KEMPER U S GOVERNMENT SECURITIES FUND
N-30D, 2000-12-28
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<PAGE>   1

LONG-TERM INVESTING IN A SHORT-TERM WORLD(SM)

                                                                ANNUAL REPORT TO
                                                       SHAREHOLDERS FOR THE YEAR
                                                          ENDED OCTOBER 31, 2000

Offering Investors the opportunity for high current
income, liquidity and security of principal

KEMPER U.S. GOVERNMENT
SECURITIES FUND

     "... Long-term Treasury bond prices rose, inverting the yield curve for the
                                            first time since the mid-1990s. ..."

                                                             [KEMPER FUNDS LOGO]
<PAGE>   2

CONTENTS

3
ECONOMIC OVERVIEW

7
PERFORMANCE UPDATE

10
TERMS TO KNOW

12
PORTFOLIO STATISTICS

13
PORTFOLIO OF INVESTMENTS

16
FINANCIAL STATEMENTS

19
FINANCIAL HIGHLIGHTS

21
NOTES TO FINANCIAL STATEMENTS

26
REPORT OF INDEPENDENT AUDITORS

AT A GLANCE

 KEMPER U.S. GOVERNMENT SECURITIES
 FUND TOTAL RETURNS
 FOR THE YEAR ENDED OCTOBER 31, 2000 (UNADJUSTED FOR ANY SALES CHARGE)
[BAR GRAPH]

<TABLE>
<CAPTION>
                                                 KEMPER U.S. GOVERNMENT      KEMPER U.S. GOVERNMENT         LIPPER GNMA BOND
KEMPER U.S. GOVERNMENT SECURITIES FUND CLASS A   SECURITIES FUND CLASS B     SECURITIES FUND CLASS C     FUNDS CATEGORY AVERAGE*
----------------------------------------------   -----------------------     -----------------------     -----------------------
<S>                                             <C>                         <C>                         <C>
6.44                                                      5.54                        5.50                        6.78
</TABLE>

PERFORMANCE IS HISTORICAL AND INCLUDES REINVESTMENT OF DIVIDENDS AND CAPITAL
GAINS. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE WITH CHANGING MARKET
CONDITIONS, SO THAT WHEN REDEEMED, SHARES MAY BE WORTH MORE OR LESS THAN
ORIGINAL COST. THE FUND'S SHARES ARE NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT.

*LIPPER, INC. RETURNS AND RANKINGS ARE BASED UPON CHANGES IN NET ASSET VALUE
WITH ALL DIVIDENDS REINVESTED AND DO NOT INCLUDE THE EFFECT OF SALES CHARGES; IF
SALES CHARGES HAD BEEN INCLUDED, RESULTS MAY HAVE BEEN LESS FAVORABLE.

 NET ASSET VALUE

<TABLE>
<CAPTION>
                                   AS OF      AS OF
                                  10/31/00   10/31/99
 .........................................................
<S> <C>                           <C>        <C>      <C>
    KEMPER U.S. GOVERNMENT
    SECURITIES FUND CLASS A          $8.34      $8.38
 .........................................................
    KEMPER U.S. GOVERNMENT
    SECURITIES FUND CLASS B          $8.33      $8.37
 .........................................................
    KEMPER U.S. GOVERNMENT
    SECURITIES FUND CLASS C          $8.35      $8.40
 .........................................................
</TABLE>

 KEMPER U.S. GOVERNMENT SECURITIES
 FUND RANKINGS AS OF 10/31/00

 COMPARED WITH ALL OTHER FUNDS IN THE LIPPER GNMA BOND FUNDS CATEGORY*

<TABLE>
<CAPTION>
                        CLASS A               CLASS B               CLASS C
 ......................................................................................
<S> <C>           <C>                   <C>                   <C>                  <C>
    1-YEAR          #39 of 54 funds       #50 of 54 funds       #51 of 54 funds
 ......................................................................................
    3-YEAR          #21 of 42 funds       #39 of 42 funds       #38 of 42 funds
 ......................................................................................
    5-YEAR          #21 of 37 funds       #35 of 37 funds       #34 of 37 funds
 ......................................................................................
    10-YEAR          #9 of 21 funds             n/a                   n/a
 ......................................................................................
</TABLE>

 DIVIDEND AND YIELD REVIEW

 THE FOLLOWING TABLE SHOWS PER SHARE DIVIDEND AND YIELD INFORMATION FOR THE FUND
 AS OF OCTOBER 31, 2000.

<TABLE>
<CAPTION>
                           CLASS A  CLASS B  CLASS C
 ........................................................
<S> <C>                    <C>      <C>      <C>     <C>
    ONE-YEAR INCOME:       $  0.56  $  0.48  $  0.49
 ........................................................
    OCTOBER DIVIDEND:      $0.0445  $0.0386  $0.0392
 ........................................................
    ANNUALIZED
    DISTRIBUTION RATE+:      6.40%    5.56%    5.63%
 ........................................................
    SEC YIELD+:              6.06%    5.42%    5.52%
 ........................................................
</TABLE>

+CURRENT ANNUALIZED DISTRIBUTION RATE IS THE LATEST MONTHLY DIVIDEND SHOWN AS AN
ANNUALIZED PERCENTAGE OF NET ASSET VALUE ON OCTOBER 31, 2000. DISTRIBUTION RATE
SIMPLY MEASURES THE LEVEL OF DIVIDENDS AND IS NOT A COMPLETE MEASURE OF
PERFORMANCE. THE SEC YIELD IS NET INVESTMENT INCOME PER SHARE EARNED OVER THE
MONTH ENDED OCTOBER 31, 2000, SHOWN AS AN ANNUALIZED PERCENTAGE OF THE MAXIMUM
OFFERING PRICE ON THAT DATE. THE SEC YIELD IS COMPUTED IN ACCORDANCE WITH A
STANDARDIZED METHOD PRESCRIBED BY THE SECURITIES AND EXCHANGE COMMISSION. YIELDS
AND DISTRIBUTION RATES ARE HISTORICAL AND WILL FLUCTUATE.

YOUR FUND'S STYLE

 MORNINGSTAR FIXED INCOME STYLE BOX(TM)

<TABLE>
<S>                        <C>
[MORNINGSTAR FIXED INCOME  Source: Data provided by Morningstar, Inc.,
STYLE BOX]                 Chicago, IL, (312) 696-6000. The Morningstar
                           Fixed-Income Style Box(TM) placement is based on
                           a fund's average effective maturity or duration
                           and the average credit rating of the bond
                           portfolio.
                           PLEASE NOTE THAT STYLE BOXES DO NOT REPRESENT AN
                           EXACT ASSESSMENT OF RISK AND DO NOT REPRESENT
                           FUTURE PERFORMANCE. THE FUND'S PORTFOLIO CHANGES
                           FROM DAY TO DAY. A LONGER-TERM VIEW IS
                           REPRESENTED BY THE FUND'S MORNINGSTAR CATEGORY,
                           WHICH IS BASED ON ITS ACTUAL INVESTMENT STYLE AS
                           MEASURED BY ITS UNDERLYING PORTFOLIO HOLDINGS
                           OVER THE PAST THREE YEARS. MORNINGSTAR HAS PLACED
                           KEMPER U.S. GOVERNMENT SECURITIES FUND IN THE
                           INTERMEDIATE GOVERNMENT BOND CATEGORY. PLEASE
                           CONSULT THE PROSPECTUS FOR A DESCRIPTION OF
                           INVESTMENT POLICIES.
</TABLE>
<PAGE>   3
ECONOMIC OVERVIEW


SCUDDER KEMPER INVESTMENTS, THE INVESTMENT MANAGER FOR KEMPER FUNDS, IS ONE OF
THE LARGEST AND MOST EXPERIENCED INVESTMENT MANAGEMENT ORGANIZATIONS IN THE
WORLD, MANAGING MORE THAN $290 BILLION IN ASSETS FOR INSTITUTIONAL AND CORPORATE
CLIENTS, RETIREMENT AND PENSION PLANS, INSURANCE COMPANIES, MUTUAL FUND
INVESTORS AND INDIVIDUALS. SCUDDER KEMPER INVESTMENTS OFFERS A FULL RANGE OF
INVESTMENT COUNSEL AND ASSET MANAGEMENT CAPABILITIES BASED ON A COMBINATION OF
PROPRIETARY RESEARCH AND DISCIPLINED, LONG-TERM INVESTMENT STRATEGIES.

DEAR KEMPER FUNDS SHAREHOLDER:

Times have been good. During the first half of 2000, the global economy grew
faster than it has in over a decade. All regions participated. The United
States, of course, was still powering ahead. The growth rate in Europe was
nearly 4 percent. Asia fed off an electronics boom and a revitalized China.
South America got a boost from an improved credit rating. New money pumped up
energy producers from Mexico to the Middle East.

  Now for the bad news, which is that the best news is probably behind us.
Global growth peaked in the spring, and in the United States, at least, the
slowdown was abrupt. After 6 percent growth in the year ending June 30, the
economy grew at a rate of just 2.43 percent during the summer. It seems that
expensive energy, currency volatility and more widespread profit problems are
bringing the exuberant global economy, including the United States, to heel.
Let's explore these factors in more detail.

OIL, OIL, TOIL AND TROUBLE

  Although oil prices have receded somewhat, everyone's still jittery, and with
good reason: Of the seven recessions since World War II, six were preceded by a
spike in crude oil prices.

  Oil prices have already been strong enough for long enough to crimp growth,
and they're biting the rest of the world even harder than the United States. But
there are two factors working to our advantage. First, oil prices are still
historically low. Oil is slightly more than $30 per barrel today, but it peaked
at over $75 per barrel back in 1980 (stated in today's dollars). Second, our
dependence on oil has decreased: The United States uses only roughly half as
much oil to produce a unit of GDP as it did thirty years ago. This gives us hope
that the economy can escape recession this time around.

  What would make us worry more? Outright energy shortages or a political
crisis. If either happens, the odds of a recession occurring would rise steeply.
People panic or become excessively cautious when they have to fret. Can I fill
up my oil tank? Will there be a war? Their loss of confidence can be much more
devastating than price increases alone.

CURRENCY CONCERNS

  Currency turmoil is a second danger to the economy. Central bankers have
intervened to halt the euro's decline, and they're right that the euro is
fundamentally undervalued. But intervention is a hazardous game. Let's hope they
don't convince the markets that the euro should rise a lot very quickly. A
suddenly weak dollar might make Europeans think about selling all those American
stocks and bonds they've been buying, and would greatly complicate the Fed's
inflation fight.

BUSINESS: BIG PLANS BUT PROFIT DISAPPOINTMENTS

  Profit warnings escalated late this summer, and we believe there's fire amid
that smoke.

  Sure, businesses have had a voracious appetite for money -- and until very
recently, corporate treasurers were finding it easily: Banks increased business
lending by 10.8 percent in the past year. Bond markets have suddenly become a
lot more picky, especially for low-quality credits, but money is still available
for investment grade borrowers. Capital goods orders reflect executives'
enthusiasm -- while volatile month-to-month, they have been up an average of 15
to 20 percent compared to a year ago for the past six months.

