AARP CASH INVESTMENT FUNDS
497, 1996-10-04
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                      AARP INVESTMENT PROGRAM FROM SCUDDER

                           AARP Cash Investment Funds:
                          AARP HIGH QUALITY MONEY FUND

                               AARP Income Trust:
                        AARP GNMA and U.S. TREASURY FUND
                           AARP HIGH QUALITY BOND FUND


                          AARP Tax Free Income Trust:
                      AARP HIGH QUALITY TAX FREE MONEY FUND
                     AARP INSURED TAX FREE GENERAL BOND FUND

                               AARP Growth Trust:
                        AARP BALANCED STOCK AND BOND FUND
                           AARP GROWTH AND INCOME FUND
                             AARP GLOBAL GROWTH FUND
                            AARP CAPITAL GROWTH FUND






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                       STATEMENT OF ADDITIONAL INFORMATION

                                February 1, 1996
   
                           As Revised October 1, 1996
    



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         This Statement of Additional Information is not a prospectus and should
be read in  conjunction  with the combined  Prospectus for all nine of the above
Funds, dated February 1, 1996, as amended from time to time, copies of which may
be  obtained  without  charge by writing  to the AARP  INVESTMENT  PROGRAM  FROM
SCUDDER,  P.O.  Box  2540,  Boston,   Massachusetts  02208-2540  or  by  calling
1-800-253-2277.


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<TABLE>
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                                                   TABLE OF CONTENTS
                                                                                                                   Page
<S>                                                                                                                <C>    
AARP INVESTMENT PROGRAM FROM SCUDDER..................................................................................1
         Summary of Advantages and Benefits...........................................................................1

THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES.........................................................................3
         AARP Money Funds.............................................................................................3
         AARP Income Funds............................................................................................6
         AARP Insured Tax Free Income Fund............................................................................8
         AARP Growth Funds...........................................................................................11
         Special Investment Policies of the AARP Funds...............................................................13
         General Investment Policies of the AARP Funds...............................................................27
         Investment Restrictions.....................................................................................27

PURCHASES............................................................................................................32
         General Information.........................................................................................32
         Checks......................................................................................................32
         Share Price.................................................................................................33
         Share Certificates..........................................................................................33
         Direct Deposit Program......................................................................................33
         Wire Transfers..............................................................................................33
         Holidays....................................................................................................33
         Other Information...........................................................................................33

REDEMPTIONS..........................................................................................................34
         General Information.........................................................................................34
         Redemption by Telephone.....................................................................................34
         Redemption by Mail or Fax...................................................................................35
         Redemption by Checkwriting..................................................................................36
         Redemption-in-Kind..........................................................................................36
         Other Information...........................................................................................36

EXCHANGES............................................................................................................37

TRANSACT BY PHONE....................................................................................................37
         Purchasing Shares by Transact by Phone......................................................................38
         Redeeming Shares by Transact by Phone.......................................................................38

FEATURES AND SERVICES OFFERED BY THE FUNDS...........................................................................38
         Automatic Dividend Reinvestment.............................................................................38
         Distributions Direct........................................................................................38
         Reports to Shareholders.....................................................................................39
         Consolidated Statements.....................................................................................39

RETIREMENT PLANS.....................................................................................................39
         AARP No-Fee Individual Retirement Account ("AARP No-Fee IRA")...............................................39
         AARP Keogh Plan.............................................................................................40

OTHER PLANS..........................................................................................................41
         Automatic Investment........................................................................................41
         Automatic Withdrawal Plan...................................................................................41
         Direct Payment of Regular Fixed Bills.......................................................................42

DIVIDENDS AND YIELD..................................................................................................42
         Performance Information: Computation of Yields and Total Return.............................................43

TRUST ORGANIZATION...................................................................................................48

                                       i
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MANAGEMENT OF THE FUNDS..............................................................................................49
         Personal Investments by Employees of Scudder................................................................53

TRUSTEES AND OFFICERS................................................................................................53

REMUNERATION.........................................................................................................57

DISTRIBUTOR..........................................................................................................59

TAXES 59

BROKERAGE AND PORTFOLIO TURNOVER.....................................................................................63
         Brokerage Commissions.......................................................................................63
         Portfolio Turnover..........................................................................................65

NET ASSET VALUE......................................................................................................65
         AARP Money Funds............................................................................................65
         AARP Non-Money Market Funds.................................................................................65

ADDITIONAL INFORMATION...............................................................................................66
         Experts.....................................................................................................66
         Shareholder Indemnification.................................................................................67
         Ratings of Corporate Bonds..................................................................................67
         Ratings of Commercial Paper.................................................................................67
         Ratings of Municipal Bonds..................................................................................68
         Other Information...........................................................................................68
         Tax-Exempt Income vs. Taxable Income........................................................................69

FINANCIAL STATEMENTS.................................................................................................70
</TABLE>


                                       ii
<PAGE>



                      AARP INVESTMENT PROGRAM FROM SCUDDER

         The AARP Investment  Program from Scudder (the "Program") was developed
by the American  Association of Retired Persons  ("AARP") to provide an array of
conservatively  managed  investment  options for its members.  Today's financial
markets present an enormous,  ever-changing  selection of investments suited for
investors  with varying  needs.  AARP, a  non-profit  organization  dedicated to
improving the quality of life,  independence  and dignity of older  people,  has
undertaken to help its members by designing an investment program which attempts
to satisfy the investment and retirement  planning needs of most of its members,
whether they be experienced  investors or savers who have never invested at all.
As with any program with the "AARP" name, the Program  includes special benefits
as described in the combined  prospectus for the four Trusts,  dated February 1,
1996 (the "Prospectus"). AARP endorses this program which was developed with the
assistance of Scudder,  Stevens & Clark, Inc. ("the Fund Manager" or "Scudder"),
a firm with over 75 years of investment  counseling and  management  experience.
Scudder,  Stevens & Clark,  Inc.  was selected  after an extensive  search among
qualified candidates,  and provides the Program with continuous and conservative
professional investment management. (See "MANAGEMENT OF THE FUNDS.")

         The Program consists of four Trusts - AARP Cash Investment  Funds, AARP
Income Trust,  AARP Tax Free Income Trust, and AARP Growth Trust (the "Trusts").
Each of the Trusts is an open-end,  management  investment company authorized to
issue its shares of beneficial interest in separate series ("the AARP Funds"). A
total of nine diversified  Funds are currently  offered by the four Trusts.  The
differing  investment  objectives of the nine Funds in the Program  provide AARP
members  with a variety of  sensible  investment  alternatives,  and by matching
their own objectives  with those of the different  AARP Funds,  AARP members may
design an investment program to meet their personal needs. Not all your money is
the same.  There is short-term  money, for example money needed for your regular
budgeting and for emergencies,  and there is money which can be invested for the
longer term. It is generally thought that three months of income/expenses should
be set aside in a  savings  account  or money  market  fund to cover  short-term
needs.  The  Program is designed  to offer  alternatives  to keeping all of your
money in short-term  fixed price  investments  like money market funds,  insured
short-term savings accounts and insured six-month  certificates of deposit.  The
AARP Money Funds  provide a taxable and a tax free  alternative  for  short-term
monies and the AARP Income  Funds,  the AARP  Insured Tax Free General Bond Fund
and the AARP Growth Funds provide a range of choices for longer term  investment
dollars.

         The Program includes functions  performed by AARP Member Services;  the
AARP Funds;  Scudder  Investor  Services,  Inc., the AARP Funds'  "underwriter";
Scudder Service Corporation ("SSC"), the AARP Funds' "transfer agent"; and Brown
Brothers Harriman & Co. and State Street Bank and Trust Company, the AARP Funds'
"custodians."

Summary of Advantages and Benefits

o    Experienced  Professional  Management:  Scudder,  Stevens  &  Clark,  Inc.,
     investment counsel since 1919 and mutual Fund managers since 1928, provides
     investment advice to the Funds.

o    AARP's   Commitment:   the  Program  was   designed   with  AARP's   active
     participation  to provide  strong  ongoing  representation  of the members'
     interests and to help ensure a high level of service.

o    Wide  Selection of Investment  Objectives:  you can emphasize  money market
     returns and liquidity, income, tax-free income, growth, or any combination.

o    Diversification: you benefit from investing in one or more large portfolios
     of carefully selected securities.

o    $500 Minimum  Starting  Investment  for Eight of the Funds ($2,500  Minimum
     Starting  Investment in AARP High Quality Tax Free Money Fund, $250 Minimum
     Starting  Investment  for AARP IRA and Keogh Plan  Accounts):  you may make
     additional investments in any amount at any time.

o    No Sales  Commissions:  the AARP Funds are pure no-load(TM),  so you pay no
     sales  charges to purchase,  transfer or redeem  shares nor do you pay Rule
     12b-1 fees.

o    Investment  Flexibility and Exchange:  you may exchange among the nine AARP
     Funds in the Program at any time without charge.
<PAGE>

o    Dividends:  the AARP  Money  Funds,  the AARP  Income  Funds,  and the AARP
     Insured Tax Free Income Fund all pay dividends  monthly,  the AARP Balanced
     Stock and Bond Fund and the AARP Growth and Income Fund are expected to pay
     dividends  quarterly  and the AARP Global  Growth Fund and the AARP Capital
     Growth Fund pay dividends, if any, annually.

o    Automatic  Dividend  Reinvestment:  you may receive  dividends  by check or
     arrange to have them automatically reinvested.

o    Readily Available Account,  Price, Yield and Total Return Information:  the
     yield for the AARP Money Funds is quoted  weekly and the net asset value of
     each  other  Fund  is  quoted  daily  in the  financial  pages  of  leading
     newspapers.  You may also dial our automated  Easy-Access Line,  toll-free,
     1-800-631-4636  for recorded account  information,  share price,  yield and
     total return information, 7 days a week.

o    Convenience and Efficiency:  simplified investment procedures save you time
     and help your money work harder for you.

o    Liquidity:  on any  business  day  (subject to a 7 day  waiting  period for
     investment checks to clear),  you may request  redemption of your shares at
     the next  determined  net asset  value,  and, in the case of the AARP Money
     Funds, you may elect free Checkwriting and write checks for $100 or more on
     your account to make payments to any person or business.

o    Direct Deposit  Program:  you may have your Social Security or other checks
     from the U.S.  Government  or any  other  regular  income  checks,  such as
     pension,   dividend,   interest,  and  even  payroll  checks  automatically
     deposited directly to your account.

o    Automatic  Withdrawal Plan: with a minimum qualifying balance of $10,000 in
     one AARP Fund,  you may arrange to receive  monthly,  quarterly or periodic
     checks from your account for any designated amount of $50 or more.

o    Direct Payment of Regular Fixed Bills: with a minimum qualifying balance of
     $10,000 in one AARP Fund,  you may arrange to have your regular fixed bills
     that are of fixed amounts, such as rent, mortgage, or other payments of $50
     or more sent directly from your account at the end of the month.

o    Personal   Service  and   Information:   professionally   trained   service
     representatives  help you whenever you have questions through our toll-free
     number, 1-800-253-2277.

o    Consolidated Statements:  in addition to receiving a confirmation statement
     of each transaction in your account,  you receive,  without extra charge, a
     convenient monthly consolidated statement.  (Retirement Plan statements are
     mailed  quarterly.)  This  statement  contains the market value of all your
     holdings  and a complete  listing of your  transactions  for the  statement
     period.

o    Shareholder  Handbook:  the Shareholder Handbook was created to help answer
     many of the questions you may have about investing in the Program.

o    IRA Shareholder Handbook:  The IRA Shareholder Handbook was created to help
     answer many of the  questions  you may have about  investing  in the no-fee
     AARP IRA.

o    A  Glossary  of  Investment  Terms:  the  Glossary  defines  commonly  used
     financial and investment terms.

o    Newsletter:  every month,  shareholders  receive our newsletter,  Financial
     Focus (retirement plan shareholders  receive a special edition of Financial
     Focus on a quarterly  basis)  which is designed to help keep you up to date
     on economic and investment developments, and any new financial services and
     features of the Program.

