Accounts also with IFTC as custodian. This type of plan
     is available to employees of most non-profit organizations.

o    Prototype money purchase pension and profit-sharing plans may be adopted by
     employers. The maximum annual contribution per participant is the lesser of
     25% of compensation or $30,000.

Brochures  describing  the above plans as well as model defined  benefit  plans,
target benefit plans, 457 plans, 401(k) plans, SIMPLE 401(k) plans and materials
for  establishing  them are available  from the  Shareholder  Service Agent upon
request.  The  brochures  for plans with IFTC as custodian  describe the current
fees payable to IFTC for its services as  custodian.  Investors  should  consult
with their own tax advisers before establishing a retirement plan.

Upon  receipt by the  Shareholder  Service  Agent of a request  for  redemption,
shares of a Fund will be redeemed by the Fund at the  applicable net asset value
per share of such Fund as described in the Funds' prospectus.

Scheduled  variations  in or the  elimination  of the initial  sales  charge for
purchases  of  Class A  shares  or the  contingent  deferred  sales  charge  for
redemptions  of Class B or Class C shares  by  certain  classes  of  persons  or
through certain types of transactions as described  herein are provided  because
of anticipated economies in sales and sales-related efforts.

A Fund may suspend the right of redemption or delay payment more than seven days
(a) during any period when the New York Stock  Exchange  ("Exchange")  is closed
other than customary  weekend and holiday closings or during any period in which
trading on the Exchange is  restricted,  (b) during any period when an emergency
exists  as a result  of  which  (i)  disposal  of a  Fund's  investments  is not
reasonably practicable, or (ii) it is not reasonably practicable for the Fund to
determine  the value of its net  assets,  or (c) for such  other  periods as the
Securities  and Exchange  Commission may by order permit for the protection of a
Fund's shareholders.

Although it is each of the Asian and Global Funds'  present  policy to redeem in
cash, if the Board of Trustees  determines that a material  adverse effect would
be  experienced  by the  remaining  shareholders  if payment were made wholly in
cash,  the Fund will  satisfy  the  redemption  request in whole or in part by a
distribution  of portfolio  securities in lieu of cash,  in conformity  with the
applicable  rules  of  the  Securities  and  Exchange  Commission,  taking  such
securities  at the same value used to determine  net asset value,  and selecting
the  securities  in such  manner  as the  Board of  Trustees  may deem  fair and
equitable.  If such a distribution  occurred,  shareholders receiving securities
and selling them could receive less than the redemption value of such securities
and in addition would incur certain  transaction  costs. Such a redemption would
not be so liquid as a redemption  entirely in cash. Each of the Asian and Global
Funds has elected to be governed by Rule 18f-1 under the Investment  Company Act
of 1940  pursuant to which the Fund is obligated to redeem shares solely in cash
up to the  lesser of  $250,000  or 1% of the net  assets of the Fund  during any
90-day period for any one shareholder of record.

The  conversion  of Class B  shares  to Class A  shares  may be  subject  to the
continuing availability of an opinion of counsel, ruling by the Internal Revenue
Service or other  assurance  acceptable  to each Fund to the effect that (a) the
assessment of the  distribution  services fee with respect to Class B shares and
not  Class A  shares  does  not  result  in the  Fund's  dividends  constituting
"preferential  dividends"  under the  Internal  Revenue  Code,  and (b) that the
conversion  of Class B shares to Class A shares  does not  constitute  a taxable
event under the Internal Revenue Code. The conversion of Class B shares to Class
A shares may be suspended if such assurance is not available.  In that event, no
further  conversions of Class B shares would occur, and shares might continue to
be subject to the

                                       66
<PAGE>

distribution  services fee for an  indefinite  period that may extend beyond the
proposed conversion date as described herein.

OFFICERS AND TRUSTEES --


The  officers  and trustees of each Fund,  their birth  dates,  their  principal
occupations and their affiliations,  if any, with Scudder Kemper, the investment
manager,  Scudder UK, the sub-adviser of the Global and International Funds, and
KDI, principal underwriter, are listed below. All persons named as trustees also
serve in similar capacities for other funds advised by Scudder Kemper.


