SCUDDER FUND INC
N-30D, 1995-08-30
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                      MANAGED INTERMEDIATE GOVERNMENT FUND
- --------------------------------------------------------------------------------







                                 MID-YEAR REPORT
                                  JUNE 30, 1995
- --------------------------------------------------------------------------------
<PAGE>
Managed Intermediate Government Fund
Performance Update
June 30, 1995
- -----------------------------------------------------------------
Growth of a $10,000 Investment
- -----------------------------------------------------------------
Managed Intermediate Government Fund 
- ----------------------------------------
                     Total Return
  Period   Growth    -------------
   Ended     of               Average
 6/30/95  $10,000  Cumulative  Annual
- --------- -------  ----------  -------
1 Year    $10,555     5.55%     5.55%
Life of   
Fund*     $10,647     6.47%     2.73%

Lehman Brothers 1-3 Year 
Government Index
- --------------------------------------
                     Total Return
  Period   Growth    -------------
   Ended     of               Average
 6/30/95  $10,000  Cumulative  Annual
- --------- -------  ----------  -------
1 Year    $10,767     7.67%     7.67%
Life of   
Fund*     $11,052    10.52%     4.56%

*The Fund commenced operations on March 1, 1993.
Index comparisons begin March 31, 1993.

A chart in the form of a line graph appears here,
illustrating the Growth of a $10,000 Investment. 
The data points from the graph are as follows:

Periods ended June 30

Managed Intermediate Government Fund
Year            Amount
- ----------------------
3/31/93*        10000
6/93            10202
9/93            10340
12/93           10392
3/94            10134
6/94            10043
9/94            10091
12/94           10068
3/95            10364
6/95            10601

Lehman Brothers 1-3 Year
Government Index
Year            Amount
- ----------------------
3/31/93*        10000
6/93            10111
9/93            10250
12/93           10315
3/94            10265
6/94            10265
9/94            10368
12/94           10368
3/95            10713
6/95            11052

The unmanaged Lehman Brothers 1-3 Year Government Index is composed 
of agency and treasury securities with maturities of 1-3 years. Both 
the Fund and Index assume reinvestment of dividends. Index returns 
do not reflect fees or expenses.

- -------------------------------------------------------------------
Returns and Per Share Information
- -------------------------------------------------------------------

A chart in the form of a bar graph appears here,
illustrating the Fund Total Return (%) and Index Total
Return (%) with the exact data points listed in the table
below.



Yearly periods ended June 30
- ----------------------------------
<TABLE>
<S>                     <C>     <C>    <C>
                       1993*   1994    1995
                     -----------------------   
Net Asset Value...   $10.06   $ 9.40  $ 9.42
Income Dividends..   $  .19   $  .51  $  .49
Fund Total
Return (%)........     2.48    -1.56    5.55
Index Total
Return (%)........     1.11     1.52    7.67
</TABLE>

All performance is historical, assumes reinvestment of all dividends and
capital gains, and is not indicative of future results.
Investment return and principal value will fluctuate, so an investor's
shares, when redeemed, may be worth more or less than when purchased.
If the Manager had not maintained the Fund's expenses, the average 
annual total return for the one year and life of Fund periods would 
have been lower.

                                        2

<PAGE>


                                                                 August 23, 1995

Dear Shareholder:

     We are  pleased to provide  you with the  Managed  Intermediate  Government
Fund's Mid-Year Report which covers the Fund's  performance and progress for the
six months ended June 30, 1995.
     The  investment  objective of the Fund is to provide  investors with a high
level of current  income and to keep the price of its shares  more  stable  than
that of a long-term bond.
     As of June 30, the Fund's 30-day net  annualized  SEC yield was 5.81%.  The
Fund's net asset value per share  increased  from $9.18 on December  31, 1994 to
$9.42 on June 30,  1995.  Assuming the  reinvestment  of the  dividends  for the
period totaling $0.24,  the total return for the six-month period ended June 30,
1995 was 5.29%,  compared to the 9.63% average return for all Intermediate  U.S.
Government Funds and 2.80% average return of all Short U.S. Government Funds for
the same six-month  period  according to Lipper  Analytical  Services,  Inc., an
independent analyst of investment performance.  However, it is important to note
that the Fund, in  comparison  with most  Intermediate  U.S.  Government  Funds,
places more emphasis on maintaining a relatively stable per share price.
     Unaudited  financial  statements  for the period  ended June 30, 1995 and a
list of the Fund's  investments  as of that date are set forth on the  following
pages.
     If you have any questions concerning your Fund, please call toll free (800)
854-8525  from any  continental  state.  We will be glad to hear from you at any
time.