         This Statement of Additional  Information  supplements  the Prospectus,
and provides more detailed information about the Trusts and the Funds.

                                       2
<PAGE>

                  THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES

AARP Money Funds

         (See "AARP High Quality  Money Fund," "AARP High Quality Tax Free Money
Fund," "INVESTMENT  OBJECTIVES AND POLICIES," and "OTHER INVESTMENT POLICIES AND
RISK FACTORS" in the Prospectus.)

         The AARP  Funds  offer a choice of a taxable  and a tax free money fund
for small savers, big savers and people looking for a way to invest.  People who
earn a relatively low interest rate in an insured bank savings account, who have
to make withdrawals or deposits in person or whose money isn't easily accessible
may find that the AARP Money Funds can help.

         AARP High Quality  Money Fund.  The AARP High  Quality  Money Fund is a
separate  series of AARP Cash  Investment  Funds and is the only Fund  currently
offered  by that  Trust.  Additional  series of the Trust may be  offered in the
future.  From  investments in high quality  securities,  the Fund is designed to
provide current income.  The Fund also seeks to maintain stability and safety of
principal  while offering  liquidity.  The Fund seeks to maintain a constant net
asset value of $1.00 per share. There may be circumstances under which this goal
cannot be achieved.  The Fund invests in securities with remaining maturities of
397  calendar  days or less,  except in the case of U.S.  Government  securities
which  may  have   maturities   of  up  to  762  calendar   days.   The  average
dollar-weighted  maturity of its  investments is 90 days or less. The investment
policies and restrictions of the Fund are described as follows:

         To  provide  safety and  liquidity,  the  investments  of the AARP High
Quality  Money Fund are limited to those that at the time of purchase are rated,
or judged by the Fund Manager to be the  equivalent  of those rated,  within the
two highest credit ratings  ("high quality  instruments")  by one or more rating
agencies such as: Moody's Investors Service, Inc. ("Moody's"), Standard & Poor's
("S&P") or Fitch  Investors  Service  ("Fitch").  In addition,  the Fund Manager
seeks  through its own credit  analysis  to limit  investments  to  high-quality
instruments presenting minimal credit risks. If a security ceases to be rated or
is downgraded  below the second highest quality rating indicated above, the Fund
will  promptly  dispose of the  security,  unless the  Trustees  determine  that
continuing  to  hold  such  security  is in the  best  interests  of  the  Fund.
Generally,  the Fund will  invest in  securities  rated in the  highest  quality
rating by at least two of these rating agencies.

         Securities  eligible for  investment  by the Fund  include  "first tier
securities"  and "second tier  securities."  "First tier  securities"  are those
securities  which are  generally  rated (or issued by an issuer with  comparable
securities rated) in the highest category by at least two rating services (or by
one rating service,  if no other rating service has issued a rating with respect
to that  security).  Securities  generally  rated (or  issued by an issuer  with
comparable  securities  rated) in the top two  categories by at least two rating
agencies (or one, if only one rating agency has rated the security) which do not
qualify  as first tier  securities  are known as "second  tier  securities."  To
ensure  diversity  of the  Fund's  investments,  as a matter of  non-fundamental
policy  the  Fund  will not  invest  more  than 5% of its  total  assets  in the
securities of a single  issuer,  other than the U.S.  Government.  The Fund may,
however, invest more than 5% of its total assets in the first tier securities of
a single  issuer  for a period  of up to three  business  days  after  purchase,
although the Fund may not make more than one such  investment  at any time.  The
Fund may not invest more than 5% of its total  assets in  securities  which were
second tier  securities  when  acquired by the Fund.  Further,  the Fund may not
invest more than the greater of (1) 1% of its total  assets,  or (2) one million
dollars,  in the securities of a single issuer which were second tier securities
when acquired by the Fund.

         The Fund purchases  high quality  short-term  securities  consisting of
obligations  issued  or  guaranteed  by the U.S.  Government,  its  agencies  or
instrumentalities;  obligations  of  supranational  organizations  such  as  the
International   Bank  for  Reconstruction  and  Development  (the  World  Bank);
obligations of domestic  banks and their foreign  branches,  including  bankers'
acceptances,   certificates  of  deposit,   deposit  notes  and  time  deposits;
obligations of savings and loan institutions;  instruments whose credit has been
enhanced by: banks (letters of credit),  insurance  companies (surety bonds), or
other  corporate  entities  (corporate   guarantees);   corporate   obligations,
including  commercial  paper,  notes,  bonds,  loans  and  loan  participations;
securities with variable or floating  interest rates;  asset-backed  securities,
including certificates, participations and notes; municipal securities including
notes,  bonds and  participation  interests,  either  taxable  or  tax-free,  as
described  in more  detail  for the  AARP  High  Quality  Tax Free  Money  Fund;


                                       3
<PAGE>

securities with put features; and repurchase agreements. The Fund may hold cash,
which does not earn interest, to facilitate  stabilizing its net asset value per
share and for liquidity purposes.

         Commercial  paper at the time of purchase  will be rated,  or judged by
the Fund Manager under the supervision of the Trustees,  to be the equivalent of
securities  rated,  A-1 or higher by S&P, Prime-1 or higher by Moody's or F-1 or
higher by Fitch.  Investments in other corporate  obligations,  such as bonds or
notes,  will be limited to securities rated, or judged by the Fund Manager to be
the equivalent of securities rated, AA or higher by S&P or Fitch or Aa or higher
by Moody's.  Obligations which are the subject of repurchase  agreements will be
limited  to those of the  type  described  above.  Shares  of this  Fund are not
insured or guaranteed by the U.S. Government.

         The Fund may invest in certificates of deposit and bankers' acceptances
of large  domestic  banks  (i.e.,  banks  which at the time of their most recent
annual financial statements show total assets in excess of $1 billion) and their
foreign branches and of smaller banks as described  below.  These as well as all
other investments of the Fund must be U.S. dollar denominated. The Fund will not
invest in  certificates  of deposit or  bankers'  acceptances  of foreign  banks
without  additional  consideration  by and the  approval of the  Trustees of the
Trust.  Although the Fund recognizes that the size of a bank is important,  this
fact alone is not necessarily indicative of its creditworthiness.

         Investment in certificates of deposit and bankers'  acceptances  issued
by  foreign  branches  of  domestic  banks  involves  investment  risks that are
different in some respects from those  associated with investment in obligations
issued by domestic banks. Such investment risks include the possible  imposition
of  withholding  taxes on  interest  income,  the  possible  adoption of foreign
governmental  restrictions which might adversely affect the payment of principal
and  interest  on such  obligations,  or other  adverse  political  or  economic
developments.  In addition,  it might be more  difficult to obtain and enforce a
judgment against a foreign branch of a domestic bank.

         The Fund may also  invest in  certificates  of deposit  issued by banks
which had, at the time of their most recent annual financial  statements,  total
assets of less than $1 billion,  provided that (i) the principal amounts of such
certificates of deposit are insured by an agency of the U.S. Government, (ii) at
no time will the Fund hold more than $100,000  principal  amount of certificates
of deposit of any one such bank, and (iii) at the time of  acquisition,  no more
than 10% of the Fund's  net assets  (taken at  current  value) are  invested  in
certificates  of deposit and bankers'  acceptances  of banks having total assets
not in excess of $1 billion.

         The Fund may enter into repurchase  agreements with member banks of the
Federal  Reserve System whose  creditworthiness  has been determined by the Fund
Manager to be equal to that of issuers of commercial  paper rated within the two
highest grades. See "Repurchase  Agreements" under "Special  Investment Policies
of the AARP Funds."

         AARP High  Quality Tax Free Money Fund.  The AARP High Quality Tax Free
Money Fund is a separate series of AARP Tax Free Income Trust.  From investments
in high quality  municipal  securities,  the Fund is designed to provide current
income free from federal income taxes. The Fund also seeks to maintain stability
and safety of principal,  while offering liquidity. The Fund seeks to maintain a
constant net asset value of $1.00 per share.  There may be  circumstances  under
which this goal cannot be achieved.  Such securities may mature no more than 397
calendar  days or less from the date the  purchase  is expected to be settled by
the Fund, with a weighted average maturity of 90 days or less.

         The Fund will  invest in  municipal  securities  which are rated at the
time of purchase  within the two highest quality ratings of rating agencies such
as:  Fitch--AAA  and AA, F1 and F2, or  Moody's--Aaa  and Aa, or within  Moody's
short-term  municipal  obligations  top  ratings  of MIG 1 and MIG 2 and P1,  or
S&P--AAA/AA and SP1+/SP1, A1+ and A1--all in such proportions as management will
determine.  Securities  must be so rated by at least two agencies or by at least
one,  if only one has rated the  security.  Generally,  the Fund will  invest in
securities  rated in the highest  quality rating by at least two of these rating
agencies.  In some cases,  short-term municipal  obligations are rated using the
same  categories as are used for  corporate  obligations.  In addition,  unrated
municipal  securities  will be considered as being within the foregoing  quality
ratings if other  equal or junior  municipal  securities  of the same issuer are
rated and their  ratings are within the foregoing  ratings of Fitch,  Moody's or
S&P. The Fund may also invest in municipal  securities  which are unrated if, in
the  opinion  of the Fund  Manager,  such  securities  possess  creditworthiness
comparable  to those  rated  securities  in which  the  Fund may  invest.  For a
description of ratings, please see "Additional Information." Shares of this Fund
are not insured or guaranteed by the U.S. Government.

                                       4
<PAGE>

         Subsequent  to its  purchase  by the AARP High  Quality  Tax Free Money
Fund, an issue of municipal  securities  may cease to be rated or its rating may
be reduced  below the minimum  required for purchase by the Fund.  The Fund will
dispose of any such security unless the Board of Trustees of the Fund determines
that such disposal would not be in the best interests of the Fund.