  Still, we expect total capital spending to slow, from this year's estimated 14
percent to 12.5 percent in 2001. The reason? A profit squeeze is about to take
some of the edge off executives' animal spirits.

  We've always been more cautious than Wall Street about 2001 profits, and our
forecast hasn't changed. Profits are likely to be flat to down next year for
several reasons. First, the growth slowdown will make it harder to keep up the
productivity gains that have kept labor costs under control. We saw the first
evidence of how productivity slows along with economic growth in the third
quarter: Productivity gains dipped to just 3.3 percent from the second quarter's
remarkable 6.1 percent. Second, interest expense will surge (thanks to higher
rates and all that new debt. Third, depreciation costs are escalating. And
finally, the excessively weak euro and higher oil costs will sap earnings.

                                                                               3
<PAGE>   4
ECONOMIC OVERVIEW


 ECONOMIC GUIDEPOSTS

   ECONOMIC ACTIVITY IS A KEY INFLUENCE ON INVESTMENT PERFORMANCE AND
   SHAREHOLDER DECISION-MAKING. PERIODS OF RECESSION OR BOOM, INFLATION OR
   DEFLATION, CREDIT EXPANSION OR CREDIT CRUNCH HAVE A SIGNIFICANT IMPACT ON
   MUTUAL FUND PERFORMANCE.
       THE FOLLOWING ARE SOME SIGNIFICANT ECONOMIC GUIDEPOSTS AND THEIR
   INVESTMENT RATIONALE THAT MAY HELP YOUR INVESTMENT DECISION-MAKING. THE
   10-YEAR TREASURY RATE AND THE PRIME RATE ARE PREVAILING INTEREST RATES.
   THE OTHER DATA REPORT YEAR-TO-YEAR PERCENTAGE CHANGES.

   [BAR GRAPH]

<TABLE>
<CAPTION>
                                           NOW (11/30/00)          6 MONTHS AGO            1 YEAR AGO            2 YEARS AGO
                                           --------------          ------------            ----------            -----------
<S>                                     <C>                    <C>                    <C>                    <C>
10-year Treasury rate (1)                       5.70                   6.40                   6.00                   4.80
Prime rate (2)                                  9.50                   9.25                   8.50                   8.00
Inflation rate (3)*                             3.50                   3.10                   2.60                   1.40
The U.S. dollar (4)                            11.10                   4.30                  -0.70                   1.20
Capital goods orders (5)*                       7.00                  17.10                  12.30                  -0.60
Industrial production (5)*                      5.20                   6.50                   4.40                   4.00
Employment growth (6)*                          1.80                   2.50                   2.30                   2.50
</TABLE>

(1) FALLING INTEREST RATES IN RECENT YEARS HAVE BEEN A BIG PLUS FOR FINANCIAL
    ASSETS.
(2) THE INTEREST RATE THAT COMMERCIAL LENDERS CHARGE THEIR BEST BORROWERS.
(3) INFLATION REDUCES AN INVESTOR'S REAL RETURN. IN THE LAST FIVE YEARS,
    INFLATION HAS BEEN AS HIGH AS 6 PERCENT. THE LOW, MODERATE INFLATION OF THE
    LAST FEW YEARS HAS MEANT HIGH REAL RETURNS.
(4) CHANGES IN THE EXCHANGE VALUE OF THE DOLLAR IMPACT U.S. EXPORTERS AND THE
    VALUE OF U.S. FIRMS' FOREIGN PROFITS.
(5) THESE INFLUENCE CORPORATE PROFITS AND EQUITY PERFORMANCE.
(6) AN INFLUENCE ON FAMILY INCOME AND RETAIL SALES.
*DATA AS OF 10/31/00.

SOURCE: ECONOMICS DEPARTMENT, SCUDDER KEMPER INVESTMENTS, INC.


SAVING GRACES: FISCAL POLICY AND CONSUMER SPENDING

  While growth has peaked and is now slowing, we can be thankful that growth
probably won't slow too much, thanks in part to a more stimulative fiscal policy
and consumer spending.

  Fiscal policy is likely to be more stimulative. Of course, most economists
agree that the last thing this pumped-up economy needs is another shot of
stimulants -- too much stimulus, after all, is widely believed to cause
inflation. But economists weren't running for office; politicians were. And
inflation risk was about the last thing on the mind of either candidate in the
heat of election campaigning. They wanted to win votes, and the time-tested way
to do so was to make promises. Although we didn't have the name of the winner as
of press time, neither candidate seems to be planning a lot of fiscal
restraint -- but the good news is that neither candidate's plan is likely to be
enacted until 2002 at the earliest.

  Second, consumers continue to spend, spend, spend. The personal savings rate
keeps falling, from an already low 2.2 percent last year to a nearly invisible
0.1 percent this year. Critics of this admittedly squishy statistic claim it
doesn't adequately capture households' growing wealth. As it turns out, however,
the average American not only doesn't save much, but he's not getting wealthier
in leaps and bounds, either.

  Net worth for the median family where the head of the household is over 45
(and where thoughts are presumably beginning to turn to retirement), rose less
than $13,000 between 1995 and 1998. That's less than a 12 percent gain during
the same three years the stock market nearly doubled and the market value of
owner-occupied homes jumped 21 percent. Why didn't the average family get richer
in that time? Because they were borrowing and spending like crazy. House values
were up 21 percent -- but mortgage debt rose even faster, by 25 percent!

  Consumers' profligacy worries many financial professionals. Some people aren't
saving enough for retirement because they have inflated expectations of future
investment returns. Other people aren't saving enough for retirement because
they don't realize just how much money they'll need. Either way, people aren't
saving.

  Still, no one wants consumers to change their profligate ways too fast. After
all, hearty consumer spending is a prime reason America's growth has stayed on a
fast track so far. Most economists would like to see shoppers be a bit more
moderate -- but only a bit. If Americans suddenly turned thrifty, the economy
would lurch into reverse.

 4
<PAGE>   5

ECONOMIC OVERVIEW

  Luckily, there's little chance of that happening, unless lenders get cold
feet. So far, they're hot to trot. In the past year, mortgage lending by banks
rocketed nearly 17 percent while loans to consumers jumped 10 percent. Brokers
are selling the loans banks don't want on their balance sheets to mortgage pools
and the asset-backed securities market, where eager non-bank lenders are
snapping them up. In the past year, these markets provided $625 billion of new
credit, a leap of more than 12 percent.

  With so much money at their disposal, consumers didn't stay out of the
shopping centers and restaurants for long. Consumer spending growth jumped up to
4.5 percent in the summer, and we expect it to stay well above 3 percent through
2001.

OMINOUS SIGNS?

  Decelerations are always tricky, to be sure. But barring some unexpected
shock, overall economic growth should to pop back into the 3.5 percent to 4
percent range in 2001. Why? Borrowing costs a little more than it did last year,
but money is still freely available for good quality borrowers. Capital goods
orders are strong, so there's a lot of life left in business spending. Shoppers
are a little pickier, but they're still more interested in visiting the mall
than in filling their piggy banks. And after the election, no matter who wins,
fiscal policy is likely to be more stimulative than it has been for years. The
price to pay will likely be a rise in core inflation (inflation excluding food
and energy). We expect it to hit 3 percent next year, up from its recent rate of
2.5 percent. We believe we'll make it safely through 2001, but investors should
keep their hands on the wheel and their eyes peeled.

  THE INFORMATION CONTAINED IN THIS PIECE HAS BEEN TAKEN FROM SOURCES BELIEVED
TO BE RELIABLE, BUT THE ACCURACY OF THE INFORMATION IS NOT GUARANTEED. THE
OPINIONS AND FORECASTS EXPRESSED ARE THOSE OF THE ECONOMIC ADVISORS OF SCUDDER
KEMPER INVESTMENTS, INC. AS OF DECEMBER 6, 2000, AND MAY NOT ACTUALLY COME TO
PASS. THIS INFORMATION IS SUBJECT TO CHANGE. NO PART OF THIS MATERIAL IS
INTENDED AS AN INVESTMENT RECOMMENDATION.

  TO OBTAIN A KEMPER FUNDS PROSPECTUS, DOWNLOAD ONE FROM WWW.KEMPER.COM, TALK TO
YOUR FINANCIAL REPRESENTATIVE OR CALL SHAREHOLDER SERVICES AT (800) 621-1048.
THE PROSPECTUS CONTAINS MORE COMPLETE INFORMATION, INCLUDING MANAGEMENT FEES AND
EXPENSES. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY.

Sincerely,

Scudder Kemper Investments, Economics Group

                                                                               5
<PAGE>   6

ECONOMIC OVERVIEW

                           [INTENTIONALLY LEFT BLANK]

 6
<PAGE>   7
PERFORMANCE UPDATE

[VANDENBERG PHOTO]

RICHARD VANDENBERG JOINED SCUDDER KEMPER INVESTMENTS, INC. IN 1996 AND IS A
MANAGING DIRECTOR. HE IS LEAD PORTFOLIO MANAGER OF KEMPER U.S. GOVERNMENT
SECURITIES FUND. VANDENBERG HAS 25 YEARS OF FIXED-INCOME PORTFOLIO MANAGEMENT
EXPERIENCE.

[DUGENSKE PHOTO]

JOHN DUGENSKE IS A PORTFOLIO MANAGER FOR KEMPER U.S. GOVERNMENT SECURITIES FUND.
HE IS A VICE PRESIDENT OF SCUDDER KEMPER INVESTMENTS, HAVING JOINED THE FIRM IN
1998.

[DOLAN PHOTO]

SCOTT DOLAN IS A PORTFOLIO MANAGER FOR KEMPER U.S. GOVERNMENT SECURITIES FUND.
HE JOINED SCUDDER KEMPER INVESTMENTS IN 1989 AND IS A VICE PRESIDENT.

THE VIEWS EXPRESSED IN THIS REPORT REFLECT THOSE OF THE PORTFOLIO MANAGERS ONLY
THROUGH THE END OF THE PERIOD OF THE REPORT AS STATED ON THE COVER. THE
MANAGERS' VIEWS ARE SUBJECT TO CHANGE AT ANY TIME, BASED ON MARKET AND OTHER
CONDITIONS, AND SHOULD NOT BE CONSIDERED AS A RECOMMENDATION OF ANY SPECIFIC
SECURITY.

THIS PAST YEAR WAS MARKED BY EXCEPTIONAL VOLATILITY IN INTEREST RATES.
SHORT-TERM RATES ROSE AS THE FEDERAL RESERVE TIGHTENED CREDIT TO REDUCE FUTURE
INFLATION, WHILE LONG-TERM RATES FELL IN RESPONSE TO THE TREASURY'S DEBT BUYBACK
PROGRAM. BELOW, THE FUND'S PORTFOLIO MANAGERS DISCUSS KEMPER U.S. GOVERNMENT
SECURITIES FUND'S POSITIONING DURING THIS PERIOD AND GIVE THEIR VIEWS ON THE
YEAR AHEAD.

Q     HOW DID THE GOVERNMENT BOND MARKET BEHAVE BETWEEN OCTOBER 1999 AND OCTOBER
2000?