                                                                 /s/David S. Lee
                                                                    David S. Lee
                                                                        Chairman

                                       3
<PAGE>


Portfolio Management Discussion

     The dramatic  rally in bonds so far this year reflects a much more positive
interest rate  environment  than existed last year as the threat of inflationary
economic  growth  dissipated.  After  months  of price  declines  amid  repeated
interest rate hikes, we believed that by November 1994 bonds were  significantly
undervalued.  When  rates  stabilized  that month and then began to turn down in
response to evidence of slow economic growth and nominal inflation,  bond yields
began to  decline  and prices to  ascend.  In 1995,  as  evidence  mounted  that
inflation  was not  currently  a concern,  the trend  toward  higher bond prices
gathered momentum.

     The economic  statistics  released during 1995's second quarter were weaker
than expected and second  quarter GDP growth was  essentially  flat.  The recent
easing of interest rates by the Federal  Reserve,  coming after a series of rate
hikes in 1994, testifies to its confidence in the current trend of slow economic
growth and low inflation.  Measures of inflation were stable and were referenced
by the Federal  Reserve as the primary  reason it reduced the federal funds rate
on July 6. This outlook is enhanced by our expectation that growth should remain
slow for the next year to 18 months at least,  and that  monetary  policy should
therefore remain conducive to lower rates. The fact that U.S. interest rates are
still  comfortably  above the  inflation  rate  suggests they have room to fall.
While our  outlook is for lower  rates -- and  therefore  positive  bond  market
conditions -- over the longer term, we do expect pockets of volatility along the
way.

     Mortgage-backed securities tend to underperform other types of bonds during
periods of strong  price  appreciation  because  generally  the risk of mortgage
prepayment  increases as interest  rates decline.  However,  the majority of the
mortgage security universe are at best only marginally  refinanceable at current
rates. While we think it is likely that the higher coupon market will experience
higher  prepayments,  we believe that only a small amount of the mortgage market
will be  severely  impacted,  unless  rates drop  significantly  more.  In June,
premium coupon mortgage-backed  securities  outperformed  Treasuries.  We expect
these  bonds to  continue  to perform  well on the basis of their high  relative
yields --  especially  if the overall  bond market  becomes more placid over the
near term. After such unusually strong bond market returns in the first half, we
will be watching  for  periods of price  corrections,  which  could  result from
profit-taking or a spate of higher growth later this year.

     Recently  we  have  targeted  opportunities  in  moderate  premium  15 year
mortgage securities,  with emphasis on seasoned pools. These older issues should
offer greater  prepayment  protection as the  underlying  borrowers have already
displayed a reluctance  to refinance in a declining  rate  environment.  We have

                                       4
<PAGE>

utilized shorter maturity U.S. Government obligations to dampen volatility while
continuing  to maintain our approach to managing the fund with emphasis on share
price  stability.  During the second half of the year we look  forward to buying
opportunities,  especially  in the  mortgage  sector  where yield  advantage  is
approaching historically wide levels.


/s/David H. Glen                                           /s/Robert E. Pruyne
David H. Glen                                              Robert E. Pruyne
Lead Portfolio Manager                                     Portfolio Manager

                                       5
<PAGE>
<TABLE>
MANAGED INTERMEDIATE GOVERNMENT FUND
INVESTMENT PORTFOLIO (UNAUDITED)
JUNE 30, 1995

<CAPTION>
                                                                        PRINCIPAL          MARKET
                                                                         AMOUNT            VALUE
                                                                        ----------      -----------
<S>                                                                     <C>             <C>
REPURCHASE AGREEMENT -- 3.7%

