JAPAN FUND INC
497, 1995-06-15
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The Japan Fund, Inc.

Supplement dated June 7, 1995 for
Prospectus dated May 1, 1995

The  following  text replaces the section  entitled "By telephone  order ($2,500
minimum)," page 16.

By telephone order ($2,500 minimum)

Existing  shareholders  may purchase  shares at a certain day's price by calling
The Japan Fund Service  Center  before the close of the New York Stock  Exchange
(the "Exchange")  (normally 4 p.m. eastern time) on that day. Orders must be for
$2,500 or more and cannot be for an amount  greater than four times the value of
your  account  at the time the order is placed.  A  confirmation  with  complete
purchase  information  is sent shortly  after your order is  received.  You must
include  with  your  payment  the  order  number  given at the time the order is
placed. If payment by check or federal reserve wire is not received within three
business days, the order is subject to cancelation and the  shareholder  will be
responsible for any loss to the Fund resulting from this cancelation.  Telephone
orders are not  available for shares held in Scudder IRA accounts and most other
Scudder Retirement Plans.

June 7, 1995                                                           MIST369PS

<PAGE>
                                                                    June 7, 1995

Dear Japan Fund Investor,

     The prospectus  supplement on the reverse side is formal notice of a change
in The Japan Fund's policy concerning the purchase of shares by telephone order.
Investors who purchase  shares by telephone will now have three business days to
pay for a purchase, instead of the previous time limit of seven business days.

     This  new  deadline  is part of a new  securities  industry  standard  that
mandates  settlement of all  securities  trades within three  business days. The
Securities and Exchange Commission implemented this new deadline,  called "T+3,"
to enhance the  stability  of U.S.  financial  markets by reducing the amount of
outstanding debt among financial firms due to transaction activity.

     If  you  have   questions   about   these   changes,   please  call  us  at
1-800-53-JAPAN,  between 8 a.m. and 8 p.m., eastern time, Monday through Friday.
We will be happy to help you.


Sincerely,

/s/Douglas M. Loudon
Douglas M. Loudon
President,
The Japan Fund, Inc.




This  letter  is for  explanatory  purposes  and is not  part of the  prospectus
supplement on the reverse side.

                                 (over, please)
<PAGE>
                              The Japan Fund, Inc.
       Supplement to Statement of Additional Information dated May 1, 1995

         The following text replaces the paragraph under "PURCHASES - Additional
Information About Making Subsequent Investments:"

         Subsequent  purchase  orders  for  $2,500 or more and for an amount not
greater than four times the value of the shareholder's  account may be placed by
telephone by established  shareholders (except by Scudder Individual  Retirement
Account (IRA),  Scudder  Horizon Plan,  Scudder Profit Sharing or Money Purchase
Pension Plans,  Scudder 401(k) and Scudder 403(b) Plan holders),  members of the
NASD and banks.  Orders  placed in this manner may be directed to The Japan Fund
Service  Center or to any Scudder Funds Center  office.  A  confirmation  of the
purchase  will be mailed  out  promptly  following  receipt of a request to buy.
Federal regulations require that payment be received within three business days.
If  payment  is  not  received  within  that  time,  the  order  is  subject  to
cancelation.  In the event of such cancelation or cancelation at the purchaser's
request,  the purchaser will be responsible for any loss incurred by the Fund or
the principal  underwriter by reason of such cancelation.  If the purchaser is a
shareholder,  the  Corporation  shall  have  the  authority,  as  agent  of  the
shareholder,  to  redeem  shares in the  account  to  reimburse  the Fund or the
principal  underwriter  for the loss incurred.  Net losses on such  transactions
which are not  recovered  from the  purchaser  will be absorbed by the principal
underwriter.  Any net profit on the  liquidation of unpaid shares will accrue to
the Fund.

June 7, 1995



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