A     Strong economic growth prompted the Federal Reserve to raise its
short-term interest-rate target by 125 basis points (1.25 percent) to 6.50
percent. However, between October 31, 1999, and October 31, 2000, long-term
Treasury bond prices rose, inverting the yield curve for the first time since
the mid-1990s. By October 31, 2000, three-month Treasury bills yielded 6.38
percent, some 62 basis points more than 10-year Treasury bonds. Mortgage
interest rates for consumers reached their highest levels in five years,
increasing the income potential of mortgage securities. Crude oil prices soared
past $35 a barrel. Overall consumer prices were relatively tame, but as the
fiscal year drew to a close, many economists remained concerned about the
inflationary impact of high heating oil prices and natural gas shortages.

[LINE GRAPH]

<TABLE>
<CAPTION>
                                                                          10/31/99                           10/31/00
                                                                          --------                           --------
<S>                                                           <C>                                <C>
3-month                                                                     5.08                               6.38
6-month                                                                     5.27                               6.35
1-year                                                                      5.41                               6.16
2-year                                                                      5.78                               5.92
5-year                                                                      5.94                               5.81
10-year                                                                     6.02                               5.76
30-year                                                                     6.16                               5.79
</TABLE>

Source: Bloomberg Business News.

Q     HOW DID KEMPER U.S. GOVERNMENT SECURITIES FUND PERFORM IN THIS
ENVIRONMENT?

A     Kemper U.S. Government Securities Fund's total return of 6.44 percent (for
Class A shares, unadjusted for sales charge) was less than the average return of
comparable mutual funds investing in government and mortgage securities for the
12-month period ended October 31, 2000. The unmanaged Lehman Brothers GNMA index
rose 7.87 percent for the period, while the average fund rose 6.79 percent. The
unmanaged Salomon Smith Barney 30-Year GNMA index rose 7.80 percent.

  This past winter, the mortgage market was negatively affected by comments from
the Treasury about the implicit government guarantees associated with Fannie Mae
(FNMA) and Freddie Mac (FHLMC) securities. Some bond investors also grew
concerned about the regulatory environment


                                                                               7
<PAGE>   8

PERFORMANCE UPDATE

for Fannie Mae and Freddie Mac, two of the largest private mortgage market
participants. In general, mortgages backed by the Government National Mortgage
Association (GNMA, or Ginnie Mae) outperformed FNMA securities and other forms
of mortgage debt between October and March.

  The fund's positioning of a majority of its portfolio in GNMA securities (see
Portfolio Composition) helped its performance during the first half of fiscal
year 2000. During the second half, however, FNMA and FHLMC bonds outperformed
GNMAs as legal uncertainties abated, and the fund underperformed its peers for
the six months ended October 31, 2000. Our goal is to be in the top 25 percent
of government securities funds over the long term. The fund's returns placed it
in the top half of its peer group for the three years ended October 31, 2000. We
realize we have further to go, and we are closely monitoring our positioning and
refining our long-term strategy in an effort to improve our results.

Q     IN WHAT TYPES OF SECURITIES DID THE FUND INVEST?

A     Within the mortgage market, we attempted to avoid exposing the fund to
adverse risks. Mortgage securities generally did well this past fiscal year
because of their superior income characteristics and because relatively few home
owners refinanced their properties. Overall, mortgage securities were attractive
to risk-sensitive, income-oriented investors this past year. Income potential
rose sharply, and price volatility was less than long-term Treasuries.

  To identify securities with the highest potential returns, we undertake an
extensive analysis of the prepayment expectations -- the rate at which home
owners may pay off their mortgages early or refinance mortgages to take
advantage of lower interest rates. We try to manage the fund's exposure to
prepayment risk by analyzing refinancing possibilities. This includes adjusting
the fund's weighting between seasoned, or older, mortgages, which tend to have
more predictable prepayment characteristics, and those that have been issued
more recently. We also invest in Treasury securities, which have lower yields
but tend to provide better performance when interest rates are declining.

Q     THE FEDERAL RESERVE HASN'T RAISED INTEREST RATES SINCE MAY. WHAT IMPACT
HAS THIS HAD ON THE MARKETS?

A     First, the yield curve has steepened, with short-term interest rates
declining more than long-term rates, which may indicate some investor concern
about long-term trends in inflation or government spending. Second, the spreads
(the difference in interest rates) between 10-year Treasuries and
comparable-maturity GNMA securities have narrowed. Compare this with the first
half of the fiscal year, when yield spreads were somewhat volatile, ranging from
120 to 180 basis points (1.2 to 1.8 percentage points). In the second half, the
trading range was narrower, with GNMAs yielding from 160 to 180 basis points
(1.6 to 1.8 percentage points) more than Treasuries. In July, short- and
intermediate-term securities began outperforming long-term securities, partly
reversing the strong performance we had been getting from longer-term bonds.

  We've positioned the fund in intermediate-term securities to maximize income
potential, while at the same time being mindful that spreads between Treasuries
and mortgages could again be more volatile in the months ahead.

Q     IS THERE ANY WAY TO ESTIMATE HOW MUCH A GIVEN CHANGE IN INTEREST RATES CAN
AFFECT TOTAL RETURN FROM BONDS?

A
      Generally, a 100-basis-point increase in interest rates translates into a
price decline of slightly more than 1 percent for a bond or fixed-income mutual
fund that has a duration of one year. Bond prices and fixed-income mutual fund
net asset values are also affected by market factors such as credit risk and,
for mortgage securities, the risk that borrowers will prepay loans. (Operating
expenses also have an effect on mutual fund net asset values.) We think a period
of stable interest rates would be beneficial for the fund. Typically, mortgages
outperform Treasuries in a stable rate environment because investors are more
willing to assume some risk in exchange for higher yield. We believe the fund's
mortgage position can serve us well in such an environment.

Q     WHAT'S YOUR OVERALL OUTLOOK FOR THE YEAR AHEAD?

A     While it appears that the Federal Reserve has tamed inflation for the
moment and that U.S. economic growth is slowing, a lot of variables remain that
could cause a resurgence in interest rates, particularly energy, national fiscal
policy and relatively high levels of consumer consumption. Higher oil prices
usually translate into increased inflation risk. However, we are encouraged by
other strong trends in the economy that have been supportive of low inflation,
particularly high productivity levels. In addition, as a result of tax

 8
<PAGE>   9

PERFORMANCE UPDATE

increases and nine years of economic growth, the U.S. government posted a record
budget surplus of $237 billion for its fiscal year ended September 30, 2000,
which may enable it to pay off some of the nation's debt. When Washington
borrows less and repays debt, it frees up resources that generally can be put to
more productive use in the private sector.

  At the start of the fund's fiscal year, 10-year Treasuries yielded 6.02
percent, 94 basis points higher than three-month Treasury bills (5.08 percent).
By October 31, 2000, the yield curve had completely inverted, so that
three-month Treasury bills yielded more than any other segment of the curve.
While the Treasury's buyback program should support long-term Treasury prices in
the coming months, history has shown that the yield curve does not remain
inverted for an extended period.

  If interest rates fall modestly, we believe that Kemper U.S. Government
Securities Fund may be in a strong position to benefit. We are comfortable with
a positioning that can allow us to provide an attractive level of income
consistent with our efforts to preserve principal. For investors seeking to
reduce the volatility of a lower-quality bond portfolio or an equity portfolio,
we think the fund can be an attractive alternative.

Fannie Mae Mortgage Commitment Rates
(60-day, 30-year fixed loans) October 31, 1990, to October 31, 2000

[LINE GRAPH]

<TABLE>
<CAPTION>
                                                                     FNMA COMMITMENT 30 YR 60 DAY
                                                                     ----------------------------
<S>                                                           <C>
10/31/90                                                                         10.13
                                                                                  9.83
                                                                                  9.69
                                                                                  9.47
                                                                                  9.42
                                                                                  9.50
                                                                                  9.38
                                                                                  9.37
                                                                                  9.55
                                                                                  9.34
                                                                                  9.06
                                                                                  8.73
                                                                                  8.57
                                                                                  8.62
                                                                                  7.98
                                                                                  8.68
                                                                                  8.60
                                                                                  8.89
                                                                                  8.75
5/31/92                                                                           8.49
                                                                                  8.27
                                                                                  7.97
                                                                                  7.81
                                                                                  7.72
                                                                                  8.22
                                                                                  8.29
                                                                                  8.06
                                                                                  7.68
                                                                                  7.38
                                                                                  7.32
                                                                                  7.31
5/31/93                                                                           7.36
                                                                                  7.06
                                                                                  7.06
                                                                                  6.75
                                                                                  6.80
                                                                                  6.79
                                                                                  7.13
                                                                                  7.10
                                                                                  6.88
                                                                                  7.41
                                                                                  8.28
                                                                                  8.53
5/31/94                                                                           8.63
                                                                                  8.66
                                                                                  8.55
                                                                                  8.57
                                                                                  8.91
                                                                                  9.06
                                                                                  9.34
                                                                                  9.36
                                                                                  9.07
                                                                                  8.65
                                                                                  8.77
                                                                                  8.52
5/31/95                                                                           7.87
                                                                                  7.86
                                                                                  8.03
                                                                                  7.93
                                                                                  7.85
                                                                                  7.65
                                                                                  7.46
                                                                                  7.20
                                                                                  7.21
                                                                                  7.65
                                                                                  8.00
                                                                                  8.24
5/31/96                                                                           8.35
                                                                                  8.29
                                                                                  8.37
                                                                                  8.34
                                                                                  8.17
                                                                                  7.87
                                                                                  7.63
                                                                                  7.82
                                                                                  7.97
                                                                                  8.00
                                                                                  8.30
                                                                                  8.19
5/31/97                                                                           8.04
                                                                                  7.82
                                                                                  7.44
                                                                                  7.70
                                                                                  7.49
                                                                                  7.34
                                                                                  7.32
                                                                                  7.22
                                                                                  7.03
                                                                                  7.16
                                                                                  7.16
                                                                                  7.16
5/31/98                                                                           7.01
                                                                                  7.03
                                                                                  7.01
                                                                                  6.81
                                                                                  6.48
                                                                                  6.65
                                                                                  6.71
                                                                                  6.71
                                                                                  6.70
                                                                                  7.08
                                                                                  7.03
                                                                                  6.99
5/31/99                                                                           7.39
                                                                                  7.78
                                                                                  7.92
                                                                                  8.08
                                                                                  7.87
                                                                                  7.87
                                                                                  7.99
                                                                                  8.13
                                                                                  8.50
                                                                                  8.38
                                                                                  8.37
                                                                                  8.53
                                                                                  8.68
                                                                                  8.28
                                                                                  8.32
                                                                                  8.16
                                                                                  7.95
10/31/00                                                                          7.94
</TABLE>

Source: Bloomberg Business News. This chart shows the average loan rate a home
buyer could have expected to pay for a 30-year-term, fixed-rate loan for a home
purchase within 60 days.


                                                                               9
<PAGE>   10

TERMS TO KNOW

BASIS POINT The movement of interest rates or yields expressed in hundredths of
a percent. For example, an increase in yield from 5.00 percent to 6.00 percent
is 100 basis points.