TRUSTEES--

JOHN W. BALLANTINE  (2/16/46),  Trustee,  1500 North Lake Shore Drive,  Chicago,
Illinois;  First  Chicago NBD  Corporation/The  First  National Bank of Chicago:
1996-1998 Executive Vice President and Chief Risk Management Officer;  1995-1996
Executive Vice President and Head of International Banking;  1992-1995 Executive
Vice President, Chief Credit and Market Risk Officer.

LEWIS A. BURNHAM  (1/8/33),  Trustee,  16410 Avila  Boulevard,  Tampa,  Florida;
Retired; formerly,  Partner, Business Resources Group; formerly,  Executive Vice
President, Anchor Glass Container Corporation.

LINDA  C.  COUGHLIN  (1/1/52),   Trustee*,   Two  International  Place,  Boston,
Massachusetts;  Managing Director,  Scudder Kemper.  DONALD L. DUNAWAY (3/8/37),
Trustee, 7515 Pelican Bay Blvd., Naples, Florida; Retired;  formerly,  Executive
Vice President, A. O. Smith Corporation (diversified manufacturer).



ROBERT B.  HOFFMAN  (12/11/36),  Trustee,  1530 North  State  Parkway,  Chicago,
Illinois; Chairman, Harnischfeger Industries, Inc. (machinery for the mining and
paper industries); formerly, Vice Chairman and Chief Financial Officer, Monsanto
Company (agricultural,  pharmaceutical and nutritional/food products); formerly,
Vice President, Head of International Operations,  FMC Corporation (manufacturer
of machinery and chemicals).

DONALD R. JONES  (1/17/30),  Trustee,  182 Old Wick Lane,  Inverness,  Illinois;
Retired;  Director,  Motorola,  Inc.  (manufacturer of electronic  equipment and
components);  formerly,  Executive Vice President and Chief  Financial  Officer,
Motorola, Inc.

THOMAS W. LITTAUER  (4/26/55),  Trustee and Vice President*,  Two  International
Place, Boston, Massachusetts;  Managing Director, Scudder Kemper; formerly, Head
of Broker Dealer Division of an unaffiliated  investment  management firm during
1997; prior thereto,  President of Client Management Services of an unaffiliated
investment management firm from 1991 to 1996.

SHIRLEY D. PETERSON (9/3/41), Trustee, 401 Rosemont Avenue, Frederick, Maryland;
President, Hood College; formerly, Partner, Steptoe & Johnson (attorneys); prior
thereto,  Commissioner,  Internal  Revenue  Service;  prior  thereto,  Assistant
Attorney General,  U.S. Department of Justice;  Director,  Bethlehem Steel Corp.



WILLIAM P. SOMMERS  (7/22/33),  Trustee,  24717 Harbour View Drive,  Ponte Vedra
Beach,  Florida;  Consultant  and  Director,  SRI  International  (research  and
development);   prior  thereto,  President  and  Chief  Executive  Officer,  SRI
International;   prior  thereto,  Executive  Vice  President,  Iameter  (medical
information  and  educational  service  provider);  prior  thereto,  Senior Vice
President and Director,  Booz,  Allen & Hamilton,  Inc.  (management  consulting
firm) ; Director, PSI Inc., Evergreen Solar, Inc., and Litton Industries.

OFFICERS -- ALL FUNDS

MARK S. CASADY  (9/21/60),  President*,  345 Park  Avenue,  New York,  New York;
Managing Director, Scudder Kemper.

PHILIP J. COLLORA (11/15/45), Vice President and Secretary*, 222 South Riverside
Plaza,  Chicago,  Illinois;   Attorney,  Senior  Vice  President  and  Assistant
Secretary, Scudder Kemper.

                                       67
<PAGE>

THOMAS W. LITTAUER (4/26/55), Vice President*,  Two International Place, Boston,
Massachusetts; Managing Director, Scudder Kemper.

ANN M. McCREARY (11/6/56), Vice President*, 345 Park Avenue, New York, New York;
Senior Vice President, Scudder Kemper.

KATHRYN L. QUIRK  (12/3/52),  Vice  President*,  345 Park Avenue,  New York, New
York; Managing Director, Scudder Kemper.

LINDA J. WONDRACK (9/12/64),  Vice President*,  Two International Place, Boston,
Massachusetts; Senior Vice President, Scudder Kemper.

JOHN  R.  HEBBLE  (6/27/58),   Treasurer*,   Two  International  Place,  Boston,
Massachusetts; Senior Vice President, Scudder Kemper.