         As a fundamental policy,  under normal  circumstances,  at least 80% of
the net assets of AARP High  Quality  Tax Free Money  Fund will be  invested  in
tax-exempt  securities.  Although the Fund  normally  intends to ensure that all
income to  shareholders  will be exempt from federal income tax, there can be no
assurance that this goal will be achieved or that income to  shareholders  which
is federally tax exempt will be exempt from state and local taxes.

         From time to time on a temporary basis or for defensive  purposes,  the
Fund may,  subject  to its  investment  restrictions,  hold  cash and  invest in
taxable investments  consisting of: (1) other obligations issued by or on behalf
of municipal or corporate issuers; (2) U.S. Treasury notes, bills and bonds; (3)
obligations of agencies and instrumentalities of the U.S. Government;  (4) money
market  instruments,  such as domestic  bank  certificates  of deposit,  finance
company and  corporate  commercial  paper,  and  banker's  acceptances;  and (5)
repurchase  agreements  (agreements under which the seller agrees at the time of
sale to repurchase the security at an agreed time and price) with respect to any
of the  obligations  which the Fund is permitted to purchase.  The Fund will not
invest in instruments issued by banks or savings and loan associations unless at
the time of  investment  such  issuers have total assets in excess of $1 billion
(as  of the  date  of  their  most  recently  published  financial  statements).
Commercial  paper  investments will be limited to commercial paper rated A1+ and
A1 by S&P, Prime 1 by Moody's or F-1 by Fitch.  The Fund may hold cash or invest
temporarily in taxable  investments  due, for example,  to market  conditions or
pending  investment  of  proceeds  of  subscriptions  for  shares of the Fund or
proceeds  from  the  sale  of  portfolio   securities  or  in   anticipation  of
redemptions.  However,  the Fund  expects to invest such  proceeds in  municipal
securities as soon as practicable.  Interest  income from temporary  investments
may be taxable to shareholders as ordinary income.

         Maintenance of Constant Net Asset Value Per Share. The Trustees of AARP
High  Quality  Money  Fund and  AARP  High  Quality  Tax Free  Money  Fund  have
determined that it is in the best interests of the Funds and their  shareholders
to  maintain  the net asset value of the Funds'  shares at a constant  $1.00 per
share.  In order to facilitate  the  maintenance  of a constant  $1.00 net asset
value per share,  the AARP High Quality Money Fund and the AARP High Quality Tax
Free Money Fund operate in accordance with a rule of the Securities and Exchange
Commission  (the "SEC").  In accordance  with that rule, the assets of the Funds
consist entirely of cash, cash items,  and high quality U.S.  dollar-denominated
investments which have minimal credit risks and which have a remaining  maturity
date of not more than 397 days from date of purchase  (except that the AARP High
Quality Money Fund may invest in U.S. Government securities having maturities of
up to 762 days).  The  average  dollar-weighted  maturity of each Fund is varied
according to money market  conditions,  but may not exceed 90 days. The maturity
of a portfolio  security shall be the period  remaining until the date stated in
the  security  for payment of principal or such earlier date as it is called for
redemption, except that a shorter period shall be used for Variable and Floating
Rate  Instruments in accordance with and subject to the conditions  contained in
the Rule.

         The  Trustees  have  established   procedures  reasonably  designed  to
stabilize  the  price  per share of the  Funds at  $1.00,  as  computed  for the
purposes of sales,  repurchases  and  redemptions,  taking into account  current
market conditions and each Fund's investment objectives. Such procedures,  which
the Trustees review annually,  include specific  requirements designed to assure
that  issuers  of the  Funds'  securities  continue  to meet high  standards  of
creditworthiness.  The procedures also establish certain requirements concerning
the quality and  maturity of the Fund's  investments.  Finally,  the  procedures
require the  determination,  at such intervals as the Trustees deem  appropriate
and  reasonable,  of the  extent,  if any,  to which a Fund's  net  asset  value
calculated by using available market  quotations  deviates from $1.00 per share.
Market quotations and market equivalents used in making such  determinations may
be obtained from an independent  pricing service approved by the Trustees.  Such
determinations will be reviewed periodically by the Trustees.

         If at any time it is  determined  that a  deviation  exists  which  may
result in material  dilution or other  unfair  results to  investors or existing
shareholders  of a Fund,  certain  corrective  actions  may be taken,  including
selling  portfolio  instruments  prior to maturity to realize  capital  gains or
losses or to shorten  average  portfolio  maturity;  withholding  part or all of
dividends or payment of distributions  from capital or capital gains;  redeeming
shares in kind; or  establishing a net asset value per share by using  available
market  quotations or  equivalents.  In addition,  in order to stabilize the net
asset value per share at $1.00 the Trustees have the authority (1) to reduce the


                                       5
<PAGE>

number of  outstanding  shares of a Fund on a pro rata basis,  and (2) to offset
each shareholder's pro rata portion of the deviation between the net asset value
per share and $1.00  from the  shareholder's  accrued  dividend  account or from
future  dividends.  The Funds may hold cash for the purpose of stabilizing their
net asset value per share. Holdings of cash, on which no return is earned, would
tend to lower the yield on the shares of the Funds.

         The net income of the Funds is declared as  dividends  to  shareholders
daily and distributed monthly in shares of the Funds unless payment is requested
in cash.

AARP Income Funds

         (See "AARP GNMA and U.S. Treasury Fund," "AARP High Quality Bond Fund,"
"INVESTMENT  OBJECTIVES AND POLICIES," and "OTHER  INVESTMENT  POLICIES AND RISK
FACTORS"  in the  Prospectus.)  Each of the Funds  seeks to earn a high level of
income consistent with its investment policies.

         AARP GNMA and U.S.  Treasury Fund. AARP GNMA and U.S.  Treasury Fund is
designed for  investors  who are seeking  high current  income from high quality
securities and who wish to receive a degree of protection from bond market price
risk.  The  Fund's  investment  objective  is to produce a high level of current
income and to keep the price of its shares  more stable than that of a long-term
bond.  The  Fund  pursues  this  objective  by  investing  principally  in  U.S.
Government-guaranteed  GNMA securities and U.S. Treasury  obligations.  The Fund
has been designed with the conservative,  safety-conscious  investor in mind. Of
the two funds in the AARP Income Trust, the AARP GNMA and U.S.  Treasury Fund is
the more  conservative  choice.  Although  past  performance  is no guarantee of
future  performance,  historically,  this Fund  offers  higher  yields than such
short-term   investments  as  insured  savings   accounts,   insured  six  month
certificates of deposit and fixed-price money market funds.

         The Fund  invests  in U.S.  Treasury  bills,  notes  and  bonds;  other
securities issued or backed by the full faith and credit of the U.S. Government,
including, but not limited to, Government National Mortgage Association ("GNMA")
mortgage-backed  securities,  Merchant  Marine Bonds  guaranteed by the Maritime
Administration  and obligations of the  Export-Import  Bank;  financial  futures
contracts with respect to such securities;  options on either such securities or
such financial futures contracts;  and bank repurchase agreements.  At least 65%
of the Fund's net assets will be directly invested in U.S. Treasury obligations,
including GNMA's. The Fund will make long-term investments but will also attempt
to dampen its price  variability  in comparison  to that of a long-term  bond by
including  short-term U.S.  Treasury  securities in its portfolio.  The Fund may
also utilize  hedging  techniques  involving  limited use of  financial  futures
contracts and the purchase and writing (selling) of put and call options on such
contracts. Under certain market conditions,  these strategies may reduce current
income.  At any time the Fund may have a  substantial  portion  of its assets in
securities  of a particular  type or maturity.  The Fund may also write  covered
call options on portfolio securities and purchase "when-issued" securities.

         GNMA Mortgage-Backed  Securities  ("GNMAs").  GNMAs are mortgage-backed
securities representing part ownership of a pool of mortgage loans. These loans,
issued by lenders  such as mortgage  bankers,  commercial  banks and savings and
loan  associations,  are either  insured by the Federal  Housing  Administration
(FHA) or  guaranteed by the Veterans  Administration  (VA). A "pool" or group of
such  mortgages is assembled  and,  after being  approved by GNMA, is offered to
investors  through  securities  dealers.  Once  approved by GNMA,  a  Government
corporation  within the U.S.  Department of Housing and Urban  Development,  the
timely  payment of interest and  principal is  guaranteed  by the full faith and
credit of the  United  States  Government.  This is not,  however,  a  guarantee
related to the Fund's yield or the value of your investment principal.

         As  mortgage-backed  securities,   GNMAs  differ  from  bonds  in  that
principal is paid back by the  borrower  over the length of the loan rather than
returned in a lump sum at maturity.  GNMAs are called "pass-through"  securities
because both interest and principal  payments  including  prepayments are passed
through to the holder of the security (in this case, the Fund).

         The payment of principal  on the  underlying  mortgages  may exceed the
minimum required by the schedule of payments for the mortgages. Such prepayments
are  made  at  the  option  of the  mortgagors  for a wide  variety  of  reasons
reflecting their individual  circumstances and may involve capital losses if the
mortgages were purchased at a premium. For example,  mortgagors may speed up the
rate  at  which  they  prepay  their   mortgages  when  interest  rates  decline
sufficiently  to encourage  refinancing.  The Fund,  when such  prepayments  are


                                       6
<PAGE>

passed  through  to it,  may be able to  reinvest  them only at a lower  rate of
interest.  The Fund Manager, in determining the attractiveness of GNMAs relative
to alternative  fixed-income  securities,  and in choosing specific GNMA issues,
will  have  made  assumptions  as to the  likely  speed  of  prepayment.  Actual
experience  may  vary  from  this  assumption  resulting  in a  higher  or lower
investment return than anticipated.

         Some  investors  may  view  the  Fund  as  an  alternative  to  a  bank
certificate  of deposit  (CD).  While an investment in the Fund is not federally
insured,  and there is no guarantee of price  stability,  an  investment  in the
Fund--unlike  a CD--is not locked  away for any  period,  may be redeemed at any
time without  incurring  early  withdrawal  penalties,  and may provide a higher
yield.

         AARP High Quality Bond Fund.  Consistent with investments  primarily in
high quality securities, the Fund seeks to provide a high level of income and to
keep the value of its shares  more  stable  than that of a  long-term  bond.  By
including short- and medium-term bonds in its portfolio, the Fund seeks to offer
less share price  volatility  than long-term bonds or many long-term bond funds,
although  its yield may be lower.  Due to the greater  market  price risk of its
securities, the Fund may have a more variable share price than the AARP GNMA and
U.S. Treasury Fund. It is also possible that the Fund may provide a higher level
of income than the AARP GNMA and U.S.
Treasury Fund.