DURATION A measure of the interest-rate sensitivity of a fixed-income investment
or portfolio. The longer the duration, the greater the portfolio's sensitivity
to interest-rate fluctuations.

GROSS DOMESTIC PRODUCT (GDP) The market value of goods and services produced by
a country during a specified period. It acts as a useful gauge when measuring
the strength of an economy, especially when comparing different time periods.

TOTAL RETURN A fund's total return figure measures both the net investment
income and any realized and unrealized appreciation or depreciation of the
underlying investments in its portfolio for the period. Total return assumes the
reinvestment of all dividends and represents the aggregate percentage or
dollar-value change over the period.

YIELD CURVE A graph showing the term structure of interest rates by plotting the
yields of all bonds of the same quality, with maturities ranging from the
shortest to the longest available. The resulting curve shows the relationship
among short-, intermediate- and long-term interest rates.

YIELD SPREAD The difference in yield between two types of bonds. A
mortgage-backed security's yield is often measured against the yield of a
Treasury bond of similar maturity as a market yardstick. If GNMA yield spreads
are "narrow," for example, it typically means that GNMA yields have been
declining, and prices rising, compared with Treasury bonds of similar maturity.

 10
<PAGE>   11

PERFORMANCE UPDATE

 AVERAGE ANNUAL TOTAL RETURNS*

 FOR PERIODS ENDED OCTOBER 31, 2000 (ADJUSTED FOR THE MAXIMUM SALES CHARGE)

<TABLE>
<CAPTION>
                                          1-YEAR   5-YEAR   10-YEAR         LIFE OF FUND
--------------------------------------------------------------------------------------------------
<S> <C>                                   <C>      <C>      <C>       <C>                      <C>
    KEMPER U.S. GOVERNMENT SECURITIES
    FUND CLASS A                           1.71%    4.86%    6.82%    8.43% (since 10/1/79)
 ..................................................................................................
    KEMPER U.S. GOVERNMENT SECURITIES
    FUND CLASS B                           2.55     4.72      n/a     5.75  (since 5/31/94)
 ..................................................................................................
    KEMPER U.S. GOVERNMENT SECURITIES
    FUND CLASS C                           5.50     4.91      n/a     5.82  (since 5/31/94)
 ..................................................................................................
</TABLE>

KEMPER U.S. GOVERNMENT SECURITIES FUND CLASS A
Growth of an assumed $10,000 investment in Class A
shares from 1/31/80 to 10/31/00
[LINE GRAPH]

<TABLE>
<CAPTION>
                                                 KEMPER U.S. GOVERNMENT      SALOMON BROTHERS 30-YR        U.S. CONSUMER PRICE
                                                SECURITIES FUND CLASS A1         MORTGAGE INDEX+                 INDEX++
                                                ------------------------     ----------------------        -------------------
<S>                                             <C>                         <C>                         <C>
1/31/80                                                  9553.00                    10000.00                    10000.00
                                                         9817.00                    10544.00                    11093.00
                                                         9871.00                    10669.00                    12082.00
                                                        12687.00                    15076.00                    12545.00
                                                        13817.00                    16716.00                    13021.00
                                                        15509.00                    19345.00                    13535.00
12/31/85                                                18868.00                    24303.00                    14049.00
                                                        21932.00                    27576.00                    14203.00
                                                        22520.00                    28696.00                    14833.00
                                                        23949.00                    31233.00                    15488.00
                                                        27301.00                    36003.00                    16208.00
                                                        29943.00                    39938.00                    17198.00
                                                        35109.00                    46211.00                    17725.00
12/31/92                                                36727.00                    49639.00                    18239.00
                                                        39043.00                    53091.00                    18740.00
                                                        37846.00                    52331.00                    19242.00
                                                        44800.00                    61289.00                    19730.00
                                                        46068.00                    64655.00                    20386.00
                                                        50230.00                    70816.00                    20733.00
                                                        53763.00                    75769.00                    21067.00
                                                        53925.00                    77037.00                    21632.00
10/31/00                                                57657.00                    83294.00                    22344.00
</TABLE>

KEMPER U.S. GOVERNMENT SECURITIES FUND CLASS B
Growth of an assumed $10,000 investment in Class B
shares from 5/31/94 to 10/31/00
[LINE GRAPH]

<TABLE>
<CAPTION>
                                                 KEMPER U.S. GOVERNMENT      SALOMON BROTHERS 30-YR        U.S. CONSUMER PRICE
                                                SECURITIES FUND CLASS B1         MORTGAGE INDEX+                 INDEX++
                                                ------------------------     ----------------------        -------------------
<S>                                             <C>                         <C>                         <C>
5/31/94                                                 10000.00                    10000.00                    10000.00
                                                         9936.00                     9966.00                    10034.00
                                                         9934.00                    10042.00                    10129.00
                                                         9904.00                    10107.00                    10149.00
                                                        10395.00                    10641.00                    10264.00
                                                        10989.00                    11203.00                    10339.00
                                                        11165.00                    11442.00                    10386.00
                                                        11629.00                    11837.00                    10407.00
3/31/96                                                 11373.00                    11787.00                    10556.00
                                                        11345.00                    11869.00                    10624.00
                                                        11570.00                    12122.00                    10698.00
                                                        11831.00                    12487.00                    10753.00
                                                        11820.00                    12499.00                    10847.00
                                                        12208.00                    12973.00                    10868.00
                                                        12532.00                    13356.00                    10929.00
                                                        12795.00                    13677.00                    10936.00
                                                        12965.00                    13904.00                    10997.00
                                                        13172.00                    14143.00                    11051.00
9/30/98                                                 13550.00                    14513.00                    11092.00
                                                        13566.00                    14633.00                    11112.00
                                                        13576.00                    14778.00                    11186.00
                                                        13449.00                    14712.00                    11268.00
                                                        13517.00                    14844.00                    11383.00
                                                        13488.00                    14878.00                    11410.00
                                                        13691.00                    15109.00                    11607.00
                                                        13912.00                    15461.00                    11688.00
                                                        14254.00                    15963.00                    11776.00
10/31/00                                                14320.00                    16086.00                    11786.00
</TABLE>

KEMPER U.S. GOVERNMENT SECURITIES FUND CLASS C
Growth of an assumed $10,000 investment in Class C
shares from 05/31/94 to 10/31/00
[LINE GRAPH]

<TABLE>
<CAPTION>
                                                 KEMPER U.S. GOVERNMENT      SALOMON BROTHERS 30-YR        U.S. CONSUMER PRICE
                                                SECURITIES FUND CLASS C1         MORTGAGE INDEX+                 INDEX++
                                                ------------------------     ----------------------        -------------------
<S>                                             <C>                         <C>                         <C>
5/31/94                                                 10000.00                    10000.00                    10000.00
                                                         9948.00                     9966.00                    10034.00
                                                         9948.00                    10042.00                    10129.00
                                                         9931.00                    10107.00                    10149.00
                                                        10423.00                    10641.00                    10264.00
                                                        11018.00                    11203.00                    10339.00
                                                        11195.00                    11442.00                    10386.00
                                                        11662.00                    11837.00                    10407.00
3/31/96                                                 11407.00                    11787.00                    10556.00
                                                        11367.00                    11869.00                    10624.00
                                                        11592.00                    12122.00                    10698.00
                                                        11869.00                    12487.00                    10753.00
                                                        11844.00                    12499.00                    10847.00
                                                        12234.00                    12973.00                    10868.00
                                                        12573.00                    13356.00                    10929.00
                                                        12837.00                    13677.00                    10936.00
                                                        12993.00                    13904.00                    10997.00
                                                        13201.00                    14143.00                    11051.00
9/30/98                                                 13593.00                    14513.00                    11092.00
                                                        13610.00                    14633.00                    11112.00
                                                        13636.00                    14778.00                    11186.00
                                                        13511.00                    14712.00                    11268.00
                                                        13583.00                    14844.00                    11383.00
                                                        13541.00                    14878.00                    11410.00
                                                        13763.00                    15109.00                    11607.00
                                                        13989.00                    15461.00                    11688.00
                                                        14335.00                    15963.00                    11776.00
10/31/00                                                14385.00                    16086.00                    11786.00
</TABLE>

  PERFORMANCE IS HISTORICAL AND INCLUDES
  REINVESTMENT OF DIVIDENDS AND CAPITAL
  GAINS. INVESTMENT RETURN AND PRINCIPAL
  VALUE WILL FLUCTUATE WITH CHANGING
  MARKET CONDITIONS, SO THAT WHEN
  REDEEMED, SHARES MAY BE WORTH MORE OR
  LESS THAN ORIGINAL COST.

 *THE MAXIMUM SALES CHARGE FOR CLASS A
  SHARES IS 4.5%. FOR CLASS B SHARES,
  THE MAXIMUM CONTINGENT DEFERRED SALES
  CHARGE (CDSC) IS 4%. CLASS C SHARES
  HAVE NO SALES CHARGE ADJUSTMENT, BUT
  REDEMPTIONS WITHIN ONE YEAR OF
  PURCHASE MAY BE SUBJECT TO A CDSC OF
  1%. SHARE CLASSES INVEST IN THE SAME
  UNDERLYING PORTFOLIO. DURING THE
  PERIODS NOTED, SECURITIES PRICES
  FLUCTUATED. FOR ADDITIONAL
  INFORMATION, SEE THE PROSPECTUS,
  STATEMENT OF ADDITIONAL INFORMATION
  AND THE FINANCIAL HIGHLIGHTS AT THE
  END OF THIS REPORT.

 (1)PERFORMANCE INCLUDES REINVESTMENT OF
    DIVIDENDS AND ADJUSTMENT FOR THE
    MAXIMUM SALES CHARGE FOR CLASS A
    SHARE AND THE CONTINGENT DEFERRED
    SALES CHARGE IN EFFECT AT THE END OF
    THE PERIOD FOR CLASS B SHARES. IN
    COMPARING KEMPER U.S. GOVERNMENT
    SECURITIES FUND CLASS A SHARE
    PERFORMANCE WITH THE SALOMON
    BROTHERS 30-YEAR GNMA INDEX, YOU
    SHOULD ALSO NOTE THAT THE FUND'S
    PERFORMANCE REFLECTS THE APPLICABLE
    SALES CHARGE, WHILE NO SUCH CHARGES
    ARE REFLECTED IN THE PERFORMANCE OF
    THE INDEX.

 +THE SALOMON BROTHERS 30-YEAR GNMA
  INDEX IS UNMANAGED, IS ON A TOTAL
  RETURN BASIS WITH ALL DIVIDENDS
  REINVESTED, AND COMPRISES GNMA 30-YEAR
  PASS-THROUGHS OF SINGLE-FAMILY AND
  GRADUATED-PAYMENT MORTGAGES. IN ORDER
  FOR A GNMA COUPON TO BE INCLUDED IN
  THE INDEX, IT MUST HAVE AT LEAST $200
  MILLION OF OUTSTANDING COUPON PRODUCT.
  SOURCE: WIESENBERGER(R).