BRENDA LYONS (2/21/63),  Assistant Treasurer*,  Two International Place, Boston,
Massachusetts; Senior Vice President, Scudder Kemper.

CAROLINE  PEARSON  (4/1/62),  Assistant  Secretary*,  Two  International  Place,
Boston, Massachusetts; Senior Vice President, Scudder Kemper.

MAUREEN  E. KANE  (2/14/62),  Assistant  Secretary*,  Two  International  Place,
Boston, Massachusetts; Vice President, Scudder Kemper.

Additional Officers for Global Fund only:

ROBERT C. PECK, JR.  (10/1/46),  Vice  President*,  222 South  Riverside  Plaza,
Chicago, Illinois;  Managing Director, Scudder Kemper; formerly,  Executive Vice
President  and  Chief  Investment   Officer  with  an  unaffiliated   investment
management firm from 1988 to June 1997.

JAN C. FALLER  (8/18/66),  Vice President*,  Two  International  Place,  Boston,
Massachusetts; Vice President, Scudder Kemper.


Additional Officers for Asian Fund only:

THERESA GUSMAN (2/29/60), Vice President*,  345 Park Avenue, New York, New York;
Senior Vice President, Scudder Kemper.

TIEN YU SIEH (9/26/69),  Senior Vice President*,  345 Park Avenue, New York, New
York, Senior Vice President, Scudder Kemper.



WILLIAM T. TRUSCOTT (9/14/60),  Vice President*,  345 Park Avenue, New York, New
York, Managing Director, Scudder Kemper.

Additional Officers for International Fund only:


IRENE CHENG  (6/6/54),Vice  President*,  345 Park  Avenue,  New York,  New York;
Managing Director, Scudder Kemper.


WILLIAM T. TRUSCOTT (9/14/60),  Vice President*,  345 Park Avenue, New York, New
York, Managing Director, Scudder Kemper.

*    Interested  persons of the Fund as defined in the Investment Company Act of
     1940.

                                       68
<PAGE>

The  trustees  and officers who are  "interested  persons" as  designated  above
receive no compensation  from the Funds.  The tables below shows amounts paid or
accrued to those trustees who are not  designated  "interested  persons"  during
each Fund's 1999 fiscal year except that the  information  in the last column is
for calendar year 1999.

Trustees -- Asian, Global and International Funds

<TABLE>
<CAPTION>

                                           Aggregate Compensation From Funds            Total Compensation
                                                                                      From Funds and Kemper
                                                                                           Fund Complex
Name of Trustee                      Asian          Global           International      Paid To Trustees**
- ---------------                      -----          ------           -------------      ------------------

<S>                                   <C>           <C>                 <C>                  <C>
John W. Ballantine                    $500          $1,100              $1,900               $57,200
Lewis A. Burnham.............        $1,000         $1,800              $3,900               $89,300
Donald L. Dunaway*...........        $1,400         $2,100              $4,200               $97,000
Robert B. Hoffman............         $900          $1,600              $3,500               $87,800
Donald R. Jones..............        $1,100         $1,700              $3,700               $87,800
Shirley D. Peterson..........         $900          $1,600              $3,500               $82,800
William P. Sommers...........         $900          $1,600              $3,500               $82,800

</TABLE>
- ---------------------

*    Pursuant to deferred  compensation  agreements  with  certain  Kemperfunds,
     deferred  amounts accrue  interest  monthly at a rate equal to the yield of
     Zurich  Money  Funds -- Zurich  Money  Market  Fund.  Total  deferred  fees
     (including  interest thereon) payable from Asian,  Global and International
     Funds,  respectively  are $0,  $14,400 and $17,000 to Mr.  Dunaway for each
     Fund's most recent fiscal year.


 **  Includes  compensation for service on the boards of 26 Kemper funds with 48
     fund  portfolios.  Each trustee  currently serves as a trustee of 26 Kemper
     Funds with 45 fund portfolios.