         This Fund intends  under normal  circumstances  to have at least 65% of
its total  assets  invested in bonds  which  include  corporate  notes and bonds
including  high-yield issues convertible into common stock. It may also purchase
any  investments  eligible for the AARP GNMA and U.S.  Treasury  Fund as well as
obligations of federal agencies that are not backed by the full faith and credit
of the U.S.  Government,  such as  obligations  of Federal Home Loan Bank,  Farm
Credit Banks and the Federal Home Loan Mortgage Corporation. In addition, it may
purchase  obligations of international  agencies such as the International  Bank
for Reconstruction and Development,  the Inter-American Development Bank and the
Asian    Development   Bank.   Other   eligible    investments    include   U.S.
dollar-denominated foreign debt securities (such as U.S. dollar denominated debt
securities issued by the Dominion of Canada and its provinces),  mortgage-backed
and  other  asset-backed  securities,  and  money  market  instruments  such  as
commercial  paper,  bankers'  acceptances and  certificates of deposit issued by
domestic and foreign  branches of U.S. banks.  The Fund invests in a broad range
of short-, intermediate-, and long-term securities. Proportions among maturities
and types of securities may vary depending upon the prospects for income related
to the  outlook  for the  economy  and the  securities  markets,  the quality of
available investments, the level of interest rates, and other factors.

         Except for limitations in the Fund's investment restrictions,  there is
no limit as to the  proportions  of the Fund which may be invested in any of the
eligible   investments.   However,   it  is  a  policy  of  the  Fund  that  its
non-governmental  investments  will be spread among a variety of  companies  and
will not be concentrated in any industry.
(See "Investment Restrictions," herein.)

         High Quality Portfolio. The policies of AARP High Quality Bond Fund are
designed to provide a portfolio  that  combines  high  quality  securities  with
investments that attempt to reduce its market price risk.

         The  portfolio  of the AARP High  Quality  Bond Fund is high grade.  In
fact, according to information  provided by Morningstar,  Inc., the Fund has one
of the highest quality  standards of any general bond Fund currently  available.
No purchase  will be made if, as a result  thereof,  less than 65% of the Fund's
net  assets  would be  invested  in debt  obligations,  including  money  market
instruments,  that (a) are issued or guaranteed by the U.S. Government,  (b) are
rated at the time of purchase  within the two highest grades  assigned by any of
the  nationally-recognized  rating services  including Moody's or S&P, or (c) if
not rated,  are judged at the time of purchase by the Fund  Manager,  subject to
the Trustees' review, to be of a quality  comparable to those in the two highest
ratings  described in (b) above.  All of the debt  obligations in which the Fund
invests will, at the time of purchase,  be rated within the three highest credit
ratings or, if not rated, will be judged to be of comparable quality by the Fund
Manager. (See "ADDITIONAL INFORMATION - Ratings of Corporate Bonds.")

         Variations of Maturity.  In an attempt to capitalize on the differences
in total return from  securities  of  differing  maturities,  maturities  may be
varied  according to the  structure  and level of interest  rates,  and the Fund
Manager's expectations of changes therein.

         Foreign Securities. The AARP High Quality Bond Fund may invest, without
limit, in U.S. dollar-denominated foreign debt securities (including U.S. dollar
denominated  debt securities  issued by the Dominion of Canada and its provinces


                                       7
<PAGE>


and other  debt  securities  which meet the Fund's  criteria  applicable  to its
domestic investments), and in certificates of deposit issued by foreign branches
of United States banks, to any extent deemed appropriate by the Fund Manager.

AARP Insured Tax Free Income Fund

         (See "AARP Insured Tax Free General Bond Fund," "INVESTMENT  OBJECTIVES
AND  POLICIES,"  and  "OTHER  INVESTMENT  POLICIES  AND  RISK  FACTORS"  in  the
Prospectus.)

         AARP  Insured Tax Free  General  Bond Fund.  The AARP  Insured Tax Free
General  Bond Fund is a separate  series of AARP Tax Free Income  Trust.  From a
portfolio consisting primarily of municipal securities covered by insurance, the
Fund seeks to provide high income free from federal income taxes and to keep the
value of its shares more stable than that of a  long-term  municipal  bond.  The
Fund seeks to provide  investors with the higher  tax-free  income that is often
available from municipal securities by investing, under normal circumstances, in
a high grade portfolio of bonds  consisting  primarily of municipal  securities,
with no restrictions as to maturity.  Securities  comprising at least 65% of the
total assets held by the Fund are fully insured as to face value and interest by
private insurers.  While longer-term  securities such as those in which the Fund
may invest have in recent years had higher yields,  they also experience greater
price  fluctuation  than  shorter-term  securities.   By  including  short-  and
medium-term  bonds in its  portfolio,  the Fund seeks to offer less share  price
volatility  than  long-term  municipal  bonds or many  long-term  municipal bond
funds,  although  its  yield  may be  lower.  Because  the  Fund may  trade  its
securities, it is also free to attempt to take advantage of opportunities in the
market to achieve higher current  income.  This  opportunity is not available to
unit investment trusts, which hold fixed portfolios of municipal securities.

         Under normal  circumstances,  at least 80% of the Fund's net assets are
invested in tax-exempt securities. For this purpose, private activity bonds, the
interest on which is treated as a preference  item for  purposes of  calculating
alternative minimum tax liability, will not be treated as tax exempt securities.
The Fund does not intend to  purchase  any such  private  activity  bonds.  (See
"TAXES" herein.)

         There  can be no  assurance  that the  objectives  of the Fund  will be
achieved or that all income to shareholders  which is exempt from federal income
taxes will be exempt from state or local taxes. Shareholders may also be subject
to tax on long-term and short-term capital gains (see "TAXES" herein).

         In addition,  the market prices of municipal securities,  like those of
taxable debt  securities,  go up and down when interest rates change.  Thus, the
net asset value per share can be  expected to  fluctuate  and  shareholders  may
receive  more or less than their  purchase  price for  shares  they  redeem.  In
addition to investments in municipal  obligations,  as described below, the Fund
may invest in  short-term  taxable U.S.  Government  securities  and  repurchase
agreements  backed by U.S.  Government  securities.  The Fund also may invest in
demand notes and tax-exempt commercial paper,  financial futures contracts,  and
may invest in and write (sell) options related to such futures contracts.  These
investments  are not  insured or  guaranteed  or backed by the U.S.  Government.
Except for futures and options,  which are not rated,  the AARP Insured Tax Free
General  Bond Fund will only  purchase  securities  rated  within  the top three
ratings by Moody's and S&P, or the equivalent as determined by the Fund Manager,
or repurchase agreements on such securities. To qualify as "within the top three
ratings," a security  must have such a rating due to the credit of the issuer or
due to specific  insurance on the security,  whether  acquired at issuance or by
the Fund at the time of purchase.  A security would not so qualify if its rating
was solely the result of coverage under the Fund's portfolio insurance.

         Securities  in which the Fund may  invest may  include:  (a) a security
that  carries  at the time of  issuance,  whether  because  of the credit of the
issuer or because it is insured at issuance by an  insurance  company,  a rating
within the top three ratings;  and (b) a security not rated within the top three
ratings at the time of issuance  but insured to maturity by the Fund at the time
of purchase  if, upon  issuance of such  insurance,  the Fund Manager is able to
determine that the security is now the equivalent of a security rated within the
top three ratings by a nationally recognized rating agent.

         When, in the opinion of the Fund Manager,  defensive  considerations or
an unusual  disparity  between the after-tax  income on taxable  investments and
comparable  municipal  obligations  make it advisable to do so, up to 20% of the
Fund's net assets may be held in cash or invested in short-term investments such
as U.S. Treasury notes, bills and bonds and repurchase agreements collateralized



                                       8
<PAGE>



by U.S. Government securities,  the interest income from which may be subject to
federal income tax. Notwithstanding the foregoing, the Fund may invest more than
20% of its net assets in such taxable U.S.  Treasury  securities  and repurchase
agreements for temporary defensive purposes.

         Insurance.  Insurance  on at  least  65% of the AARP  Insured  Tax Free
General  Bond Fund's total assets will be obtained  from  nationally  recognized
private insurers, including the following:  Financial Guaranty Insurance Company
("FGIC")  is owned  by FGIC  Corporation,  which  in turn is  owned  by  General
Electric Credit  Corporation;  AMBAC Indemnity  Corporation;  and Municipal Bond
Investors Assurance Corporation, a wholly-owned subsidiary of MBIA Incorporated,
the  principal  shareholders  of which are:  The Aetna Life & Casualty  Company,
Fireman's Fund Insurance  Company,  subsidiaries  of the CIGNA  Corporation  and
affiliates of the Continental Insurance Company.

         The Fund currently has portfolio insurance provided by FGIC pursuant to
which it may insure  securities  mutually agreed to between the Fund and FGIC so
long as the security remains in the Fund's portfolio. Pursuant to an irrevocable
commitment,  FGIC also provides the Fund with the option to obtain insurance for
any  security  covered by the FGIC  portfolio  insurance,  which  insurance  can
continue  if the  security  were to be sold by the  Fund.  The Fund may  procure
portfolio insurance from other insurers.

         At least 65% of the Fund's assets are fully insured by private insurers
as to payment of face value and  interest to the Fund,  when due.  If  uninsured
securities or securities not directly or indirectly  backed or guaranteed by the
U.S.  Government  are  purchased  and  expected  to be held for 60 days or more,
insurance  will be  obtained  within  30 days to ensure  that 65% of the  Fund's
assets are insured by the issuer or arranged for by the Fund. If at least 65% of
its assets are not  insured  securities,  the Fund will obtain  insurance  for a
portion of its U.S.  Government  guaranteed or backed securities so that the 65%
standard is achieved.

         The Fund requires that insurance with respect to its securities provide
for the unconditional  payment of scheduled  principal and interest when due. In
the event of a default by the issuer, the insurer will, within 30 days of notice
of such  default,  provide to its agent or Trustee funds needed to make any such
payments. Such agent or Trustee will bear the responsibility of seeing that such
funds are used to make such payments to the appropriate parties.  Such insurance
will not  guarantee  the market  value of a  security.  Insurance  on the Fund's
securities  will in some cases  continue in the event the securities are sold by
the Fund, while in other cases it may not.

         To the extent the Fund's insured municipal  securities do not equal 65%
of its total assets,  the Fund will obtain  insurance on such amount of its U.S.
Government  guaranteed  or backed  securities as is necessary to have 65% of the
Fund's total assets insured at all times.  This type of insurance will terminate
when the  security is sold and will  involve an added cost to the Fund while not
increasing the quality rating of the security.

         Insurance on individual  securities,  whether obtained by the issuer or
the Fund, is  non-cancelable  and runs for the life of the security.  Securities
covered  under the Fund's  portfolio  insurance are insured only so long as they
are held by the  Fund,  though  the Fund has the  option to  procure  individual
secondary market insurance which would continue to cover any such security after
its sale by the Fund. Such guaranteed  renewable  insurance continues so long as
premiums are paid by the Fund and, in the judgment of the Fund Manager, coverage
should be continued.  Non-payment of premiums on the portfolio  insurance  will,
under certain  circumstances  result in the  cancellation  of such insurance and
will also permit FGIC to take action  against the Fund to recover  premiums  due
it. In the case of securities  which are  individually  insured,  default by the
issuer is not expected to affect the market  value of the  security  relative to
other insured  securities  of the same maturity  value and coupon and covered by
the same  insurer.  In the case of a security  covered  by the Fund's  portfolio
insurance,  the  market  value of such a security  in the event of such  default
might be less unless the Fund elected to purchase secondary market insurance for
it.  It is the  intention  of the Fund  Manager  either  to  procure  individual
secondary  market insurance for, or retain in the Fund's  portfolio,  securities
which are insured by the Fund under portfolio insurance and which are in default
or significant risk of default in the payment of principal or interest. Any such
securities  retained  by the Fund would be held until the default has been cured
or the principal and interest have been paid by the issuer or the insurer.