++THE U.S. CONSUMER PRICE INDEX IS A
  STATISTICAL MEASURE OF CHANGE, OVER
  TIME, IN THE PRICES OF GOODS AND
  SERVICES IN MAJOR EXPENDITURE GROUPS
  FOR ALL URBAN CONSUMERS. SOURCE:
  WIESENBERGER(R).

                                                                              11
<PAGE>   12

PORTFOLIO STATISTICS

PORTFOLIO COMPOSITION*

<TABLE>
<CAPTION>
                                     ON 10/31/00              ON 10/31/99
<S> <C>                              <C>                      <C>         <C>
    MORTGAGE-BACKED
      GNMA                                91%                      77%
 ................................................................................
      FNMA/FHLMC                           1                       10
 ................................................................................
    U.S TREASURIES                         6                       12
 ................................................................................
    CASH AND EQUIVALENTS                   2                        1
--------------------------------------------------------------------------------
                                         100%                     100%
</TABLE>

[PIE CHART] [PIE CHART]

CREDIT QUALITY

<TABLE>
<CAPTION>
                                     ON 10/31/00              ON 10/31/99
<S> <C>                              <C>                      <C>         <C>
    AAA                                  100%                     100%
--------------------------------------------------------------------------------
</TABLE>

INTEREST RATE SENSITIVITY

<TABLE>
<CAPTION>
                                     ON 10/31/00              ON 10/31/99
<S> <C>                              <C>                      <C>         <C>
    DURATION                          3.9 years                4.4 years
 ................................................................................
    AVERAGE MATURITY                  8.3 years                9.2 years
--------------------------------------------------------------------------------
</TABLE>

*PORTFOLIO COMPOSITION AND HOLDINGS ARE SUBJECT TO CHANGE.

 12
<PAGE>   13

PORTFOLIO OF INVESTMENTS

KEMPER U.S. GOVERNMENT SECURITIES FUND
Portfolio of Investments at October 31, 2000

<TABLE>
<CAPTION>
    REPURCHASE AGREEMENTS--1.5%                                                    PRINCIPAL AMOUNT       VALUE
<S> <C>                                <C>                                         <C>                <C>            <C>
                                       Bear Stearns Government, 6.480%, to be
                                         repurchased at $40,007,200 on
                                         11/01/2000*
                                       (Cost $40,000,000)                            $ 40,000,000     $   40,000,000
                                       ---------------------------------------------------------------------------------
<CAPTION>
    U. S. TREASURY OBLIGATIONS--6.3%
<S> <C>                                <C>                                         <C>                <C>            <C>
                                       U.S. Treasury Bond:
                                       8.000%, 11/15/2021**                            76,100,000         94,055,034
                                       12.500%, 08/15/2014                             50,600,000         72,682,346
                                       ---------------------------------------------------------------------------------
                                       TOTAL U.S. TREASURY OBLIGATIONS
                                       (Cost $169,132,487)                                               166,737,380
                                       ---------------------------------------------------------------------------------
<CAPTION>
    GOVERNMENT NATIONAL MORTGAGE ASSOCIATION--91.3%***
<S> <C>                                <C>                                         <C>                <C>            <C>
                                       Government National Mortgage Association
                                         Pass-thru:
                                       6.00% with various maturities to
                                         11/01/2030(b)                                 81,197,462         76,389,632
                                       6.50% with various maturities to
                                         11/01/2030(b)                                635,280,717        613,911,237
                                       7.00% with various maturities to
                                         11/01/2030(b)(c)                             619,109,087        610,948,607
                                       7.50% with various maturities to
                                         10/20/2030(b)(c)                             469,937,359        472,496,610
                                       8.00% with various maturities to
                                         11/01/2030(b)(c)                             408,319,609        415,817,060
                                       8.50% with various maturities to
                                         11/01/2030(b)(c)                              65,562,980         67,313,567
                                       9.00% with various maturities to
                                         11/01/2030(b)                                103,248,507        106,998,354
                                       9.50% with various maturities to
                                         05/15/2027(b)                                 18,248,961         19,038,800
                                       10.00% with various maturities to
                                         08/15/2022(b)                                 17,447,992         19,209,148
                                       10.50% with various maturities to
                                         12/15/2021(b)                                  6,991,323          7,804,064
                                       ---------------------------------------------------------------------------------
                                       TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION
                                       (Cost $2,400,622,243)                                           2,409,927,079
                                       ---------------------------------------------------------------------------------
<CAPTION>
    FEDERAL HOME LOAN MORTGAGE CORPORATION--0.7%
<S> <C>                                <C>                                         <C>                <C>            <C>
                                       Federal Home Loan Mortgage Corp.:
                                       6.50% with various maturities to
                                         05/01/2029(b)(c)                                 188,461            181,630
                                       7.00% with various maturities to
                                         11/15/2029(b)                                  1,050,000          1,032,117
                                       7.50% with various maturities to
                                         03/01/2030(b)                                  1,508,695          1,508,459
                                       8.50% with various maturities to
                                         07/01/2030(b)(c)                                 163,382            167,390
                                       9.50% with various maturities to
                                         10/01/2020(b)(c)                              13,689,850         14,596,803
                                       ---------------------------------------------------------------------------------
                                       TOTAL FEDERAL HOME LOAN MORTGAGE CORPORATION
                                       (Cost $17,598,582)                                                 17,486,399
                                       ---------------------------------------------------------------------------------
</TABLE>

    The accompanying notes are an integral part of the financial statements.  13
<PAGE>   14

PORTFOLIO OF INVESTMENTS

<TABLE>
<CAPTION>
    FEDERAL NATIONAL MORTGAGE ASSOCIATION--0.2%                                    PRINCIPAL AMOUNT       VALUE
<S> <C>                                <C>                                         <C>                <C>            <C>
                                       Federal National Mortgage Association:
                                       0.00% with various maturities to
                                         05/01/2017                                  $     22,452     $       15,976
                                       5.50% with various maturities to
                                         12/01/2028(b)                                    655,512            594,980
                                       6.50% with various maturities to
                                         09/01/2029(b)                                    268,458            258,139
                                       7.00%, 04/01/2015(b)                               135,970            135,206
                                       7.50% with various maturities to
                                         09/01/2030(b)                                  1,051,723          1,050,573
                                       8.00% with various maturities to
                                         09/01/2024(b)                                  2,388,240          2,429,231
                                       8.50% with various maturities to
                                         09/01/2030(b)                                    149,850            153,175
                                       9.00% with various maturities to
                                         05/01/2030(b)                                    140,070            144,404
                                       ---------------------------------------------------------------------------------
                                       TOTAL FEDERAL NATIONAL MORTGAGE ASSOCIATION
                                       (Cost $4,811,948)                                                   4,781,684
                                       ---------------------------------------------------------------------------------
                                       TOTAL INVESTMENT PORTFOLIO--100.0%
                                       (Cost $2,632,165,260)(a)                                       $2,638,932,542
                                       ---------------------------------------------------------------------------------
</TABLE>

 NOTES TO PORTFOLIO OF INVESTMENTS

  * Repurchase agreements are fully collateralized by U.S. Treasury or
    Government agency securities.

 ** At October 31, 2000, these securities, in part or in whole, have been
    segregated to cover initial margin requirements for open futures contracts.

*** The investments in mortgage-backed securities of the Government National
    Mortgage Association, Federal National Mortgage Association and Federal Home
    Loan Mortgage Corporation are interests in separate pools of mortgages. All
    separate investments in each of these issues which have similar coupon rates
    have been aggregated for presentation purposes in the Investment Portfolio.
    Effective maturities of these investments will be shorter than stated
    maturities due to prepayments.

(a) The cost for federal income tax purposes was $2,632,165,260. At October 31,
    2000, the net unrealized appreciation for all securities based on tax cost
    was $6,767,282. This consisted of aggregate gross unrealized appreciation
    for all securities in which there was an excess of value over tax cost of
    $24,796,984 and aggregate gross unrealized depreciation for all securities
    in which there was an excess of tax cost over value of $18,029,702.

(b) At October 31, 2000, these pools, in part or whole, have been segregated to
    cover when-issued or forward delivery pools.

(c) When-issued or forward delivery pools included.

 14 The accompanying notes are an integral part of the financial statements.
<PAGE>   15

PORTFOLIO OF INVESTMENTS

At October 31, 2000, open futures contracts are as follows:

<TABLE>
<CAPTION>
                                                              AGGREGATE        MARKET
         FUTURES               EXPIRATION       CONTRACTS   FACE VALUE($)     VALUE($)
----------------------------------------------------------------------------------------
<S>                         <C>                 <C>         <C>             <C>
U.S. Treasury 5 Year Note   December 19, 2000       581       58,239,658      58,499,438
----------------------------------------------------------------------------------------
10 Year Agency Future       December 29, 2000       530       49,835,602      50,424,531
----------------------------------------------------------------------------------------
U.S. Treasury 10 Year Note  December 19, 2000        92        9,276,740       9,264,688
----------------------------------------------------------------------------------------
U.S. Long Bond Note         December 29, 2000    (1,020)    (99,881,782)    (101,840,625)
----------------------------------------------------------------------------------------
Total net unrealized appreciation on open futures
  contracts                                                                    1,122,186
----------------------------------------------------------------------------------------
</TABLE>

    The accompanying notes are an integral part of the financial statements.  15
<PAGE>   16

FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES
As of October 31, 2000

<TABLE>
<S>                                                             <C>
ASSETS
Investments in securities, at value, (cost $2,632,165,260)      $2,638,932,542
------------------------------------------------------------------------------
Cash                                                                 1,230,147
------------------------------------------------------------------------------
Receivable for investments sold                                    145,847,785
------------------------------------------------------------------------------
Interest receivable                                                 19,035,573
------------------------------------------------------------------------------
Receivable for Fund shares sold                                      2,106,073
------------------------------------------------------------------------------
Receivable for daily variation margin on open futures
contracts                                                              165,229
------------------------------------------------------------------------------
TOTAL ASSETS                                                     2,807,317,349
------------------------------------------------------------------------------
 LIABILITIES
Payable for when issued and forward delivery pools                 218,829,422
------------------------------------------------------------------------------
Dividends payable                                                    5,144,141
------------------------------------------------------------------------------
Payable for Fund shares redeemed                                     4,463,534
------------------------------------------------------------------------------
Accrued management fee                                                 888,822
------------------------------------------------------------------------------
Other accrued expenses and payables                                  1,480,619
------------------------------------------------------------------------------
TOTAL LIABILITIES                                                  230,806,538
------------------------------------------------------------------------------
NET ASSETS, AT VALUE                                            $2,576,510,811
------------------------------------------------------------------------------
 NET ASSETS
Net assets consist of:
Accumulated distributions in excess of net investment income    $   (8,159,200)
------------------------------------------------------------------------------
Net unrealized appreciation (depreciation) on:
Investments                                                          6,767,282
------------------------------------------------------------------------------
Futures                                                             (1,122,186)
------------------------------------------------------------------------------
Accumulated net realized gain (loss)                              (680,277,577)
------------------------------------------------------------------------------
Paid-in-capital                                                  3,259,302,492
------------------------------------------------------------------------------
NET ASSETS, AT VALUE                                            $2,576,510,811
------------------------------------------------------------------------------
 NET ASSETS VALUE AND OFFERING PRICE
CLASS A SHARES
  Net asset value and redemption price per share
  ($2,413,495,569 / 289,303,828 shares outstanding of
  beneficial interest, $.01 par value, unlimited number of
  shares authorized)                                                     $8.34
------------------------------------------------------------------------------
  Maximum offering price per share (100/95.50 of $8.34)                  $8.73
------------------------------------------------------------------------------
CLASS B SHARES
  Net asset value, offering and redemption price (subject to
  contingent deferred sales charge) per share ($122,898,354
  / 14,760,006 shares outstanding of beneficial interest,
  $.01 par value, unlimited number of shares authorized)                 $8.33
------------------------------------------------------------------------------
CLASS C SHARES
  Net asset value, offering and redemption price (subject to
  contingent deferred sales charge) per share ($35,958,220 /
  4,304,527 shares outstanding of beneficial interest, $.01
  par value, unlimited number of shares authorized)                      $8.35
------------------------------------------------------------------------------
CLASS I SHARES
  Net asset value, offering and redemption price per share
  ($4,158,668 / 498,786 shares outstanding of beneficial
  interest, $.01 par value, unlimited number of shares
  authorized)                                                            $8.34
------------------------------------------------------------------------------
</TABLE>