As of January 29, 2000,  the trustees and officers as a group owned less than 1%
of the then  outstanding  shares of each Fund and no person owned of record more
than 5% of the outstanding  shares of any class of either Fund,  except as shown
below:

<TABLE>
<CAPTION>

Kemper Global Income Fund
- -------------------------

- ------------------------------------- ----------------------------------- -----------------------------------
NAME                                  CLASS                               PERCENTAGE
- ------------------------------------- ----------------------------------- -----------------------------------
<S>                                   <C>                                 <C>
National Financial Services Corp.     A                                   6.53
FBO Irene Simpson
200 Liberty Street
New York, NY  10281
- ------------------------------------- ----------------------------------- -----------------------------------
First Union Securities                A                                   8.98
Commission Accounting
77 W. Wacker Drive
Chicago, IL  60601
- ------------------------------------- ----------------------------------- -----------------------------------
National Financial Services Corp.     B                                   5.55
Mutual Funds Dividend Redemption
Account
200 Liberty Street
New York, NY  10281
- ------------------------------------- ----------------------------------- -----------------------------------
Donaldson, Lufkin & Jenrette          B                                   6.83
Securities Corp.
P.O. Box 2052
Jersey City, NJ  07303
- ------------------------------------- ----------------------------------- -----------------------------------

                                       69
<PAGE>
- ------------------------------------- ----------------------------------- -----------------------------------
NAME                                  CLASS                               PERCENTAGE
- ------------------------------------- ----------------------------------- -----------------------------------
First Union Securities                B                                   20.11
Commission Accounting
77 W. Wacker Drive
Chicago, IL  60601
- ------------------------------------- ----------------------------------- -----------------------------------
Donaldson, Lufkin & Jenrette          C                                   31.48
Securities Corp.
P.O. Box 2052
Jersey City, NJ  07303
- ------------------------------------- ----------------------------------- -----------------------------------
Raymond James & Associates            C                                   20.83
P.O. Box 12749
St. Petersburg, FL  33733
- ------------------------------------- ----------------------------------- -----------------------------------


Kemper Asian Growth Fund
- ------------------------

- ------------------------------------- ----------------------------------- -----------------------------------
NAME                                  CLASS                               PERCENTAGE
- ------------------------------------- ----------------------------------- -----------------------------------
National Financial Services Corp.     B                                   6.30
FBO Irene Simpson
200 Liberty Street
New York, NY  10281
- ------------------------------------- ----------------------------------- -----------------------------------
Donaldson, Lufkin & Jenrette          B                                   6.41
Securities Corp.
P.O. Box 2052
Jersey City, NJ  07303
- ------------------------------------- ----------------------------------- -----------------------------------
Donaldson, Lufkin & Jenrette          C                                   5.88
Securities Corp.
P.O. Box 2052
Jersey City, NJ  07303
- ------------------------------------- ----------------------------------- -----------------------------------
Yu Chen Tod                           C                                   6.57
3456 Clearview Avenue
Columbus, Ohio 43220
- ------------------------------------- ----------------------------------- -----------------------------------
Prudential Securities Inc.            C                                   12.46
FBO Michael Moscone
Michael Moscone, Trustee
Revocable Trust
- ------------------------------------- ----------------------------------- -----------------------------------


Kemper International Fund
- -------------------------

- ------------------------------------- ----------------------------------- -----------------------------------
NAME                                  CLASS                               PERCENTAGE
- ------------------------------------- ----------------------------------- -----------------------------------
Donaldson, Lufkin & Jenrette          B                                   5.73
Securities Corp.
P.O. Box 2052
Jersey City, NJ  07303
- ------------------------------------- ----------------------------------- -----------------------------------
Donaldson, Lufkin & Jenrette          C                                   7.19
Securities Corp.
P.O. Box 2052
Jersey City, NJ  07303
- ------------------------------------- ----------------------------------- -----------------------------------
Merrill, Lynch, Pierce, Fenner &      C                                   5.19
Smith
For the sole benefit of customers
4800 Deer Lake Drive East
Jacksonville, FL  32246
- ------------------------------------- ----------------------------------- -----------------------------------

                                       70
<PAGE>
- ------------------------------------- ----------------------------------- -----------------------------------
NAME                                  CLASS                               PERCENTAGE
- ------------------------------------- ----------------------------------- -----------------------------------
Banc One Securities Corp.             C                                   5.76
FBO The One Select Portfolio
733 Greencrest Drive
Westerville, Ohio 43081
- ------------------------------------- ----------------------------------- -----------------------------------
Scudder Kemper Investments            I                                   11.79
Money Purchase Plan
345 Park Avenue
New York, NY  10154
- ------------------------------------- ----------------------------------- -----------------------------------
Scudder Kemper Investments            I                                   65.88
Profit Sharing Plan
345 Park Avenue
New York, NY  10154
- ------------------------------------- ----------------------------------- -----------------------------------
</TABLE>