         Premiums for  individual  insurance may be payable in advance or may be
paid  periodically  over the term of the  security  by the party then owning the
security, and the costs will be reflected in the price of the security. The cost
of insurance  for  longer-term  securities,  expressed in terms of income on the
security, is likely to reduce such income by from 10 to 60 basis points. Thus, a
security yielding 10% might have a net insured yield of 9.9% to 9.4%. The impact


                                       9
<PAGE>

of the  cost of the  Fund's  portfolio  insurance  on the  Fund's  net  yield is
somewhat  less.  The cost of insurance for  shorter-term  securities,  which are
generally  lower-yielding,  is  expected  to be less.  It should  be noted  that
insurance  raises the rating of a municipal  security.  Lower  rated  securities
generally  pay a higher rate of interest  than higher  rated  securities.  Thus,
while  there is no  assurance  that this will  always be the case,  the Fund may
purchase lower rated securities which, when insured,  will bear a higher rating,
and may pay a  higher  net  rate  of  interest  than  other  equivalently  rated
securities which are not insured.

         Insurers have certain eligibility  standards as to municipal securities
they will insure. Such standards may be more or less strict than standards which
would be applied  for  purchase  of a security  for the Fund.  To the extent the
insurers apply stricter standards, the Fund will be restricted by such standards
in the purchase and retention of municipal securities.

         The Internal Revenue Service has issued revenue rulings indicating that
(a) the fact that  municipal  obligations  are  insured  will not  affect  their
tax-exempt status and (b) insurance proceeds  representing  maturing interest on
defaulted  municipal  obligations  paid to certain  municipal bond funds will be
excludable  from  federal  gross  income  under  Section  103(a) of the Internal
Revenue  Code.  While  operation  of the  Fund and the  terms  of the  insurance
policies on the Fund's  securities may differ  somewhat from those  addressed by
the revenue  rulings,  the Fund does not anticipate that any differences will be
material or change the result with respect to the Fund.

         Insurers of the Fund's  municipal  securities are subject to regulation
by the  department  of insurance in each state in which they are qualified to do
business. Such regulation, however, is no guarantee that an insurer will be able
to perform on its  contract  of  insurance  in the event a claim  should be made
thereunder  at some time in the future.  The Fund Manager  reviews the financial
condition  of each insurer of their  securities  at least  annually,  and in the
event of any material  development,  with respect to its  continuing  ability to
meet its commitments to any contract of bond or portfolio insurance.

         Management Strategies. In pursuit of its investment objectives the Fund
purchases  securities that it believes are attractive and competitive  values in
terms of quality,  and  relationship of current price to market value.  However,
recognizing  the  dynamics  of  municipal  bond prices in response to changes in
general economic conditions,  fiscal and monetary policies,  interest levels and
market  forces  such as supply and  demand for  various  bond  issues,  the Fund
Manager  manages the Fund  continuously,  attempting  to achieve a high level of
tax-free income.
The primary strategies employed in the management of the Fund are:

         Variations of Maturity.  In an attempt to capitalize on the differences
in total return from municipal  securities of differing  maturities,  maturities
may be varied  according to the structure and level of interest  rates,  and the
Fund Manager's expectations of changes therein.

         Emphasis on Relative  Valuation.  The  interest  rate (and hence price)
relationships  between different  categories of municipal securities of the same
or generally  similar  maturity  tend to change  constantly in reaction to broad
swings in interest rates and factors affecting relative supply and demand. These
temporary  disparities in normal yield relationships may afford opportunities to
invest  in  more  attractive  market  sectors  or  specific  issues  by  trading
securities currently held by the Fund.

         Market Trading  Opportunities.  In addition to the above,  the Fund may
engage in short-term trading (selling securities held for brief periods of time,
usually less than 3 months) if the Fund believes that such transactions,  net of
costs,  would  further the  attainment of that Fund's  objectives.  The needs of
different  classes of lenders and borrowers and their changing  preferences  and
circumstances  have  in  the  past  caused  market  dislocations   unrelated  to
Fundamental  creditworthiness  and trends in interest rates which have presented
market trading  opportunities.  There can be no assurance that such dislocations
will  occur in the future or that the Funds  will be able to take  advantage  of
them.  The Fund will  limit  its  voluntary  short-term  trading  to the  extent
necessary  to qualify as a  "regulated  investment  company"  under the Internal
Revenue Code.

         Special  Considerations:  Income Level and Credit  Risk.  To the extent
that  AARP  Insured  Tax  Free  General  Bond  Fund  holds   insured   municipal
obligations,  the income  earned on its shares  will tend to be less than for an
uninsured  portfolio of the same  securities.  The fund will amortize as income,
over the life of the respective  security issues, any original issue discount on
debt obligations (even where these are acquired in the after-market), and market


                                       10
<PAGE>

discount  on  short-term  U.S.  Government  securities.  The Fund will  elect to
amortize  the premium paid on  acquisition  of any premium  coupon  obligations.
Since such discounts and premiums will be recognized in the Fund's accounts over
the life of the respective  security  issues and included in the regular monthly
income distributions to shareholders, they will not give rise to taxable capital
gains or  losses.  However,  a  capital  gain may be  realized  upon the sale or
maturity and payment of certain obligations purchased at a market discount.

AARP Growth Funds

         (See  "AARP  Balanced  Stock and Bond  Fund,"  "AARP  Growth and Income
Fund," "AARP  Global  Growth  Fund," "AARP  Capital  Growth  Fund,"  "INVESTMENT
OBJECTIVES AND POLICIES,"  and "OTHER  INVESTMENT  POLICIES AND RISK FACTORS" in
the Prospectus.)

         AARP Balanced  Stock and Bond Fund.  The AARP  Balanced  Stock and Bond
Fund's  investment  objective is to seek to provide  long-term growth of capital
and income  while  attempting  to keep the value of its shares  more stable than
other balanced mutual funds. The Fund pursues these objectives by investing in a
combination of stocks, bonds, and cash reserves.

         The Fund is intended to provide--through a single investment--access to
a wide variety of income-oriented  stocks and investment-grade bond investments.
Common stocks and other equity investments provide long-term growth potential to
help offset the effect of inflation on an investor's purchasing power. Bonds and
other fixed-income  investments  provide current income and may, over time, help
reduce fluctuations in the Fund's share price.

         In  seeking  a balance  of  growth  and  income,  as well as  long-term
preservation of capital,  the Fund invests in a diversified  portfolio of equity
and  fixed-income  securities.  At least  30% of the  Fund's  assets  will be in
fixed-income  securities,  with the remainder of its net assets in common stocks
and securities convertible into common stocks. For temporary defensive purposes,
the Fund  may  invest  without  limit in cash  and in  other  money  market  and
short-term  instruments when the Fund Manager deems such a position advisable in
light of economic or market conditions.

         The Fund will, on occasion,  adjust its mix of investments among equity
securities,  bonds,  and cash reserves.  In reallocating  investments,  the Fund
Manager weighs the relative values of different  asset classes and  expectations
for future returns.  In doing so, the Fund Manager analyzes,  on a global basis,
the  level  and  direction  of  interest   rates,   capital   flows,   inflation
expectations,  anticipated  growth of  corporate  profits,  monetary  and fiscal
policies around the world, and other related factors.

         The Fund  does  not take  extreme  investment  positions  as part of an
effort to "time the market." Shifts between stocks and fixed-income  investments
are  expected  to occur in  generally  small  increments  within the  guidelines
adopted in the prospectus and this Statement of Additional Information. The Fund
is designed as a conservative long-term investment.

         While the Fund  emphasizes  U.S.  equity  and debt  securities,  it may
invest without limit in foreign securities,  including depositary receipts.  The
Fund's  foreign  holdings  will meet the  criteria  applicable  to its  domestic
investments.  Foreign securities are intended to increase diversification,  thus
reducing risk, while providing the opportunity for higher returns.

         In addition,  the Fund may invest in  securities  on a  when-issued  or
forward  delivery  basis and may write (sell) covered call options on the equity
securities  it holds to  enhance  investment  return and may  purchase  and sell
options on stock indices for hedging purposes.  Subject to applicable regulatory
guidelines and solely to protect  against adverse effects of changes in interest
rates, the Fund may make limited use of financial futures contracts.

         Equity investments.  The Fund can invest up to 70% of its net assets in
equity  securities.  The Fund's  equity  investments  consist of common  stocks,
preferred  stocks and securities  convertible  into common stocks,  of companies
that, in the Fund Manager's  judgment,  will offer the  opportunity  for capital
growth and growth of earnings while providing dividends.  The Fund pursues these
objectives by investing  primarily in common stocks and  securities  convertible
into common stocks.  Over time, a stock which produces continued earnings growth
tends to produce higher dividends and stock values.

                                       11
<PAGE>

         The Fund invests in a variety of industries and  companies.  Changes in
the  Fund's   portfolio   securities   are  made  on  the  basis  of  investment
considerations and not for trading purposes.

         Fixed-income  investments.  To enhance income and  stability,  the Fund
will have at least 30% of its net assets  invested in  fixed-income  securities.
The Fund can invest in a broad range of corporate  bonds and notes,  convertible
bonds, and preferred and convertible preferred securities.  It may also purchase
U.S.   Government   securities   and   obligations   of  federal   agencies  and
instrumentalities  that are not  backed by the full faith and credit of the U.S.
Government,  such as  obligations  of the Federal  Home Loan Banks,  Farm Credit
Banks, and the Federal Home Loan Mortgage Corporation.  The Fund may also invest
in obligations of international agencies, foreign debt securities (both U.S. and
non-U.S. dollar denominated), mortgage-backed and other asset-backed securities,
municipal obligations,  zero coupon securities, and restricted securities issued
in private placements.

         For  liquidity  and  defensive  purposes,  the Fund may invest in money
market  securities  such  as  commercial  paper,   bankers'   acceptances,   and
certificates  of deposit issued by domestic and foreign  branches of U.S. banks.
The Fund  may  also  enter  into  repurchase  agreements  with  respect  to U.S.
Government securities.

         All of the Fund's debt  securities will be investment  grade,  that is,
rated Baa or above by  Moody's  or BBB by S&P.  Moreover,  at least 75% of these
securities  will be high grade,  that is, rated within the three highest quality
ratings  of Moody's  (Aaa,  Aa and A) or S&P (AAA,  AA and A),  or, if  unrated,
judged to be of equivalent quality as determined by the Fund Manager at the time
of  purchase.  Securities  must also meet credit  standards  applied by the Fund
Manager. Moreover, the Fund does not purchase debt securities rated below Baa by
Moody's or BBB by S&P.  Should the rating of a portfolio  security be downgraded
the Fund Manager will  determine  whether it is in the best interest of the Fund
to retain or dispose of the security.