 16 The accompanying notes are an integral part of the financial statements.
<PAGE>   17

FINANCIAL STATEMENTS

STATEMENT OF OPERATIONS
Year ended October 31, 2000

<TABLE>
<S>                                                             <C>
INVESTMENT INCOME
Interest                                                        $199,489,671
----------------------------------------------------------------------------
Total income                                                     199,489,671
----------------------------------------------------------------------------
Expenses:
Management fee                                                    11,324,099
----------------------------------------------------------------------------
Services to shareholders                                           3,607,100
----------------------------------------------------------------------------
Custodian fees                                                       173,675
----------------------------------------------------------------------------
Distribution services fees                                         1,211,559
----------------------------------------------------------------------------
Administrative service fees                                        5,946,401
----------------------------------------------------------------------------
Auditing                                                              70,117
----------------------------------------------------------------------------
Legal                                                                 27,568
----------------------------------------------------------------------------
Trustees' fees and expenses                                           54,900
----------------------------------------------------------------------------
Reports to shareholders                                              397,643
----------------------------------------------------------------------------
Registration fees                                                     89,040
----------------------------------------------------------------------------
Other                                                                 78,865
----------------------------------------------------------------------------
Total expenses, before expense reductions                         22,980,967
----------------------------------------------------------------------------
Expense reductions                                                  (203,675)
----------------------------------------------------------------------------
Total expenses, after expense reductions                          22,777,292
----------------------------------------------------------------------------
NET INVESTMENT INCOME (LOSS)                                     176,712,379
----------------------------------------------------------------------------
 REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT TRANSACTIONS
Net realized gain (loss) from:
Investments                                                      (33,563,947)
----------------------------------------------------------------------------
Futures                                                          (14,542,382)
----------------------------------------------------------------------------
Written options                                                      130,286
----------------------------------------------------------------------------
                                                                 (47,976,043)
----------------------------------------------------------------------------
Net unrealized appreciation (depreciation) during the period
  on:
Investments                                                       31,465,345
----------------------------------------------------------------------------
Futures                                                              (99,896)
----------------------------------------------------------------------------
                                                                  31,365,449
----------------------------------------------------------------------------
Net gain (loss) on investment transactions                       (16,610,594)
----------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
  OPERATIONS                                                    $160,101,785
----------------------------------------------------------------------------
</TABLE>

    The accompanying notes are an integral part of the financial statements.  17
<PAGE>   18

FINANCIAL STATEMENTS

STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                      YEAR ENDED OCTOBER 31,
                                                                -----------------------------------
                                                                     2000                 1999
<S>                                                             <C>                  <C>
INCREASE (DECREASE) IN NET ASSETS
Operations:
Net investment income (loss)                                    $  176,712,379          197,498,282
---------------------------------------------------------------------------------------------------
Net realized gain (loss) on investment transactions                (47,976,043)         (21,350,014)
---------------------------------------------------------------------------------------------------
Net unrealized appreciation (depreciation) on investment
transactions during the period                                      31,365,449         (131,576,353)
---------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets resulting from
operations                                                         160,101,785           44,571,915
---------------------------------------------------------------------------------------------------
Distributions to shareholders:
From net investment income
  Class A                                                         (170,157,086)        (213,273,535)
---------------------------------------------------------------------------------------------------
  Class B                                                           (7,217,623)          (8,274,338)
---------------------------------------------------------------------------------------------------
  Class C                                                           (2,261,027)          (1,909,361)
---------------------------------------------------------------------------------------------------
  Class I                                                             (239,003)            (249,449)
---------------------------------------------------------------------------------------------------
Fund share transactions:
Proceeds from shares sold                                          451,680,047          595,514,810
---------------------------------------------------------------------------------------------------
Reinvestment of distributions                                      110,356,608          138,495,952
---------------------------------------------------------------------------------------------------
Cost of shares redeemed                                           (948,698,387)      (1,014,142,497)
---------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets from Fund share
transactions                                                      (386,661,732)        (280,131,735)
---------------------------------------------------------------------------------------------------
Increase (decrease) in net assets                                 (406,434,686)        (459,266,503)
---------------------------------------------------------------------------------------------------
Net assets at beginning of period                                2,982,945,497        3,442,212,000
---------------------------------------------------------------------------------------------------
NET ASSETS AT END OF PERIOD (including accumulated
distributions in excess of and undistributed net investment
income of $(8,159,200) and $10,987,000, respectively)           $2,576,510,811        2,982,945,497
---------------------------------------------------------------------------------------------------
</TABLE>

 18 The accompanying notes are an integral part of the financial statements.
<PAGE>   19

FINANCIAL HIGHLIGHTS

THE FOLLOWING TABLES INCLUDE SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT
EACH PERIOD AND OTHER PERFORMANCE INFORMATION DERIVED FROM THE FINANCIAL
STATEMENTS.

<TABLE>
<CAPTION>
                                                              CLASS A
                                                       YEAR ENDED OCTOBER 31,
                                             ------------------------------------------
                                              2000    1999    1998    1997    1996
<S>                                          <C>      <C>     <C>     <C>     <C>   <C>
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of period          $8.38    8.86    8.81    8.74    8.92
---------------------------------------------------------------------------------------
Income from investment operations:
Net investment income                           .54(a)   .53(a)   .58(a)   .64   .63
---------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) on
investment transactions                        (.02)   (.41)    .07     .06    (.17)
---------------------------------------------------------------------------------------
Total from investment operations                .52     .12     .65     .70     .46
---------------------------------------------------------------------------------------
Less distributions from:
Net investment income                          (.56)   (.60)   (.60)   (.63)   (.64)
---------------------------------------------------------------------------------------
Total distributions                            (.56)   (.60)   (.60)   (.63)   (.64)
---------------------------------------------------------------------------------------
Net asset value, end of period                $8.34    8.38    8.86    8.81    8.74
---------------------------------------------------------------------------------------
TOTAL RETURN % (B)                             6.44    1.44    7.64    8.41    5.36
 RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
Net assets, end of period ($ in millions)     2,414   2,807   3,286   3,550   4,080
---------------------------------------------------------------------------------------
Ratio of expenses before expense reductions
(%)                                             .80     .85     .80     .78     .77
---------------------------------------------------------------------------------------
Ratio of expenses after expense reductions
(%)                                             .79     .84     .80     .78     .77
---------------------------------------------------------------------------------------
Ratio of net investment income (%)             6.58    6.22    6.50    7.34    7.17
---------------------------------------------------------------------------------------
Portfolio turnover rate (%)                     193     177     150     261     391
---------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                                                CLASS B
                                                        YEAR ENDED OCTOBER 31,
                                             ---------------------------------------------
                                              2000     1999      1998      1997   1996
<S>                                          <C>       <C>       <C>       <C>    <C>  <C>
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of period          $8.37     8.85      8.80     8.73   8.91
------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income                           .47(a)   .45(a)    .49(a)  .56    .54
------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) on
investment transactions                        (.03)    (.40)      .08     .06    (.17)
------------------------------------------------------------------------------------------
Total from investment operations                .44      .05       .57     .62    .37
------------------------------------------------------------------------------------------
Less distributions from:
Net investment income                          (.48)    (.53)     (.52)    (.55)  (.55)
------------------------------------------------------------------------------------------
Total distributions                            (.48)    (.53)     (.52)    (.55)  (.55)
------------------------------------------------------------------------------------------
Net asset value, end of period                $8.33     8.37      8.85     8.80   8.73
------------------------------------------------------------------------------------------
TOTAL RETURN % (B)                             5.54      .54      6.67     7.40   4.36
 RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
Net assets, end of period ($ in millions)       123      138       129      76     70
------------------------------------------------------------------------------------------
Ratio of expenses before expense reductions
(%)                                            1.70     1.76      1.71     1.73   1.73
------------------------------------------------------------------------------------------
Ratio of expenses after expense reductions
(%)                                            1.69     1.75      1.71     1.73   1.73
------------------------------------------------------------------------------------------
Ratio of net investment income (%)             5.68     5.31      5.59     6.39   6.21
------------------------------------------------------------------------------------------
Portfolio turnover rate (%)                     193      177       150     261    391
------------------------------------------------------------------------------------------
</TABLE>