SHAREHOLDER RIGHTS

The Funds are open-end management  investment  companies,  organized as separate
business trusts under the laws of Massachusetts. The Asian Fund was organized as
a business  trust under the laws of  Massachusetts  on June 12, 1995. The Global
Fund was organized as a business trust under the laws of Massachusetts on August
3, 1988. The International Fund was organized as a business trust under the laws
of Massachusetts on October 24, 1985 and,  effective January 31, 1986, that Fund
pursuant to a  reorganization  succeeded to the assets and liabilities of Kemper
International Fund, Inc., a Maryland corporation organized in 1980.

The Asian Fund and the Global  Fund each may in the future  seek to achieve  its
investment objective by pooling its assets with assets of other mutual funds for
investment in another  investment  company having the same investment  objective
and  substantially  the same investment  policies and restrictions as such Fund.
The  purpose  of  such  an  arrangement  is  to  achieve   greater   operational
efficiencies  and to  reduce  costs.  It is  expected  that any such  investment
company will be managed by Scudder  Kemper in  substantially  the same manner as
the corresponding  Fund.  Shareholders of a Fund will be given at least 30 days'
prior notice of any such investment,  although they will not be entitled to vote
on the action.  Such investment would be made only if the Trustees  determine it
to be in the best interests of the respective Fund and its shareholders.

Each Fund may issue an unlimited number of shares of beneficial  interest in one
or more series or "Portfolios," all having no par value, which may be divided by
the Board of  Trustees  into  classes of shares.  While only  shares of a single
Portfolio  are presently  being  offered by each Fund,  the Board of Trustees of
each Fund may  authorize  the  issuance of  additional  classes  and  additional
Portfolios if deemed desirable, each with its own investment objective, policies
and restrictions.  Since the Funds may offer multiple Portfolios,  each is known
as a "series company."  Currently,  each Fund offers four classes of shares of a
single  Portfolio.  These  are Class A,  Class B and Class C shares,  as well as
Class I shares, which have different expenses, which may affect performance, and
that are available for purchase  exclusively  by the  following  investors:  (a)
tax-exempt  retirement  plans of Scudder Kemper and its affiliates;  and (b) the
following  investment  advisory  clients  of Scudder  Kemper and its  investment
advisory  affiliates that invest at least $1 million in a Fund: (1) unaffiliated
benefit  plans (other than  individual  retirement  accounts  and  self-directed
retirement plans); (2) unaffiliated banks and insurance companies purchasing for
their  own  accounts;  and  (3)  endowment  funds  of  unaffiliated   non-profit
organizations.  Shares of a Fund have equal  noncumulative  voting rights except
that Class B and Class C shares have separate and  exclusive  voting rights with
respect to each  Fund's  Rule 12b-1  Plan.  Shares of each class also have equal
rights with respect to dividends, assets and liquidation of such Fund subject to
any preferences (such as resulting from different Rule 12b-1 distribution fees),
rights or privileges  of any classes of shares of a Fund.  Shares are fully paid
and nonassessable when issued, are transferable  without restriction and have no
preemptive  or  conversion  rights.  The Funds are not  required  to hold annual
shareholder meetings and do not intend to do so. However, they will hold special
meetings as required or deemed desirable for such purposes as electing trustees,
changing fundamental policies or approving an investment  management  agreement.
Subject to the Agreement and Declaration of Trust of each Fund, shareholders may
remove  trustees.  If  shares  of  more  than  one  Portfolio  are  outstanding,
shareholders  will vote by Portfolio and not in the aggregate or by class except
when voting in the  aggregate is required  under the  Investment  Company Act of
1940,  such as for  the  election  of  trustees,  or when  voting  by  class  is
appropriate.