  State Street Bank and Trust Co. dated 6/30/95, at 6%, to be
     repurchased on 7/3/95 (proceeds at maturity $516,258)
     collateralized by $510,000 U.S. Treasury Notes, 8.5%,
     8/15/95 (cost $516,000) (note 3)................................   $  516,000      $   516,000
                                                                                        -----------
U.S. GOVERNMENT AGENCY PASS-THRUS -- 53.3%
  Federal Home Loan Mortgage Corporation*
     7%, with various maturities to 2/1/99...........................    3,131,874        3,163,193
  Federal National Mortgage Association*
     9%, due 8/1/07..................................................    2,636,259        2,752,413
  Federal National Mortgage Association*
     8.5%, due 11/1/09...............................................      957,415          991,815
  Federal National Mortgage Association*
     8%, due 12/1/09.................................................      488,729          502,169
                                                                                        -----------
TOTAL U.S. GOVERNMENT AGENCY PASS-THRUS (cost $7,365,706)............                     7,409,590
                                                                                        -----------

U.S. TREASURY OBLIGATIONS -- 43.0%
  U.S. Treasury Note, 3.875%, 8/31/95................................    1,000,000          997,030
  U.S. Treasury Note, 5.125%, 11/15/95...............................    1,000,000          997,810
  U.S. Treasury Note, 4.625%, 2/29/96................................    3,000,000        2,979,360
  U.S. Treasury Note, 5.5%, 7/31/97..................................    1,000,000          993,280
                                                                                        -----------
TOTAL U.S. TREASURY OBLIGATIONS (cost $5,883,906)....................                     5,967,480
                                                                                        -----------

TOTAL INVESTMENTS -- 100.0% (cost $13,765,612)**.....................                   $13,893,070
                                                                                        ===========
<FN>
*   The investments in mortgage-backed securities 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. Effective maturities of these investments may be shorter than stated 
    maturities due to prepayments.

**  Cost for federal income tax purposes was $13,765,612. At June 30, 1995, net unrealized 
    appreciation for all securities based on tax cost was $127,458. This consisted of aggregate gross 
    unrealized appreciation for all securities in which there was an excess of market value over tax 
    cost of $128,728 and unrealized depreciation for all securities in which there was an excess of 
    tax cost over market value of $1,270.
</FN>
</TABLE>

    See notes to financial statements.

                                        6

<PAGE>
<TABLE>
MANAGED INTERMEDIATE GOVERNMENT FUND
STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED)
JUNE 30, 1995

<S>                                                                     <C>             <C>
ASSETS
Investments, at market (identified cost $13,765,612) (note 2)........                   $13,893,070
Cash.................................................................                         1,571
Interest receivable..................................................                       135,679
Deferred organizational expenses (note 2)............................                        32,657
                                                                                        -----------
        Total assets.................................................                    14,062,977

LIABILITIES
Payable for investments purchased....................................   $504,430
Dividend payable.....................................................     58,011
Management fee payable (note 5)......................................     13,042
Accrued expenses (note 5)............................................     26,103
                                                                        --------
        Total liabilities............................................                       601,586
                                                                                        -----------
Net assets, at market value..........................................                   $13,461,391
                                                                                        ===========
NET ASSETS
Net assets consist of:
   Net unrealized appreciation on investments........................                   $   127,458
   Accumulated net realized loss.....................................                    (1,766,166)
   Capital Stock ($.001 par value)...................................                         1,428
   Additional paid-in capital........................................                    15,098,671
                                                                                        -----------
Net assets, at market value..........................................                   $13,461,391
                                                                                        ===========
NET ASSET VALUE, offering and redemption price per share
      ($13,461,391 / 1,428,280 outstanding shares of
      Capital Stock, $.001 par value, 100,000,000
      shares authorized).............................................                         $9.42
                                                                                              =====


</TABLE>

See notes to financial statements.