                                                                              19
<PAGE>   20

FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
                                                                 CLASS C
                                                         YEAR ENDED OCTOBER 31,
                                             -----------------------------------------------
                                              2000        1999        1998     1997    1996
<S>                                          <C>         <C>         <C>       <C>     <C>
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of period           $8.40        8.87       8.82     8.75    8.93
--------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income                            .48(a)      .46(a)     .49(a)   .56     .55
--------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) on
investment transactions                         (.04)       (.40)       .08      .06    (.17)
--------------------------------------------------------------------------------------------
Total from investment operations                 .44         .06        .57      .62     .38
--------------------------------------------------------------------------------------------
Less distributions from:
Net investment income                           (.49)       (.53)      (.52)    (.55)   (.56)
--------------------------------------------------------------------------------------------
Total distributions                             (.49)       (.53)      (.52)    (.55)   (.56)
--------------------------------------------------------------------------------------------
Net asset value, end of period                 $8.35        8.40       8.87     8.82    8.75
--------------------------------------------------------------------------------------------
TOTAL RETURN % (B)                              5.50         .72       6.66     7.42    4.40
 RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
Net assets, end of period ($ in millions)         36          35         24       10       8
--------------------------------------------------------------------------------------------
Ratio of expenses before expense reductions
(%)                                             1.60        1.66       1.67     1.68    1.70
--------------------------------------------------------------------------------------------
Ratio of expenses after expense reductions
(%)                                             1.59        1.66       1.67     1.68    1.70
--------------------------------------------------------------------------------------------
Ratio of net investment income (loss) (%)       5.79        5.40       5.63     6.44    6.24
--------------------------------------------------------------------------------------------
Portfolio turnover rate (%)                      193         177        150      261     391
--------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                                                  CLASS I
                                                          YEAR ENDED OCTOBER 31,
                                             -------------------------------------------------
                                              2000        1999        1998       1997    1996
<S>                                          <C>         <C>         <C>         <C>     <C>
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of period           $8.38        8.85        8.81      8.74    8.92
----------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income                            .56(a)      .55(a)      .59(a)    .66     .64
----------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) on
investment transactions                         (.02)       (.40)        .07       .06    (.17)
----------------------------------------------------------------------------------------------
Total from investment operations                 .54         .15         .66       .72     .47
----------------------------------------------------------------------------------------------
Less distributions from:
Net investment income                           (.58)       (.62)       (.62)     (.65)   (.65)
----------------------------------------------------------------------------------------------
Total distributions                             (.58)       (.62)       (.62)     (.65)   (.65)
----------------------------------------------------------------------------------------------
Net asset value, end of period                 $8.34        8.38        8.85      8.81    8.74
----------------------------------------------------------------------------------------------
TOTAL RETURN % (B)                              6.78        1.81        7.75      8.60    5.56
 RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA
Net assets, end of period ($ in millions)          4           3           4         6       5
----------------------------------------------------------------------------------------------
Ratio of expenses before expense reductions
(%)                                              .55         .60         .57       .60     .59
----------------------------------------------------------------------------------------------
Ratio of expenses after expense reductions
(%)                                              .54         .59         .57       .60     .59
----------------------------------------------------------------------------------------------
Ratio of net investment income (%)              6.84        6.47        6.73      7.52    7.35
----------------------------------------------------------------------------------------------
Portfolio turnover rate (%)                      193         177         150       261     391
----------------------------------------------------------------------------------------------
</TABLE>

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

 20
<PAGE>   21

NOTES TO FINANCIAL STATEMENTS

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

1    SIGNIFICANT
     ACCOUNTING POLICIES     Kemper U.S. Government Securities Fund (the "Fund")
                             is registered under the Investment Company Act of
                             1940, as amended (the "1940 Act"), as an open end,
                             diversified management investment company organized
                             as a Massachusetts business trust.

                             The Fund offers multiple classes of shares. Class A
                             shares are offered to investors subject to an
                             initial sales charge. Class B shares are offered
                             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 offered 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 within one
                             year of purchase. Class C shares do not convert
                             into another class. Class I shares are offered to a
                             limited group of investors, are not subject to
                             initial or contingent deferred sales charges and
                             have lower ongoing expenses than other classes.

                             Investment income, realized and unrealized gains
                             and losses, and certain fund-level expenses and
                             expense reductions, if any, are borne pro rata on
                             the basis of relative net assets by the holders of
                             all classes of shares except that each class bears
                             certain expenses unique to that class such as
                             distribution services, shareholder services,
                             administrative services and certain other class
                             specific expenses. Differences in class expenses
                             may result in payment of different per share
                             dividends by class. All shares of the Fund have
                             equal rights with respect to voting subject to
                             class specific arrangements.

                             The Fund's financial statements are prepared in
                             accordance with accounting principles generally
                             accepted in the United States which require the use
                             of management estimates. The policies described
                             below are followed consistently by the Fund in the
                             preparation of its financial statements.

                             SECURITY VALUATION. Portfolio debt securities
                             purchased with an original maturity greater than
                             sixty days are valued by pricing agents approved by
                             the officers of the Fund, whose quotations reflect
                             broker/dealer-supplied valuations and electronic
                             data processing techniques. If the pricing agents
                             are unable to provide such quotations, the most
                             recent bid quotation supplied by a bona fide market
                             maker shall be used. Money market instruments
                             purchased with an original maturity of sixty days
                             or less are valued at amortized cost. All other
                             securities are valued at their fair value as
                             determined in good faith by the Valuation Committee
                             of the Board of Trustees.

                             REPURCHASE AGREEMENTS. The Fund may enter into
                             repurchase agreements with certain banks and
                             broker/dealers whereby the Fund, through its
                             custodian or sub-custodian bank, receives delivery
                             of the underlying securities, the amount of which
                             at the time of purchase and each subsequent
                             business day is required to be maintained at such a
                             level that the market value is equal to at least
                             the principal amount of the repurchase price plus
                             accrued interest.

                             OPTIONS. An option contract is a contract in which
                             the writer of the option grants the buyer of the
                             option the right to purchase from (call option), or
                             sell to (put option), the writer a designated
                             instrument at a specified price within a specified
                             period of time. Certain options, including options
                             on indices, will require cash settlement by the
                             Fund if the option is exercised. During the period,

                                                                              21
<PAGE>   22

NOTES TO FINANCIAL STATEMENTS

                             the Fund purchased put options on financial
                             instruments as a hedge against potential adverse
                             price movements in the value of portfolio assets.
                             In addition, during the period, the Fund wrote put
                             options on financial instruments as a temporary
                             substitute for purchasing selected investments.

                             The liability representing the Fund's obligation
                             under an exchange traded written option or
                             investment in a purchased option is valued at the
                             last sale price or, in the absence of a sale, the
                             mean between the closing bid and asked prices or at
                             the most recent asked price (bid for purchased
                             options) if no bid and asked price are available.
                             Over-the-counter written or purchased options are
                             valued using dealer supplied quotations. Gain or
                             loss is recognized when the option contract expires
                             or is closed.

                             If the Fund writes a covered call option, the Fund
                             foregoes, in exchange for the premium, the
                             opportunity to profit during the option period from
                             an increase in the market value of the underlying
                             security above the exercise price. If the Fund
                             writes a put option it accepts the risk of a
                             decline in the market value of the underlying
                             security below the exercise price. Over-the-counter
                             options have the risk of the potential inability of
                             counterparties to meet the terms of their
                             contracts. The Fund's maximum exposure to purchased
                             options is limited to the premium initially paid.
                             In addition, certain risks may arise upon entering
                             into option contracts including the risk that an
                             illiquid secondary market will limit the Fund's
                             ability to close out an option contract prior to
                             the expiration date and that a change in the value
                             of the option contract may not correlate exactly
                             with changes in the value of the securities or
                             currencies hedged.

                             FUTURES CONTRACTS. A futures contract is an
                             agreement between a buyer or seller and an
                             established futures exchange or its clearinghouse
                             in which the buyer or seller agrees to take or make
                             a delivery of a specific amount of a financial
                             instrument at a specified price on a specific date
                             (settlement date). During the period, the Fund
                             purchased interest rate futures to manage the
                             duration of the portfolio. In addition, the Fund
                             also sold interest rate futures to hedge against
                             declines in the value of portfolio securities.

                             Upon entering into a futures contract, the Fund is
                             required to deposit with a financial intermediary
                             an amount ("initial margin") equal to a certain
                             percentage of the face value indicated in the
                             futures contract. Subsequent payments ("variation
                             margin") are made or received by the Fund dependent
                             upon the daily fluctuations in the value of the
                             underlying security and are recorded for financial
                             reporting purposes as unrealized gains or losses by
                             the Fund. When entering into a closing transaction,
                             the Fund will realize a gain or loss equal to the
                             difference between the value of the futures
                             contract to sell and the futures contract to buy.
                             Futures contracts are valued at the most recent
                             settlement price.

                             Certain risks may arise upon entering into futures
                             contracts, including the risk that an illiquid
                             secondary market will limit the Fund's ability to
                             close out a futures contract prior to the
                             settlement date and that a change in the value of a
                             futures contract may not correlate exactly with the
                             changes in the value of the securities or
                             currencies hedged. When utilizing futures contracts
                             to hedge, the Fund gives up the opportunity to
                             profit from favorable price movements in the hedged
                             positions during the term of the contract.

                             MORTGAGE DOLLAR ROLLS. The Fund may enter into
                             mortgage dollar rolls in which the Fund sells
                             mortgage-backed securities for delivery in the
                             current

 22
<PAGE>   23

NOTES TO FINANCIAL STATEMENTS

                             month and simultaneously contracts to repurchase
                             similar, but not identical, securities on a fixed
                             date. The Fund receives compensation as
                             consideration for entering into the commitment to
                             repurchase. The compensation is paid in the form of
                             a fee which is recorded as deferred income and
                             amortized to income over the roll period, or
                             alternatively, a lower price for the security upon
                             its repurchase. Mortgage dollar rolls may be
                             renewed with a new sale and repurchase price and a
                             cash settlement made at each renewal without
                             physical delivery of the securities subject to the
                             contract.

                             WHEN ISSUED/DELAYED DELIVERY SECURITIES. The Fund
                             may purchase securities with delivery or payment to
                             occur at a later date beyond the normal settlement
                             period. At the time the Fund enters into a
                             commitment to purchase a security, the transaction
                             is recorded and the value of the security is
                             reflected in the net asset value. The value of the
                             security may vary with market fluctuations. No
                             interest accrues to the Fund until payment takes
                             place. At the time the Fund enters into this type
                             of transaction it is required to segregate cash or
                             other liquid assets at least equal to the amount of
                             the commitment.

                             FEDERAL INCOME TAXES. The Fund's policy is to
                             comply with the requirements of the Internal
                             Revenue Code, as amended, which are applicable to
                             regulated investment companies and to distribute
                             all of its taxable income to its shareholders.
                             Accordingly, the Fund paid no federal income taxes
                             and no federal income tax provision was required.

                             At October 31, 2000, the Fund had a net tax basis
                             capital loss carryforward of approximately
                             $681,400,000 which may be applied against any
                             realized net taxable capital gains of each
                             succeeding year until fully utilized or until
                             October 31, 2002 ($485,042,000) or October 31, 2003
                             ($69,777,000) or October 31, 2004 ($51,945,000) or
                             October 31, 2007 ($26,058,000) or October 31, 2008
                             ($48,578,000), the respective expiration dates,
                             whichever occurs first.

                             DISTRIBUTION OF INCOME AND GAINS. Distributions of
                             net investment income, if any, are made monthly.
                             Net realized gains from investment transactions, in
                             excess of available capital loss carryforwards,
                             would be taxable to the Fund if not distributed,
                             and, therefore, will be distributed to shareholders
                             at least annually.

                             The timing and characterization of certain income
                             and capital gains distributions are determined
                             annually in accordance with federal tax regulations
                             which may differ from generally accepted accounting
                             principles. As a result, net investment income
                             (loss) and net realized gain (loss) on investment
                             transactions for a reporting period may differ
                             significantly from distributions during such
                             period. Accordingly, the Fund may periodically make
                             reclassifications among certain of its capital
                             accounts without impacting the net asset value of
                             the Fund.

                             INVESTMENT TRANSACTIONS AND INVESTMENT
                             INCOME. Investment transactions are accounted for
                             on the trade date. Interest income is recorded on
                             the accrual basis. Realized gains and losses from
                             investment transactions are recorded on an
                             identified cost basis. All discounts are accreted
                             for both tax and financial reporting purposes.