         AARP  Growth and Income  Fund.  From  investments  primarily  in common
stocks and securities  convertible into common stocks, the Fund seeks to provide
long-term  capital  growth and income,  and to keep the value of its shares more
stable than other growth and income mutual funds.

         The Fund invests primarily in common stocks and securities  convertible
into common  stocks.  It also may invest in rights to purchase  common stocks of
companies  offering the prospect for capital growth and growth of earnings while
paying  current  dividends.  The  Fund  may  also  invest  in  preferred  stocks
consistent with the Fund's  objective.  Over time,  continued growth of earnings
tends to produce higher  dividends and to enhance  capital  value.  In addition,
since 1945,  the overall  performance  of common stocks has exceeded the rate of
inflation.  For  temporary  defensive  purposes,  the  Fund  may  also  purchase
high-quality  money market securities (such as U.S.  Treasury bills,  commercial
paper,   certificates  of  deposit  and  bankers'  acceptances)  and  repurchase
agreements  when the Fund  Manager  deems such a position  advisable in light of
economic or market conditions.

         AARP  Global  Growth  Fund.  From   investments   primarily  in  equity
securities of corporations worldwide,  the Fund seeks to offer long-term capital
growth in a globally diversified portfolio,  and to keep the value of its shares
more stable than other  global  equity  funds.  The Fund  invests on a worldwide
basis in equity securities of companies which are incorporated in the U.S. or in
foreign countries. It may also invest in the debt securities of U.S. and foreign
issuers. Income is an incidental consideration.

         The   management  of  the  Fund  believes  that  there  is  substantial
opportunity for long-term capital growth from a professionally managed portfolio
of  securities  selected  from the  U.S.  and  foreign  equity  markets.  Global
investing takes advantage of the investment opportunities created by the growing
integration  of  economies  around  the  world.  The  world  has  become  highly
integrated in economic,  industrial and financial terms.  Companies increasingly
operate  globally  as they  purchase  raw  materials,  produce  and  sell  their
products, and raise capital. As a result, international trends such as movements
in currency  and trading  relationships  are  becoming  more  important  to many
industries than purely domestic influences.  To understand a company's business,
it is  frequently  more  important to  understand  how it is linked to the world
economy than whether or not it is, for example, a U.S., French or Swiss company.
Just as a company takes a global  perspective in deciding  where to operate,  so
too may an investor  benefit from looking  globally in deciding which industries
are growing,  which  producers  are efficient  and which  companies'  shares are
undervalued. The Fund affords the investor access to opportunities wherever they
arise, without being constrained by the location of a company's  headquarters or
the trading market for its shares.

                                       12
<PAGE>

         The Fund  invests in  companies  that the Fund  Manager  believes  will
benefit from global  economic  trends,  promising  technologies  or products and
specific country opportunities  resulting from changing geopolitical,  currency,
or economic  relationships.  The Fund will  normally  invest at least 65% of its
total assets in securities of at least three different countries.  Typically, it
is  expected  that the  Fund  will  invest  in a wide  variety  of  regions  and
countries, including both foreign and U.S. issues. The Fund may be invested 100%
in non-U.S. issues, and for temporary defensive purposes may be invested 100% in
U.S.  issues,  although  under  normal  circumstances  it is expected  that both
foreign and U.S. investments will be represented in the Fund's portfolio.  It is
expected that investments will include  companies of varying size as measured by
assets, sales, or capitalization.

         The Fund may invest in high-quality money market instruments (including
U.S.  Treasury bills,  commercial paper,  certificates of deposit,  and bankers'
acceptances),  repurchase  agreements  and other debt  securities  for temporary
defensive  purposes  when the Fund  Manager  deems such a position  advisable in
light of economic or market conditions.

         AARP Capital Growth Fund. From  investments  primarily in common stocks
and  securities  convertible  into  common  stocks,  the Fund  seeks to  provide
long-term  capital growth,  and to keep the value of its shares more stable than
other  capital  growth  mutual funds.  Through a broadly  diversified  portfolio
consisting  primarily of high quality,  medium- to  large-sized  companies  with
strong  competitive  positions in their  industries the Fund seeks to offer less
share price  volatility  than many growth funds. It may also invest in rights to
purchase  common  stocks,  the growth  prospects  of which are greater than most
stocks  but which may also have  above-average  market  risk.  The Fund may also
invest in preferred stocks consistent with the Fund's objective.  The securities
in which the Fund may invest are described  under "AARP Capital  Growth Fund" in
the Prospectus.

         Investments in common stocks have a wide range of characteristics,  and
management of the Fund believes that opportunity for long-term growth of capital
may be found in all sectors of the market for publicly-traded equity securities.
Thus, the search for equity investments for the Fund may encompass any sector of
the market and  companies  of all sizes.  In addition,  since 1945,  the overall
performance  of  common  stocks  has  exceeded  the rate of  inflation.  It is a
fundamental  policy of the Fund,  which may not be changed without approval of a
majority  of the  Fund's  outstanding  shares  (see  "Investment  Restrictions",
herein,  for majority voting  requirements),  that the Fund will not concentrate
its investments in any particular industry. However, the Fund reserves the right
to  invest  up to 25% of its total  assets  (taken  at market  value) in any one
industry.

         The Fund may invest in high-quality money market instruments (including
U.S.  Treasury bills,  commercial paper,  certificates of deposit,  and bankers'
acceptances),  repurchase  agreements  and other debt  securities  for temporary
defensive  purposes  when the Fund  Manager  deems such a position  advisable in
light of economic or market conditions.

Special Investment Policies of the AARP Funds

         (See "OTHER INVESTMENT POLICIES AND RISK FACTORS" in the Prospectus.)

         U.S. Government  Securities.  U.S. Treasury  securities,  backed by the
full faith and credit of the U.S.  Government,  include a variety of  securities
which differ in their interest rates, maturities and times of issuance. Treasury
bills have original maturities of one year or less. Treasury notes have original
maturities  of one to ten years  and  Treasury  bonds  generally  have  original
maturities of greater than ten years.

         U.S. Government agencies and instrumentalities which issue or guarantee
securities  include,  for example,  the Export-Import Bank of the United States,
the Farmers Home Administration, the Federal Home Loan Mortgage Corporation, the
Federal National Mortgage Association, the Small Business Administration and the
Federal  Farm  Credit  Bank.   Obligations   of  some  of  these   agencies  and
instrumentalities,  such as the  Export-Import  Bank,  are supported by the full
faith and credit of the United  States;  others,  such as the  securities of the
Federal  Home Loan  Bank,  by the  ability  of the  issuer  to  borrow  from the
Treasury;  while still others, such as the securities of the Federal Farm Credit
Bank, are supported only by the credit of the issuer.  No assurance can be given
that the U.S.  Government would provide financial support to the latter group of
U.S. Government instrumentalities, as it is not obligated to do so.

         Interest rates on U.S. Government  obligations which the AARP Funds may
purchase may be fixed or variable.  Interest rates on variable rate  obligations
are adjusted at regular  intervals,  at least  annually,  according to a formula


                                       13
<PAGE>

reflecting then current  specified  standard rates, such as 91-day U.S. Treasury
bill rates. These adjustments tend to reduce fluctuations in the market value of
the securities.

         Municipal Obligations.  Municipal obligations held by AARP High Quality
Tax Free Money Fund and AARP Insured Tax Free General Bond Fund are issued by or
on behalf of states,  territories and possessions of the United States and their
political  subdivisions,  agencies  and  instrumentalities  and the  District of
Columbia to obtain  funds for various  public  purposes.  The  interest on these
obligations  is generally  exempt from  federal  income tax in the hands of most
investors.  The two  principal  classifications  of  municipal  obligations  are
"notes"  and  "bonds".  Municipal  notes  are  generally  used  to  provide  for
short-term  capital  needs and  generally  have  maturities of one year or less.
Municipal notes include:  Tax Anticipation  Notes;  Revenue  Anticipation Notes;
Bond Anticipation Notes; and Construction Loan Notes.

         Tax  Anticipation  Notes are sold to finance  working  capital needs of
municipalities.  They are generally  payable from specific tax revenues expected
to be  received  at a future  date.  Revenue  Anticipation  Notes are  issued in
expectation  of receipt of other types of revenue.  Tax  Anticipation  Notes and
Revenue  Anticipation  Notes are  generally  issued in  anticipation  of various
seasonal  revenue  such  as  income,   sales,  use  and  business  taxes.   Bond
Anticipation  Notes are sold to provide interim  financing and Construction Loan
Notes are sold to provide  construction  financing.  These  notes are  generally
issued in  anticipation  of long-term  financing  in the market.  In most cases,
these  monies  provide for the  repayment  of the notes.  After the projects are
successfully  completed and accepted,  many projects receive permanent financing
through the FHA under "Fannie Mae" (the Federal National  Mortgage  Association)
or GNMA.  There are,  of  course,  a number of other  types of notes  issued for
different purposes and secured differently than those described above.

         Municipal  bonds,  which meet  longer-term  capital needs and generally
have  maturities  of  more  than  one  year  when  issued,  have  two  principal
classifications: "general obligation" bonds and "revenue" bonds.

         Issuers of general obligation bonds include states,  counties,  cities,
towns and regional districts. The proceeds of these obligations are used to fund
a wide range of public  projects  including the  construction  or improvement of
schools,  highways  and roads,  water and sewer  systems  and a variety of other
public purposes.  The basic security of general obligation bonds is the issuer's
pledge of its full faith,  credit, and taxing power for the payment of principal
and  interest.  The taxes that can be levied for the payment of debt service may
be limited or unlimited as to rate or amount or special assessments.

         The principal security for a revenue bond is generally the net revenues
derived from a  particular  facility or group of  facilities  or, in some cases,
from the proceeds of a special excise or other specific revenue source.  Revenue
bonds have been  issued to fund a wide  variety of capital  projects  including:
electric, gas, water and sewer systems;  highways, bridges and tunnels; port and
airport  facilities;  colleges and  universities;  and  hospitals.  Although the
principal  security  behind these bonds varies widely,  many provide  additional
security in the form of a debt  service  reserve  fund whose  monies may also be
used to make  principal  and  interest  payments  on the  issuer's  obligations.
Housing finance authorities have a wide range of security including partially or
fully-insured,  rent-subsidized and/or collateralized mortgages,  and/or the net
revenues  from housing or other public  projects.  In addition to a debt service
reserve fund some authorities  provide further security in the form of a state's
ability  (without  obligation) to make up deficiencies in the debt reserve fund.
Lease rental bonds issued by a state or local authority for capital projects are
secured  by annual  lease  rental  payments  from the state or  locality  to the
authority sufficient to cover debt service on the authority's obligations.