                                                7

<PAGE>
<TABLE>
MANAGED INTERMEDIATE GOVERNMENT FUND
STATEMENT OF OPERATIONS (UNAUDITED)
FOR THE SIX MONTHS ENDED JUNE 30, 1995

<S>                                                                     <C>        <C>
INVESTMENT INCOME
Interest...........................................................                $394,245

EXPENSES:
Management fee (note 5)............................................     $ 13,042
Directors' fees and expenses (note 5)..............................        5,036
Shareholder services (note 5 and 6)................................        3,403
Custodian and accounting fees (note 5).............................        3,131
Professional services..............................................        8,199
Reports to shareholders............................................        2,637
Amortization of organization expense (note 2)......................        6,067
Registration fees..................................................        9,578
Miscellaneous fees.................................................        1,519     52,612
                                                                        --------   --------
NET INVESTMENT INCOME..............................................                 341,633

NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS
Net realized gain from investments.................................       16,797
Net unrealized appreciation on investments during the period.......      335,487
                                                                        --------   
Net gain on investments............................................                 352,284
                                                                                   --------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS...............                $693,917
                                                                                   ========
</TABLE>

   See notes to financial statements.

                                        8

<PAGE>
<TABLE>
MANAGED INTERMEDIATE GOVERNMENT FUND
STATEMENT OF CHANGES IN NET ASSETS

<CAPTION>
                                                                         SIX MONTHS
                                                                           ENDED          YEAR
                                                                          JUNE 30,        ENDED
                                                                            1995        DECEMBER 31,
                                                                         (UNAUDITED)       1994
                                                                        ------------    -----------
<S>                                                                     <C>             <C>
INCREASE (DECREASE) IN NET ASSETS

OPERATIONS:

Net investment income................................................   $    341,633    $ 1,140,426
Net realized gain (loss) on investments..............................         16,797     (1,787,223)
Net unrealized appreciation (depreciation) on investments
   during the period.................................................        335,487       (150,339)
                                                                        ------------    -----------
Net increase (decrease) in net assets resulting from operations......        693,917       (797,136)
                                                                        ------------    -----------
Dividends to shareholders from net investment income
   ($.24 and $.49 per share, respectively)...........................       (341,633)    (1,140,426)
                                                                        ------------    -----------
CAPITAL STOCK TRANSACTIONS:
Proceeds from sale of shares.........................................      2,064,548      9,084,268
Net asset value of shares issued in investment of dividends..........        289,979        514,707
                                                                        ------------    -----------
                                                                           2,354,527      9,598,975
Cost of shares redeemed..............................................    (11,424,183)      (498,287)
                                                                        ------------    -----------
Increase (decrease) in net assets from Capital Stock transactions....     (9,069,656)     9,100,688
                                                                        ------------    -----------
Total increase (decrease) in net assets..............................     (8,717,372)     7,163,126

NET ASSETS:
Beginning of period..................................................     22,178,763     15,015,637
                                                                        ------------    -----------
End of period........................................................   $ 13,461,391    $22,178,763
                                                                        ============    ===========

INCREASE (DECREASE) IN FUND SHARES:
Shares sold..........................................................        219,175        911,210
Shares issued to shareholders in investment of dividends.............         31,152         54,256
                                                                        ------------    -----------
                                                                             250,327        965,466
Shares redeemed......................................................     (1,238,513)       (53,264)
                                                                        ------------    -----------
Net increase (decrease) in Fund shares...............................       (988,186)       912,202

SHARES OUTSTANDING:                                                 
Beginning of period..................................................      2,416,466      1,504,264
                                                                        ------------    -----------
End of period........................................................      1,428,280      2,416,466
                                                                        ============    ===========
</TABLE>

    See notes to financial statements.

