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EXHIBIT 17
FORM OF PROXY
[Logo] YOUR VOTE IS IMPORTANT!
[Address]
VOTE TODAY BY MAIL,
TOUCH-TONE PHONE OR THE INTERNET
CALL TOLL FREE 1-XXX-XXX-XXXX OR
LOG ON TO WWW.PROXYWEB.COM/XXXXX
*** CONTROL NUMBER: xxx xxx xxx xxx xx *** Please fold and detach card at
perforation before mailing.
KEMPER INTERMEDIATE MUNICIPAL BOND FUND
Kemper National Tax-Free Income Series
222 South Riverside Plaza
Chicago, Illinois 60606
(800) [ ]
PROXY FOR THE SPECIAL MEETING OF SHAREHOLDERS
4:00 p.m., on May 24, 2001
The undersigned hereby appoints __________, ____________ and ____________,
and each of them, the proxies of the undersigned, with the power of substitution
to each of them, to vote all shares of Kemper Intermediate Municipal Bond Fund
(the "Fund") which the undersigned is entitled to vote at the Special Meeting of
Shareholders of the Fund to be held at the offices of Scudder Kemper
Investments, Inc., 13th Floor, Two International Place, Boston, MA 02110-4103,
on May 24, 2001 at 4:00 p.m., Eastern time, and at any adjournments thereof.
PLEASE SIGN AND RETURN PROMPTLY
IN THE ENCLOSED ENVELOPE. NO
POSTAGE IS REQUIRED.
Dated _________________________, 2001
Please sign exactly as your name or
names appear. When signing as an
attorney, executor, administrator,
trustee or guardian, please give your
full title as such.
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[Name]
[Address]
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Signature(s) of Shareholder(s)
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[Logo] YOUR VOTE IS IMPORTANT!
[Address]
VOTE TODAY BY MAIL,
TOUCH-TONE PHONE OR THE INTERNET
CALL TOLL FREE 1-xxx-xxx-xxxx OR
LOG ON TO WWW.PROXYWEB.COM/xxxxx
Please fold and detach card at perforation before mailing.
All properly executed proxies will be voted as directed. If no instructions
are indicated on a properly executed proxy, the proxy will be voted FOR approval
of the proposals.
THE PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF KEMPER INTERMEDIATE
MUNICIPAL BOND FUND. THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE PROPOSALS.
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Please vote by filling in the boxes below.
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<CAPTION>
FOR AGAINST ABSTAIN
PROPOSAL 1
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<S> <C> <C> <C>
To elect Trustees of the Trust. [_] [_] [_]
NOMINEES:
(01) John W. Ballantine, (02) Lewis A. Burnham, (03) Linda C. Coughlin, (04)
Donald L. Dunaway, (05) James R. Edgar, (06) William F. Glavin, (07)
Robert B. Hoffman, (08) Shirley D. Peterson, (09) Fred B. Renwick, (10)
William P. Sommers, (11) John G. Weithers.
INSTRUCTION: To withhold authority to vote for any individual nominee,
write the name(s) on the line immediately below.
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PROPOSAL 2
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To approve an Agreement and Plan of Reorganization for the Fund (the [_] [_] [_]
"Plan"). Under the Plan, (i) all or substantially all of the assets and
all of the liabilities of the Fund would be transferred to Scudder Medium
Term Tax Free Fund, (ii) each shareholder of the Fund would receive
shares of Scudder Medium Term Tax Free Fund of a corresponding class to
those held by the shareholder in the Fund in an amount equal to the value
of their holdings in the Fund, and (iii) the Fund would then be
terminated.
</TABLE>
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<TABLE>
<CAPTION>
PROPOSAL 3
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<S> <C> <C> <C>
To ratify the selection of Ernst & Young LLP as the independent auditors [_] [_] [_]
for the Fund for the Fund's current fiscal year.
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The proxies are authorized to vote in their discretion on any other business
which may properly come before the meeting and any adjournments thereof.
PLEASE SIGN ON REVERSE SIDE