                                                                              23
<PAGE>   24

NOTES TO FINANCIAL STATEMENTS

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

2    PURCHASE & SALES
     OF SECURITIES           For the year ended October 31, 2000, investment
                             transactions (excluding short-term instruments and
                             U.S. Government obligations) are as follows:

                             Purchases                            $4,607,854,839

                             Proceeds from sales                   4,933,950,708

                             Purchases and sales of direct U.S. Government
                             obligations are as follows:

                             Purchases                            $  902,163,650

                             Proceeds from sales                   1,112,769,663

                             Transactions in written options for the year ended
                             October 31, 2000 are summarized as follows:

<TABLE>
<CAPTION>
                                       WRITTEN OPTIONS                           CONTRACTS         PREMIUMS
                                       ---------------------------------------------------------------------
                                       <S>                                       <C>               <C>
                                       Beginning of Period                            --           $      --
                                       Written                                     1,245             782,230
                                       Closed                                       (863)           (661,725)
                                       Exercised                                      --                  --
                                       Expired                                      (382)           (120,505)
                                       End of Period                                  --           $      --
</TABLE>

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

3    TRANSACTIONS
     WITH AFFILIATES         MANAGEMENT AGREEMENT. The Fund has a management
                             agreement with Scudder Kemper Investments, Inc.
                             ("Scudder Kemper") and pays a monthly investment
                             management fee of 1/12 of the annual rate of .45%
                             of the first $250 million of average daily net
                             assets declining to .32% of average daily net
                             assets in excess of $12.5 billion. The Fund
                             incurred a management fee of $11,324,099 for the
                             year ended October 31, 2000. This was equivalent to
                             an annualized effective rate of .42% of the Fund's
                             daily net assets.

                             UNDERWRITING AND DISTRIBUTION SERVICES
                             AGREEMENT. The Fund has an underwriting and
                             distribution services agreement with Kemper
                             Distributors, Inc. ("KDI"). Underwriting
                             commissions retained by KDI in connection with the
                             distribution of Class A shares for the year ended
                             October 31, 2000 are $121,037.

                             For services under the distribution services
                             agreement, the Fund pays KDI a fee of .75% of
                             average daily net assets of the Class B and Class C
                             shares pursuant to separate Rule 12b-1 plans for
                             Class B and Class C shares. Pursuant to the
                             agreement, KDI enters into related selling group
                             agreements with various firms at various rates for
                             sales of Class B and Class C shares. In addition,
                             KDI receives any contingent deferred sales charge
                             ("CDSC") from redemptions of Class B and Class C
                             shares. Distribution fees and CDSC received by KDI
                             for the year ended October 31, 2000 are $1,629,233,
                             of which $103,057 is unpaid at October 31, 2000.

                             ADMINISTRATIVE SERVICES AGREEMENT. The Fund has an
                             administrative services agreement with KDI. For
                             providing information and administrative services
                             to Class A, Class B and Class C shareholders, the
                             Fund pays KDI a fee at an annual rate of up to .25%
                             of average daily net assets of each class. KDI in
                             turn has various agreements with financial services
                             firms that provide these services and pays these
                             firms based on assets of Fund accounts the firms
                             service. Administrative services fees paid by the
                             Fund to KDI for the year ended October 31, 2000 are
                             $5,946,401, of which $465,014 is unpaid at October
                             31, 2000. In addition $13,765 was paid by KDI to
                             affiliates.

                             SHAREHOLDER SERVICES AGREEMENT. Pursuant to a
                             services agreement with the Fund's transfer agent,
                             Kemper Service Company ("KSvC") is the shareholder

 24
<PAGE>   25

NOTES TO FINANCIAL STATEMENTS

                             service agent of the Fund. Under the agreement,
                             KSvC received shareholder services fees of
                             $3,335,291 for the year ended October 31, 2000, of
                             which $630,730 is unpaid at October 31, 2000.

                             OFFICERS AND TRUSTEES. Certain officers or trustees
                             of the Fund are also officers or trustees of
                             Scudder Kemper. During the year ended October 31,
                             2000, the Fund made no payments to its officers and
                             incurred trustees' fees of $54,900 to independent
                             trustees.

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

4    CAPITAL SHARE
     TRANSACTIONS            The following table summarizes the activity in
                             capital shares of the Fund:

<TABLE>
<CAPTION>
                                                                       YEAR ENDED                         YEAR ENDED
                                                                       OCTOBER 31,                        OCTOBER 31,
                                                                          2000                               1999
                                                              -----------------------------      -----------------------------
                                                                 SHARES          AMOUNT             SHARES          AMOUNT
                                       <S>                    <C>             <C>                <C>             <C>
                                       SHARES SOLD
                                        Class A                 42,338,607    $ 349,950,198        49,259,000    $ 428,316,868
                                       ---------------------------------------------------------------------------------------
                                        Class B                  5,325,266       44,004,813        13,297,866      114,584,332
                                       ---------------------------------------------------------------------------------------
                                        Class C                  6,160,243       51,177,911         5,160,500       44,640,950
                                       ---------------------------------------------------------------------------------------
                                        Class I                    173,615        1,440,859           305,500        2,653,525
                                       ---------------------------------------------------------------------------------------
                                        SHARES ISSUED IN REINVESTMENT OF DIVIDENDS
                                        Class A                 12,575,560      103,714,462        15,237,954      131,001,500
                                       ---------------------------------------------------------------------------------------
                                        Class B                    576,553        4,750,494           675,838        5,788,991
                                       ---------------------------------------------------------------------------------------
                                        Class C                    199,944        1,652,684           166,078        1,457,371
                                       ---------------------------------------------------------------------------------------
                                        Class I                     28,959          238,968            28,934          248,090
                                       ---------------------------------------------------------------------------------------
                                        SHARES REDEEMED
                                        Class A               (101,114,996)    (834,198,326)     (101,251,499)    (868,403,806)
                                       ---------------------------------------------------------------------------------------
                                        Class B                 (6,996,734)     (57,553,610)      (11,438,499)    (103,333,614)
                                       ---------------------------------------------------------------------------------------
                                        Class C                 (6,172,533)     (51,067,484)       (3,908,986)     (33,607,721)
                                       ---------------------------------------------------------------------------------------
                                        Class I                    (93,536)        (772,701)         (399,744)      (3,478,221)
                                       ---------------------------------------------------------------------------------------
                                        CONVERSION OF SHARES
                                        Class A                    615,175        5,106,266           617,031        5,319,135
                                       ---------------------------------------------------------------------------------------
                                        Class B                   (616,253)      (5,106,266)         (617,745)      (5,319,135)
                                       ---------------------------------------------------------------------------------------
                                        NET INCREASE (DECREASE)
                                        FROM CAPITAL SHARE TRANSACTIONS
                                                                              $(386,661,732)                     $(280,131,735)
                                       ---------------------------------------------------------------------------------------
</TABLE>

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

5    EXPENSE OFF-SET
     ARRANGEMENTS            The Fund has entered into arrangements with its
                             custodian and transfer agent whereby credits
                             realized as a result of uninvested cash balances
                             were used to reduce a portion of the Fund's
                             expenses. During the year ended October 31, 2000,
                             the Fund's custodian and transfer agent fees were
                             reduced by $17,367 and $186,309, respectively,
                             under these arrangements.

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

6    LINE OF CREDIT          The Fund and several Kemper funds (the
                             "Participants") share in a $750 million revolving
                             credit facility with Chase Manhattan Bank for
                             temporary or emergency purposes, including the
                             meeting of redemption requests that otherwise might
                             require the untimely disposition of securities. The
                             Participants are charged an annual commitment fee
                             which is allocated, pro rata based on net assets,
                             among each of the Participants. Interest is
                             calculated based on the market rates at the time of
                             the borrowing. The Fund may borrow up to a maximum
                             of 33 percent of its net assets under the
                             agreement.

                                                                              25
<PAGE>   26

REPORT OF INDEPENDENT AUDITORS

THE BOARD OF TRUSTEES AND SHAREHOLDERS

KEMPER U.S. GOVERNMENT SECURITIES FUND

  We have audited the accompanying statement of assets and liabilities,
including the portfolio of investments, of Kemper U.S. Government Securities
Fund as of October 31, 2000, the related statement of operations for the year
then ended, the statements of changes in net assets for each of the two years in
the period then ended and the financial highlights for each of the fiscal
periods since 1996. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.

  We conducted our audits in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
and financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. Our procedures included confirmation of investments
owned as of October 31, 2000, by correspondence with the custodian or other
auditing procedures. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provides a
reasonable basis for our opinion.

  In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of Kemper
U.S. Government Securities Fund at October 31, 2000, the results of its
operations, the changes in its net assets and the financial highlights for each
of the fiscal periods since 1996, in conformity with accounting principles
generally accepted in the United States.

                                                               ERNST & YOUNG LLP

                                          Chicago, Illinois

                                          December 15, 2000

 26
<PAGE>   27

NOTES

                                                                              27
<PAGE>   28
TRUSTEES&OFFICERS

<TABLE>
<S>                               <C>                               <C>
TRUSTEES                          OFFICERS
JOHN W. BALLANTINE                MARK S. CASADY                    LINDA J. WONDRACK
Title                             President                         Vice President

LEWIS A. BURNHAM                  PHILIP J. COLLORA                 MAUREEN E. KANE
Trustee                           Vice President and                Assistant Secretary
                                  Secretary
LINDA C. COUGHLIN                                                   CAROLINE PEARSON
Trustee                           JOHN R. HEBBLE                    Assistant Secretary
                                  Treasurer
DONALD L. DUNAWAY                                                   BRENDA LYONS
Trustee                           KATHRYN L. QUIRK                  Assistant Treasurer
                                  Vice President
ROBERT B. HOFFMAN
Trustee                           RICHARD L. VANDENBERG
                                  Vice President
DONALD R. JONES
Trustee

THOMAS W. LITTAUER
Chairman, Trustee
and Vice President

SHIRLEY D. PETERSON
Trustee

WILLIAM SOMMERS
Trustee
</TABLE>

<TABLE>
<S>                                   <C>
 .............................................................................................
LEGAL COUNSEL                         VEDDER, PRICE, KAUFMAN & KAMMHOLZ
                                      222 North LaSalle Street
                                      Chicago, IL 60601
 .............................................................................................
SHAREHOLDER                           KEMPER SERVICE COMPANY
SERVICE AGENT                         P.O. Box 219557
                                      Kansas City, MO 64121
 .............................................................................................
CUSTODIAN AND                         STATE STREET BANK AND TRUST COMPANY
TRANSFER AGENT                        225 Franklin Street
                                      Boston, MA 02110
 .............................................................................................
INDEPENDENT AUDITORS                  ERNST & YOUNG LLP
                                      233 South Wacker Drive
                                      Chicago, IL 60606
 .............................................................................................
PRINCIPAL UNDERWRITER                 KEMPER DISTRIBUTORS, INC.
                                      222 South Riverside Plaza Chicago, IL 60606
                                      www.kemper.com
</TABLE>



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KGSF - 2 (12/22/00) 4676
LONG-TERM INVESTING IN A SHORT-TERM WORLD(SM)


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