         Some issues of municipal  bonds are payable from United States Treasury
bonds and notes held in escrow by a Trustee,  frequently a commercial  bank. The
interest and principal on these U.S. Government securities are sufficient to pay
all interest and principal  requirements  of the municipal  securities when due.
Some escrowed  Treasury  securities are used to retire  municipal bonds at their
earliest  call date,  while others are used to retire  municipal  bonds at their
maturity.

         Private  activity  bonds,   although   nominally  issued  by  municipal
authorities,  are generally not secured by the taxing power of the  municipality
but are secured by the revenues of the  authority  derived  from  payments by an
industrial or other non-governmental user.

                                       14
<PAGE>

         Securities purchased for either Fund may include variable/floating rate
instruments,  variable mode instruments,  put bonds, and other obligations which
have a specified maturity date but also are payable before maturity after notice
by the holder ("demand obligations").  Demand obligations are considered for the
AARP Funds' purposes to mature at the demand date.

         There  are,  in  addition,  a variety of hybrid  and  special  types of
municipal  obligations  as well  as  numerous  differences  in the  security  of
municipal obligations both within and between the two principal  classifications
(i.e., notes and bonds) discussed above.

         An entire issue of municipal  obligations  may be purchased by one or a
small number of  institutional  investors such as the AARP Funds.  Thus, such an
issue may not be said to be publicly  offered.  Unlike  securities which must be
registered  under the  Securities  Act of 1933 prior to offer and sale unless an
exemption from such registration is available,  municipal  obligations which are
not publicly offered may nevertheless be readily marketable.  A secondary market
exists for municipal obligations which have not been publicly offered initially.
Obligations  purchased for a Fund are subject to the  limitations on holdings of
securities which are not readily marketable based on whether it may be sold in a
reasonable time consistent  with the customs of the municipal  markets  (usually
seven days) at a price (or interest rate) which accurately reflects its recorded
value.  The AARP Funds  believe that the quality  standards  applicable to their
investments   enhance   marketability.   In  addition,   stand-by   commitments,
participation interests and demand obligations also enhance marketability.

         For  the  purpose  of the  AARP  Funds'  investment  restrictions,  the
identification  of the "issuer" of municipal  obligations  which are not general
obligation bonds is made by the Fund Manager on the basis of the characteristics
of the  obligation  as described  above,  the most  significant  of which is the
source of funds for the payment of principal and interest on such obligations.

         Municipal Lease Obligations and Participation Interests.  Participation
interests  represent  undivided  interests  in  municipal  leases,   installment
purchase contracts,  conditional sales contracts or other instruments. These are
typically  issued by a Trust or other entity which has received an assignment of
the payments to be made by the state or political  subdivision under such leases
or contracts.

         Each AARP Tax Free Fund may purchase from banks participation interests
in all or part of  specific  holdings of  municipal  obligations,  provided  the
participation  interest is fully  insured.  Each  participation  is backed by an
irrevocable  letter of credit or  guarantee  of the  selling  bank that the AARP
Funds' investment  adviser has determined meets the prescribed quality standards
of the Fund. Thus either the credit of the issuer of the municipal obligation or
the selling bank,  or both,  will meet the quality  standards of the  particular
Fund. Each Fund has the right to sell the  participation  back to the bank after
seven days' notice for the full principal  amount of the Fund's  interest in the
municipal obligation plus accrued interest,  but only (1) as required to provide
liquidity to the Fund,  (2) to maintain a high quality  investment  portfolio or
(3) upon a default under the terms of the municipal obligation. The selling bank
will receive a fee from the Fund in  connection  with the  arrangement.  Neither
Fund will  purchase  participation  interests  unless it  receives an opinion of
counsel or a ruling of the Internal Revenue Service satisfactory to the Trustees
that  interest  earned by that Fund on municipal  obligations  on which it holds
participation interests is exempt from Federal income tax.

         A municipal lease obligation may take the form of a lease,  installment
purchase  contract or  conditional  sales contract which is issued by a state or
local  government  and  authorities to acquire land,  equipment and  facilities.
Income from such  obligations is generally  exempt from state and local taxes in
the state of issuance.  Municipal lease obligations  frequently  involve special
risks not normally  associated with general obligations or revenue bonds. Leases
and installment  purchase or conditional  sale contracts (which normally provide
for title in the leased asset to pass  eventually  to the  governmental  issuer)
have  evolved  as a means for  governmental  issuers  to  acquire  property  and
equipment without meeting the constitutional and statutory  requirements for the
issuance of debt. The debt issuance  limitations  are deemed to be  inapplicable
because of the  inclusion  in many leases or  contracts  of  "non-appropriation"
clauses that relieve the  governmental  issuer of any  obligation to make future
payments  under the lease or  contract  unless  money is  appropriated  for such
purpose by the appropriate legislative body on a yearly or other periodic basis.
In addition,  such leases or contracts may be subject to the temporary abatement
of payments in the event the issuer is prevented from  maintaining  occupancy of
the leased premises or utilizing the leased equipment.  Although the obligations
may be secured by the leased  equipment or  facilities,  the  disposition of the


                                       15
<PAGE>

property in the event of  nonappropriation or foreclosure might prove difficult,
time  consuming and costly,  and result in a delay in recovery or the failure to
fully recover a Fund's original investment.

         Certain municipal lease obligations and participation  interests may be
deemed  illiquid  for the  purpose  of a Fund's  limitation  on  investments  in
illiquid  securities.   Other  municipal  lease  obligations  and  participation
interests  acquired by a Fund may be determined by the Fund Manager to be liquid
securities for the purpose of such  limitation.  In determining the liquidity of
municipal lease obligations and participation  interests,  the Fund Manager will
consider a variety of factors  including:  (1) the willingness of dealers to bid
for the  security;  (2) the number of dealers  willing to  purchase  or sell the
obligation and the number of other potential buyers; (3) the frequency of trades
or quotes for the obligation;  and (4) the nature of the marketplace  trades. In
addition,  the Fund Manager will consider  factors  unique to  particular  lease
obligations and participation  interests  affecting the  marketability  thereof.
These include the general  creditworthiness of the issuer, the importance to the
issuer  of the  property  covered  by the  lease  and the  likelihood  that  the
marketability  of the  obligation  will be  maintained  throughout  the time the
obligation is held by a Fund.

         A  Fund  may  purchase  participation   interests  in  municipal  lease
obligations  held by a  commercial  bank or other  financial  institution.  Such
participations provide a Fund with the right to a pro rata undivided interest in
the underlying  municipal lease obligations.  In addition,  such  participations
generally  provide a Fund with the  right to  demand  payment,  on not more than
seven days' notice, of all or any part of such Fund's participation  interest in
the underlying municipal lease obligation, plus accrued interest. Each Fund will
only invest in such  participations if, in the opinion of bond counsel,  counsel
for the issuers of such  participations or counsel selected by the Fund Manager,
the interest from such  participations is exempt from regular federal income tax
and state income tax for each state specific fund.

         Stand-by Commitments. Pursuant to an exemptive order from the SEC, each
AARP Tax Free Fund may  acquire  "stand-by  commitments,"  which will enable the
Fund to improve its portfolio liquidity by making available same-day settlements
on sales of its securities. A stand-by commitment is a right acquired by a Fund,
when it  purchases  a  municipal  obligation  from a  broker,  dealer  or  other
financial  institution  ("seller"),  to sell up to the same principal  amount of
such securities back to the seller,  at the Fund's option, at a specified price.
Stand-by  commitments are also known as "puts".  Each Fund's investment policies
permit the acquisition of stand-by  commitments  solely to facilitate  portfolio
liquidity and not to protect  against  changes in the market price of the Fund's
portfolio securities. The exercise by a Fund of a stand-by commitment is subject
to the ability of the other party to fulfill its contractual commitment.

         Stand-by  commitments  acquired  by a  Fund  will  have  the  following
features:  (1) they will be in writing and will be physically held by the Fund's
custodian;  (2) a Fund's  right  to  exercise  them  will be  unconditional  and
unqualified;  (3) they will be entered into only with sellers  which in the Fund
Manager's  opinion  present a minimal  risk of default;  (4)  although  stand-by
commitments will not be transferable, municipal obligations purchased subject to
such  commitments  may be sold to a third  party at any time,  even  though  the
commitment is  outstanding;  and (5) their exercise price will be (i) the Fund's
acquisition  cost  (excluding any accrued  interest which the Fund paid on their
acquisition),  less any amortized market premium or plus any amortized  original
issue discount  during the period the Fund owned the  securities,  plus (ii) all
interest accrued on the securities since the last interest payment date.

         Each Fund expects that stand-by commitments generally will be available
without  the  payment  of any  direct or  indirect  consideration.  However,  if
necessary  or  advisable,  a Fund  will  pay for  stand-by  commitments,  either
separately  in cash or by paying a higher price for portfolio  securities  which
are acquired subject to the commitments. As a matter of policy, the total amount
"paid" by a Fund in either manner for outstanding  stand-by commitments will not
exceed 1/2 of 1% of the value of its total assets  calculated  immediately after
any stand-by commitment is acquired.

         It is  difficult  to evaluate the  likelihood  of use or the  potential
benefit of a stand-by  commitment.  Therefore,  it is expected that the Trustees
will determine that stand-by commitments ordinarily have a "fair value" of zero,
regardless of whether any direct or indirect consideration was paid. However, if
the market price of the security subject to the stand-by commitment is less than
the exercise price of the stand-by commitment,  such security will ordinarily be
valued at such exercise price. Where a Fund has paid for a stand-by  commitment,
its cost will be  reflected as  unrealized  depreciation  for the period  during
which the commitment is held.

                                       16
<PAGE>

         There is no assurance that stand-by  commitments will be available to a
Fund nor does  either Fund assume  that such  commitments  would  continue to be
available under all market conditions.

         Third Party Puts.  The AARP Tax Free Funds may also purchase  long-term
fixed rate bonds that have been coupled with an option  granted by a third party
financial  institution allowing a Fund at specified intervals (not exceeding 397
calendar  days in the case of AARP High  Quality  Tax Free Money Fund) to tender
(or "put") the bonds to the institution and receive the face value thereof (plus
accrued  interest).  These third party puts are  available in several  different
forms, may be represented by custodial receipts or Trust certificates and may be
combined with other  features  such as interest rate swaps.  The Fund receives a
short-term rate of interest (which is periodically reset), and the interest rate
differential between that rate and the fixed rate on the bond is retained by the
financial  institution.  The financial  institution granting the option does not
provide  credit  enhancement,  and in the event  that  there is a default in the
payment of principal or interest,  or downgrading of a bond to below  investment
grade, or a loss of the bond's tax-exempt  status, the put option will terminate
automatically,  the risk to the Fund will be that of  holding  such a  long-term
bond  and the  weighted  average  maturity  of the  Fund's  portfolio  would  be
adversely affected.