                                                9

<PAGE>
<TABLE>
MANAGED INTERMEDIATE GOVERNMENT FUND
FINANCIAL HIGHLIGHTS

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


<CAPTION>
                                                                                                     FOR THE PERIOD
                                                                     SIX MONTHS                      MARCH 1, 1993
                                                                       ENDED            YEAR         (COMMENCEMENT
                                                                      JUNE 30,          ENDED        OF OPERATIONS)
                                                                        1995          DECEMBER 31,   TO DECEMBER 31,
                                                                     (UNAUDITED)          1994            1993
                                                                     -----------      ------------   --------------
<S>                                                                     <C>             <C>             <C>
Net asset value, beginning of period..............................      $ 9.18          $  9.98         $ 10.00
                                                                        ------          -------         -------
Income from Investment Operations:
Net investment income (a).........................................         .24              .49             .45
Net realized and unrealized gain (loss) on investments............         .24             (.80)           (.02)
                                                                        ------          -------         -------
Total from investment operations..................................         .48             (.31)            .43
                                                                        ------          -------         -------
Less dividends from net investment income.........................        (.24)            (.49)           (.45)
                                                                        ------          -------         -------
Net asset value, end of period....................................      $ 9.42          $  9.18         $  9.98
                                                                        ======          =======         =======
TOTAL RETURN (%) (d)..............................................        5.29(b)         (3.12)           4.37(b)
                                                                        ======          =======         =======
RATIOS AND SUPPLEMENTARY DATA
Net assets, end of period ($ millions)............................          13               22              15
Ratio of operating expenses, to average net assets (%) (a)........         .80(c)          1.01             .51(c)
Ratio of net investment income, to average net assets (%).........        5.20(c)          5.19            5.35(c)
Portfolio turnover rate (%).......................................       51.40(c)        336.62          132.98(c)
<FN>
(a) Reflects a per share amount of expenses reimbursed by
     the Manager of...............................................      $   --          $    --         $   .03

    Reflects a per share amount of management fee and
     other fees not imposed.......................................      $  .03          $   .03         $   .07

    Operating expense ratio including expenses reimbursed,
     management fee and other expenses not imposed (%)............        1.52(c)          1.34            1.69(c)

(b) Not annualized

(c) Annualized

(d) Total returns are higher due to maintenance of the Fund's expenses.
</FN>
</TABLE>

                                                10

<PAGE>
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

1.  ORGANIZATION

        Managed Intermediate Government Fund (the "Fund") is a portfolio of
Scudder Fund, Inc. (the "Company") which is an open-end diversified management
investment company.

2.  SIGNIFICANT ACCOUNTING POLICIES

        Significant accounting policies followed by the Fund are:

        (a) Security Valuation - The value of securities is determined as of the
close of regular trading on the New York Stock Exchange. Securities are valued
utilizing primarily the latest bid prices or, if bid prices are not available,
on the basis of valuations based on a matrix system, both as furnished by a
reputable independent pricing service. Debt securities maturing in 60 days or
less are valued at amortized cost. All other securities and other assets for
which current market quotes are not readily available are valued at fair value
as determined in good faith by the Company's Board of Directors and in
accordance with procedures adopted by the Board of Directors.

        (b) Federal Income Taxes - The Fund's policy is to qualify as a
regulated investment company under the Internal Revenue Code and to distribute
all taxable income, including any realized net capital gains, to shareholders.
Therefore, no Federal income tax provision is required.  As of December 31,
1994, the Fund had a net tax basis capital loss carryforward of approximately
$1,787,000, which may be applied against any realized net taxable capital gains
of each succeeding year until fully utilized or until December 31, 2002,
whichever comes first.

        (c) Allocation of Expenses - Expenses not directly chargeable to the
Fund are allocated primarily on the basis of relative net assets of the
Company.

        (d) Dividends - Dividends from net investment income are declared each
business day to shareholders of record on the previous business day for payment
on the first business day of the following month. During any particular year,
net realized gains from investment transactions in excess of available capital
loss carryforwards would be taxable to the Fund if not distributed. Therefore,
the Fund intends to distribute these amounts to shareholders. An additional
distribution may be made to the extent necessary to avoid the payment of a four
percent federal excise tax. The Fund uses the specific identification method
for determining realized gains or losses on investments for both financial and
federal income tax reporting purposes.

        (e) Organization Costs - Costs incurred by the Fund in connection with
its organization and initial registration of shares have been deferred and
are being amortized on a straight-line basis over a five-year period.

        (f) Other - Investment transactions are recorded on trade dates.
Interest income is recorded as earned and is adjusted for gains and losses on
paydowns on mortgage-backed securities. Distributions to shareholders are
recorded on the ex-dividend dates.