                                       71
<PAGE>

The Funds  generally  are not required to hold  meetings of their  shareholders.
Under the  Agreement  and  Declaration  of Trust of each Fund  ("Declaration  of
Trust"),  however,  shareholder  meetings  will be held in  connection  with the
following  matters:  (a) the  election  or removal of  trustees  if a meeting is
called for such purpose;  (b) the adoption of any contract for which approval by
shareholders is required by the Investment Company Act of 1940 ("1940 Act"); (c)
any  termination  of the Fund or a class to the  extent and as  provided  in the
Declaration of Trust;  (d) any amendment of the Declaration of Trust (other than
amendments  changing the name of the Fund,  supplying any  omission,  curing any
ambiguity or curing,  correcting or supplementing  any defective or inconsistent
provision  thereof);  and (e) such additional matters as may be required by law,
the  Declaration of Trust,  the By-laws of the Fund, or any  registration of the
Fund  with the  Securities  and  Exchange  Commission  or any  state,  or as the
trustees may consider  necessary or desirable.  The shareholders also would vote
upon changes in fundamental investment policies.

Each Fund's activities are supervised by the Fund's Board of Trustees.

Each trustee serves until the next meeting of  shareholders,  if any, called for
the purpose of electing  trustees and until the election and  qualification of a
successor or until such trustee sooner dies, resigns, retires or is removed by a
majority vote of the shares entitled to vote (as described  below) or a majority
of the  trustees.  In  accordance  with the 1940 Act (a) each  Fund  will hold a
shareholder  meeting  for the  election  of trustees at such time as less than a
majority of the  trustees  have been elected by  shareholders,  and (b) if, as a
result  of a vacancy  in the Board of  Trustees,  less  than  two-thirds  of the
trustees have been elected by the shareholders, that vacancy will be filled only
by a vote of the shareholders.

Trustees  may be removed  from  office by a vote of the holders of a majority of
the outstanding shares at a meeting called for that purpose, which meeting shall
be held upon the  written  request  of the  holders  of not less than 10% of the
outstanding  shares.  Upon the written request of ten or more  shareholders  who
have been such for at least six months and who hold shares constituting at least
1% of the outstanding  shares of a Fund stating that such  shareholders  wish to
communicate  with the  other  shareholders  for the  purpose  of  obtaining  the
signatures necessary to demand a meeting to consider removal of a trustee,  each
Fund has undertaken to disseminate  appropriate  materials at the expense of the
requesting shareholders.

Each Fund's  Declaration  of Trust  provides  that the presence at a shareholder
meeting in person or by proxy of at least 30% of the shares  entitled to vote on
a matter shall  constitute a quorum.  Thus, a meeting of  shareholders of a Fund
could  take  place  even  if  less  than a  majority  of the  shareholders  were
represented  on its  scheduled  date.  Shareholders  would  in  such  a case  be
permitted to take action which does not require a larger vote than a majority of
a quorum,  such as the election of trustees and ratification of the selection of
independent auditors. Some matters requiring a larger vote under the Declaration
of Trust, such as termination or reorganization of a Fund and certain amendments
of the Declaration of Trust, would not be affected by this provision;  nor would
matters  which  under  the  1940 Act  require  the  vote of a  "majority  of the
outstanding voting securities" as defined in the 1940 Act.

Each Fund's Declaration of Trust  specifically  authorizes the Board of Trustees
to terminate  the Fund or any  Portfolio or class by notice to the  shareholders
without shareholder approval.

Under Massachusetts law,  shareholders of a Massachusetts  business trust could,
under certain  circumstances,  be held  personally  liable for  obligations of a
Fund. The Declaration of Trust,  however,  disclaims  shareholder  liability for
acts or obligations of each Fund and requires that notice of such  disclaimer be
given in each agreement, obligation, or instrument entered into or executed by a
Fund or the Fund's  trustees.  Moreover,  the  Declaration of Trust provides for
indemnification  out of  Fund  property  for  all  losses  and  expenses  of any
shareholder  held personally  liable for the obligations of a Fund and each Fund
will be covered by  insurance  which the  trustees  consider  adequate  to cover
foreseeable  tort claims.  Thus, the risk of a shareholder  incurring  financial
loss on account of shareholder  liability is considered by Scudder Kemper remote
and not material,  since it is limited to circumstances in which a disclaimer is
inoperative and such Fund itself is unable to meet its obligations.


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<PAGE>

APPENDIX--RATINGS OF INVESTMENTS

                   Standard & Poor's Corporation Bond Ratings

AAA.  Debt  rated AAA had the  highest  rating  assigned  by  Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

AA. Debt rated AA has a very strong capacity to pay interest and repay principal
and differs from the higher rated issues only in small degree.

