KEMPER PORTFOLIOS
497, 2000-03-30
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                            Kemper Cash Reserves Fund
                Supplement to Statement of Additional Information
                             Dated February 1, 2000


The above-listed Fund's non-fundamental investment restrictions have been
amended by a vote of the Board of Trustees for the Fund. The following amended
and restated non-fundamental policies restate in their entirety the
non-fundamental restrictions for the Fund in the section entitled "Investment
Restrictions" in the currently effective Statement of Additional Information. In
addition, any reference to these policies elsewhere in the Statement of
Additional Information is hereby amended.

As a matter of non-fundamental policy, the Fund will not:

o   Borrow money in an amount greater than 5% of its total assets, except for
    temporary or emergency purposes.

o   Lend portfolio securities in an amount greater than one third of its total
    assets.

o   Invest more than 10% of net assets in illiquid securities.




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