3.  REPURCHASE AGREEMENTS

        It is the Company's policy to obtain possession, through its custodian,
of the securities underlying each repurchase agreement to which it is a party,
either through physical delivery or book entry transfer in the Federal Reserve
System or Participants Trust Company. Payment by the Company in respect of a
repurchase agreement is authorized only when proper delivery of the underlying
securities is made to the Company's custodian. The Company's investment manager
values such underlying securities each business day using quotations obtained
from a reputable, independent source. If the Company's investment manager
determines that the value of such underlying securities (including accrued
interest thereon) does not at least equal the value of each repurchase
agreement (including accrued interest thereon) to which such securities are
subject, it will ask for additional securities to be delivered to the Company's
custodian. In connection with each repurchase agreement transaction, if the
seller defaults and the value of the collateral declines or if the seller
enters an insolvency proceeding, realization of the collateral by the Company
may be delayed or limited.


                                      11

<PAGE>
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

4.  PURCHASES AND SALES OF SECURITIES

        During the six months ended June 30, 1995, purchases and sales of
securities, which were exclusively U.S. Government securities, (excluding
short-term investments) aggregated $2,486,069 and $11,510,931, respectively.

5.  MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

        The Company retains Scudder, Stevens & Clark, Inc. ("Scudder") as
investment manager for the Fund, pursuant to an investment advisory agreement
between Scudder and the Company on behalf of the Fund, for a management fee
payable each month, based upon the average daily value of the Fund's net
assets, at an annual rate of .65%. Scudder has agreed not to impose all or a
portion of its management fee until December 31, 1995, and during such period
to maintain the annualized expenses of the Fund at not more than 0.80% of
average daily net assets. For the six months ended June 30, 1995, Scudder did
not impose a portion of its fee amounting to $29,633, and the portion imposed
amounted to $13,042.

        Under certain state regulations, if the total expenses of the Fund,
exclusive of taxes, interest, and extraordinary expenses exceed certain
limitations, the Company's investment adviser is required to reimburse the Fund
for such excess up to the amount of the management fee. During the six months
ended June 30, 1995, no such reimbursement was required.

        Scudder Service Corporation ("SSC"), a wholly-owned subsidiary of
Scudder is the Company's shareholder service, transfer and dividend disbursing
agent.  For the six months ended June 30, 1995, SSC did not impose any of its
fees amounting to $1,619.

        Scudder Fund Accounting Corporation ("SFAC"), a wholly-owned subsidiary
of Scudder, is responsible for determining the daily net asset value per share
and maintaining the portfolio and general accounting records for the Fund.
For the six months ended June 30, 1995, the amount charged to the Fund by SFAC
aggregated $2,529, of which $420 is unpaid. For the six months ended June 30,
1995, SFAC did not impose fees amounting to $16,221.

        The Company has a compensation arrangement under which payment of
Directors' fees may be deferred. Interest is accrued (based on the rate of
return earned on the 90 day Treasury Bill as determined at the beginning of
each calendar quarter) on the deferred balances and is included in "Directors'
fees and expenses." The accumulated balance of deferred directors' fees and
interest thereon relating to the Fund constituting the Company aggregated
$9,674, an applicable portion of which is included in accrued expenses of the
Fund.

6.  SHAREHOLDER SERVICES

        The Fund has special arrangements with certain banks, institutions and
other persons under which they receive compensation from the Fund and Scudder
for performing shareholder servicing functions for their customers who own
shares in the Fund from time to time. For the six months ended June 30, 1995,
payments by the Fund pursuant to these arrangements aggregated $2,658.

7.  SHAREHOLDER SERVICE, ADMINISTRATION AND DISTRIBUTION PLAN

        The Company has a Shareholder Service, Administration and Distribution
Plan adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940
under which participating organizations which enter into agreements with the
Company and Scudder may receive a fee of up to 0.25% on an annual basis from
each of the Company and Scudder. Such fee is calculated on the average daily
net assets of the Company for which such participating organizations are
responsible.  No payments have been made by the Company for shareholder
service, administration and distribution assistance under this plan other than
those indicated in Note 6 above.

8.  CAPITAL STOCK

        At June 30, 1995, one holder of record of the Fund held approximately
60% of the outstanding shares.


                                      12

<PAGE>
                          Shareholder Meeting Results

An Annual  Meeting  of  Shareholders  of Scudder  Fund,  Inc.  (the  "Company"),
consisting of Managed  Government  Securities Fund,  Managed Federal  Securities
Fund,  Managed  Cash  Fund,  Managed  Tax-Free  Fund  and  Managed  Intermediate
Government  Fund,  was held on  Friday,  February  3,  1995,  at the  offices of
Scudder,  Stevens & Clark,  Inc., New York, New York. The two matters voted upon
by Shareholders  and the resulting votes for each matter are presented below.