A. Debt  rated A has a strong  capacity  to pay  interest  and  repay  principal
although it is somewhat more  susceptible  to the adverse  effects of changes in
circumstances and economic conditions than debt in higher rated categories.

BBB.  Debt rated BBB is regarded as having an adequate  capacity to pay interest
and  repay  principal.   Whereas  it  normally  exhibits   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
debt in this category than in higher rated categories.

BB, B, CCC, CC and C. Debt rated BB, B, CCC, CC and C is  regarded,  on balance,
as predominantly  speculative with respect to capacity to pay interest and repay
principal in  accordance  with the terms of the  obligation.  BB  indicates  the
lowest degree of speculation and C the highest degree of speculation. While such
debt will likely have some  quality and  protective  characteristics,  these are
outweighed by large uncertainties or major risk exposures to adverse conditions.

CI. The rating CI is  reserved  for income  bonds on which no  interest is being
paid.

D. Debt rated D is in  default,  and  payment of interest  and/or  repayment  of
principal is in arrears.

                  Moody's Investors Service, Inc., Bond Ratings

AAA. Bonds which are rated Aaa are judged to be of 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  amplitude 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 giving 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.

Ba.  Bonds  which are rated Ba are judged to have  speculative  elements;  their
future cannot be considered  as well assured.  Often the  protection of interest
and  principal  payments may be very  moderate and thereby not well  safeguarded
during  both  good  and bad  times  over the  future.  Uncertainty  of  position
characterizes bonds in this class.

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<PAGE>

B. Bonds  which are rated B  generally  lack  characteristics  of the  desirable
investment.  Assurance of interest and principal  payments or of  maintenance of
other terms of the contract over any long period of time may be small.

Caa.  Bonds  which are rated Caa are of poor  standing.  Such  issues  may be in
default or there may be present  elements of danger with respect to principal or
interest.

Ca. Bonds which are rated Ca represent  obligations  which are  speculative in a
high degree. Such issues are often in default or have other marked shortcomings.

C.  Bonds  which are rated C are the lowest  rated  class of bonds and issues so
rated can be regarded as having  extremely  poor prospects of ever attaining any
real investment standing.

                            IBCA Limited Bond Ratings

AAA.  Obligations for which there is the lowest  expectation of investment risk.
Capacity for timely  repayment of principal  and interest is  substantial,  such
that adverse changes in business,  economic or financial conditions are unlikely
to increase investment risk significantly.

AA.  Obligations for which there is a very low  expectation of investment  risk.
Capacity for timely repayment of principal and interest is substantial.  Adverse
changes in business,  economic or financial  conditions may increase  investment
risk albeit not very significantly.

A. Obligations for which there is a low expectation of investment risk. Capacity
for timely  repayment of  principal  and  interest is strong,  although  adverse
changes in  business,  economic or  financial  conditions  may lead to increased
investment risk.

BBB.  Obligations  for which there is currently a low  expectation of investment
risk.  Capacity  for timely  repayment  of  principal  and interest is adequate,
although adverse changes in business,  economic or financial conditions are more
likely  to lead to  increased  investment  risk than for  obligations  in higher
categories.


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<PAGE>



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<PAGE>


                Supplement to Statement of Additional Information
                               Dated March 1, 2000
                            KEMPER ASIAN GROWTH FUND
                            KEMPER GLOBAL INCOME FUND
                            KEMPER INTERNATIONAL FUND


The following text supplements the section entitled "Purchase of Shares" in the
currently effective Statement of Additional Information:

From January 1, 2000 to April 30, 2000 ("Special Offering Period"), KDI, the
principal underwriter, intends to reallow to certain firms the full applicable
sales charge with respect to Class A shares purchased for self-directed
Individual Retirement Accounts ("IRA accounts") during the Special Offering
Period (not including Class A shares acquired at net asset value). IRA accounts
include Traditional, Roth and Education IRAs, Savings Incentive Match Plan for
Employees of Small Employers ("SIMPLE") IRA accounts and Simplified Employee
Pension Plan ("SEP") IRA accounts. Firms entitled to the full reallowance during
the Special Offering Period are those firms which allow KDI to participate in a
special promotion of self-directed IRA accounts, with other fund complexes,
sponsored by the firms during the Special Offering Period.




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