1.  The  election  of five  Directors  to hold  office  until  their  respective
successors shall have been duly elected and qualified.

<TABLE>

Director:                                                 Number of Votes:
  <S>                           <C>             <C>          <C>         <C>           <C>
                                                                                     Broker
                                For           Against     Withheld     Abstain     Non-Votes*
                                ---           -------     ---------    -------     ----------
David S. Lee              241,650,469.435        0        1,931.183       0             0
Edgar R. Fiedler          241,650,469.435        0        1,931.183       0             0
Peter B. Freeman          241,650,469.435        0        1,931.183       0             0
Robert W. Lear            241,650,469.435        0        1,931.183       0             0
Daniel Pierce             241,650,469.435        0        1,931.183       0             0
</TABLE>

2.  Ratification  or  rejection of the action taken by the Board of Directors in
selecting  Price  Waterhouse LLP as independent  accountants for the fiscal year
ending December 31, 1995.

<TABLE>
                                       Number of Votes:
           <S>                      <C>                   <C>                    <C>
                                                                                Broker
           For                    Against               Abstain               Non-Votes*
           ---                    -------               -------               ----------
     241,583,509.939             1,154.099             67,736.580                 0
</TABLE>

- -----------------------------
*     Broker  non-votes  are proxies  received by the  Company  from  brokers or
      nominees when the broker or nominee neither has received instructions from
      the  beneficial   owner  or  other  persons   entitled  to  vote  nor  has
      discretionary power to vote on a particular matter.

                                       13
<PAGE>





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                                       14
<PAGE>


Board of Directors

DAVID S. LEE(1)                    Chairman of the Board; Managing Director,
                                   Scudder, Stevens & Clark, Inc.

EDGAR R. FIEDLER(1) (2) (3)        Vice President and Economic Counsellor, The
                                   Conference Board; formerly Assistant
                                   Secretary of the Treasury for Economic Policy

PETER B. FREEMAN(2) (3)            Corporate Director and Trustee

ROBERT W. LEAR(2) (3)              Executive-in-Residence and Visiting
                                   Professor, Columbia University Graduate
                                   School of Business; Director or Trustee,
                                   Various Organizations

DANIEL PIERCE(1)                   President; Chairman of the Board, Scudder,
                                   Stevens & Clark, Inc.
                                   

                                  (1) Member of Executive Committee
                                  (2) Member of Nominating Committee
                                  (3) Member of Audit Committee

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

Officers

DAVID S. LEE                       Chairman of the Board

DANIEL PIERCE                      President

THOMAS W. JOSEPH                   Vice President and Assistant Secretary

THOMAS F. McDONOUGH                Vice President and Assistant Secretary

PAMELA A. McGRATH                  Vice President and Treasurer

IRENE McC. PELLICONI               Secretary


                                       15
                             

                      Managed Intermediate Government Fund
                    345 Park Avenue, New York, New York 10154
                                 (800) 854-8525


Investment Manager                                 MANAGED INTERMEDIATE
Scudder, Stevens & Clark, Inc.                       GOVERNMENT FUND
345 Park Avenue
New York, New York 10154

Distributor
Scudder Investor Services, Inc.
Two International Place
Boston, Massachusetts 02110

Custodian
State Street Bank and Trust Company
225 Franklin Street
Boston, Massachusetts 02110

Fund Accounting Agent
Scudder Fund Accounting Corporation
Two International Place
Boston, Massachusetts 02110

Transfer Agent and
Dividend Disbursing Agent
Scudder Service Corporation
P.O. Box 9242
Boston, Massachusetts 02106

Legal Counsel
Sullivan & Cromwell
New York, New York


- ---------------------------------------------           MID-YEAR REPORT
                                                         JUNE 30, 1995


This  report  is for the  information  of the
shareholders.  Its use in connection with any
offering   of   the   Company's   shares   is
authorized  only in case of a  concurrent  or
prior  delivery  of  the  Company's   current
prospectus.



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