         These  bonds  coupled  with puts may present the same tax issues as are
associated  with  Stand-By  Commitments  discussed  above.  As with any Stand-By
Commitments  acquired by the Funds,  each Fund intends to take the position that
it is the owner of any municipal  obligation  acquired  subject to a third-party
put,  and  that  tax-exempt  interest  earned  with  respect  to such  municipal
obligations  will be  tax-exempt  in its hands.  There is no assurance  that the
Internal  Revenue Service will agree with such position in any particular  case.
Additionally, the federal income tax treatment of certain other aspects of these
investments,  including  the  treatment  of tender  fees and swap  payments,  in
relation to various  regulated  investment  company tax  provisions  is unclear.
However,  the Fund Manager  intends to manage the Funds'  portfolios in a manner
designed to minimize any adverse impact from these investments.

         Repurchase Agreements. Each of the AARP Funds may enter into repurchase
agreements  with  any  member  bank  of  the  Federal  Reserve  System  and  any
broker-dealers which are recognized as a reporting government securities dealer,
whose  creditworthiness  has been  determined by the Fund Manager to be at least
equal to that of issuers of commercial paper rated within the two highest grades
assigned by any of the  nationally-recognized  rating services including Moody's
and S&P,  two of the most widely  recognized  rating  services  for the types of
securities in which a Fund invests.  A repurchase  agreement,  which  provides a
means for a Fund to earn income on monies for periods as short as overnight,  is
an arrangement  under which the purchaser  (i.e.,  the Fund) acquires a security
("Obligation")  and the seller  agrees,  at the time of sale, to repurchase  the
Obligation at a specified  time and price.  The  repurchase  price may be higher
than the  purchase  price,  the  difference  being  income to the  Fund,  or the
purchase and repurchase  prices may be the same,  with interest at a stated rate
due to the Fund at the time of  repurchase.  In either  case,  the income to the
Fund is unrelated to the interest rate on the Obligation itself. For purposes of
the  Investment  Company Act of 1940,  as  amended,  ("1940  Act") a  repurchase
agreement  is  deemed  to be a loan  to the  seller  of  the  Obligation  and is
therefore  covered by each Fund's  investment  restriction  applicable to loans.
Each  repurchase  agreement  entered into by a Fund  requires that if the market
value of the  Obligation  becomes  less  than the  repurchase  price  (including
interest), a Fund will direct the seller of the Obligation,  on a daily basis to
deliver additional securities so that the market value of all securities subject
to the repurchase  agreement will equal or exceed the repurchase  price.  In the
event  that a Fund  is  unsuccessful  in  seeking  to  enforce  the  contractual
obligation  to deliver  additional  securities,  and the seller  defaults on its
obligation to repurchase, the Fund bears the risk of any drop in market value of
the Obligation(s).  In the event that bankruptcy or insolvency  proceedings were
commenced with respect to a bank or  broker-dealer  before its repurchase of the
Obligation, a Fund may encounter delay and incur costs before being able to sell
the  security.  Delays may  involve  loss of interest or decline in price of the
Obligation.  In the case of  repurchase  agreements,  it is not clear  whether a
court would  consider a repurchase  agreement  as being owned by the  particular
Fund  or as  being  collateral  for a loan  by the  Fund.  If a  court  were  to
characterize the transaction as a loan and the Fund had not perfected a security
interest in the Obligation,  the Fund could be required to return the Obligation
to the bank's  estate and be treated as an unsecured  creditor.  As an unsecured
creditor,  the Fund would be at the risk of losing some or all of the  principal
and income involved in that transaction.  The Fund Manager seeks to minimize the
risk of loss through repurchase  agreements by analyzing the creditworthiness of
the obligor, in this case the seller of the Obligations.

         Securities  subject to a repurchase  agreement are held in a segregated
account, and the amount of such securities is adjusted so as to provide a market
value at least equal to the repurchase price on a daily basis.

                                       17
<PAGE>

         Each of the AARP  Income  Funds  has  adopted  a  policy,  which may be
changed without the vote of the  shareholders of those funds, not to invest more
than 50% of its total assets in repurchase agreements.  In addition, none of the
AARP Funds may invest more than 10% of its total assets in repurchase agreements
maturing  in more than  seven  days.  (See  "Investment  Restrictions",  herein,
regarding requirements for a majority vote.)

Mortgage-Backed  Securities and Mortgage Pass-Through Securities.  The AARP High
Quality  Bond  Fund and the AARP  Balanced  Stock  and Bond  Fund may  invest in
mortgage-backed  securities,  which are  interests  in pools of mortgage  loans,
including  mortgage  loans  made by  savings  and  loan  institutions,  mortgage
bankers,  commercial  banks and  others.  The AARP GNMA and U.S.  Treasury  Fund
invests in  mortgage-backed  securities  guaranteed  primarily by the Government
National  Mortgage  Association.  Pools  of  mortgage  loans  are  assembled  as
securities for sale to investors by various governmental, government-related and
private  organizations  as further  described  below. The AARP High Quality Bond
Fund  and the  AARP  Balanced  Stock  and Bond  Fund  may  also  invest  in debt
securities  which are secured  with  collateral  consisting  of  mortgage-backed
securities (see "Collateralized  Mortgage  Obligations"),  and in other types of
mortgage-related securities.

         A decline in interest  rates may lead to a faster rate of  repayment of
the  underlying  mortgages,  and expose the Fund to a lower rate of return  upon
reinvestment. To the extent that such mortgage-backed securities are held by the
Fund, the prepayment right will tend to limit to some degree the increase in net
asset value of the Fund because the value of the mortgage-backed securities held
by the Fund may not  appreciate  as  rapidly as the price of  non-callable  debt
securities.

         Interests  in pools of  mortgage-backed  securities  differ  from other
forms of debt  securities,  which  normally  provide  for  periodic  payment  of
interest in fixed amounts with principal  payments at maturity or specified call
dates.  Instead,  these  securities  provide a monthly payment which consists of
both  interest  and  principal  payments.   In  effect,  these  payments  are  a
"pass-through" of the monthly payments made by the individual borrowers on their
mortgage  loans,  net of any  fees  paid  to the  issuer  or  guarantor  of such
securities.  Additional payments are caused by repayments of principal resulting
from the sale of the underlying  property,  refinancing or  foreclosure,  net of
fees or costs which may be incurred.  Some mortgage-related  securities (such as
securities issued by the Government National Mortgage Association) are described
as "modified  pass-through."  These securities entitle the holder to receive all
interest and principal  payments owed on the mortgage pool, net of certain fees,
at the  scheduled  payment  dates  regardless  of whether  or not the  mortgagor
actually makes the payment.

         The principal governmental guarantor of mortgage-related  securities is
the Government National Mortgage  Association  ("GNMA").  GNMA is a wholly-owned
U.S.  Government   corporation  within  the  Department  of  Housing  and  Urban
Development.  GNMA is authorized to guarantee, with the full faith and credit of
the U.S. Government,  the timely payment of principal and interest on securities
issued by institutions  approved by GNMA (such as savings and loan institutions,
commercial  banks and mortgage  bankers) and backed by pools of  FHA-insured  or
VA-guaranteed mortgages.  These guarantees,  however, do not apply to the market
value or yield of  mortgage-backed  securities  or to the value of Fund  shares.
Also, GNMA  securities  often are purchased at a premium over the maturity value
of the underlying mortgages.  This premium is not guaranteed and will be lost if
prepayment occurs.

         Government-related  guarantors  (i.e., not backed by the full faith and
credit of the U.S. Government) include the Federal National Mortgage Association
("FNMA") and the Federal Home Loan  Mortgage  Corporation  ("FHLMC").  FNMA is a
government-sponsored  corporation owned entirely by private stockholders.  It is
subject to general regulation by the Secretary of Housing and Urban Development.
FNMA purchases  conventional  (i.e., not insured or guaranteed by any government
agency) mortgages from a list of approved  seller/servicers  which include state
and  federally-chartered  savings and loan  associations,  mutual savings banks,
commercial banks and credit unions and mortgage bankers. Pass-through securities
issued by FNMA are  guaranteed as to timely payment of principal and interest by
FNMA but are not backed by the full faith and credit of the U.S. Government.

         FHLMC is a corporate  instrumentality  of the U.S.  Government  and was
created by Congress in 1970 for the purpose of increasing  the  availability  of
mortgage  credit  for  residential  housing.  Its  stock is owned by the  twelve
Federal Home Loan Banks. FHLMC issues  Participation  Certificates ("PCs") which
represent  interests in conventional  mortgages from FHLMC's national portfolio.
FHLMC  guarantees  the timely  payment of interest  and ultimate  collection  of
principal,  but PCs are not  backed  by the full  faith  and  credit of the U.S.
Government.

                                       18
<PAGE>

         Commercial  banks,  savings  and loan  institutions,  private  mortgage
insurance  companies,  mortgage  bankers and other secondary market issuers also
create  pass-through pools of conventional  mortgage loans. Such issuers may, in
addition,  be the originators and/or servicers of the underlying  mortgage loans
as well as the guarantors of the mortgage-related  securities.  Pools created by
such  non-governmental  issuers  generally  offer a higher rate of interest than
government and government-related  pools because there are no direct or indirect
government or agency guarantees of payments. However, timely payment of interest
and  principal of these pools may be supported by various  forms of insurance or
guarantees,  including  individual  loan,  title,  pool and hazard insurance and
letters of credit.  The  insurance  and  guarantees  are issued by  governmental
entities,  private  insurers  and  the  mortgage  poolers.  Such  insurance  and
guarantees and the creditworthiness of the issuers thereof will be considered in
determining  whether a  mortgage-related  security  meets the Fund's  investment
quality  standards.  There can be no  assurance  that the  private  insurers  or
guarantors can meet their obligations under the insurance  policies or guarantee
arrangements.  The Fund may buy mortgage-related securities without insurance or
guarantees,  if through an examination  of the loan  experience and practices of
the  originators/servicers  and poolers,  the Fund Manager  determines  that the
securities  meet the  Fund's  quality  standards.  Although  the market for such
securities is becoming increasingly liquid, securities issued by certain private
organizations may not be readily marketable.

Collateralized  Mortgage Obligations  ("CMO"s).  The AARP High Quality Bond Fund
and the AARP  Balanced  Stock and Bond Fund may invest in CMOs which are hybrids
between mortgage-backed bonds and mortgage pass-through securities. Similar to a
bond, interest and prepaid principal are paid, in most cases, semiannually. CMOs
may  be   collateralized   by  whole  mortgage  loans  but  are  more  typically
collateralized by portfolios of mortgage  pass-through  securities guaranteed by
GNMA, FHLMC, or FNMA, and their income streams.

         CMOs are  structured  into multiple  classes,  each bearing a different
stated  maturity.  Actual  maturity  and  average  life  will  depend  upon  the
prepayment  experience  of the  collateral.  CMOs provide for a modified form of
call protection through a de facto breakdown of the underlying pool of mortgages
according  to how  quickly the loans are repaid.  Monthly  payment of  principal
received from the pool of underlying mortgages,  including prepayments, is first
returned to investors holding the shortest maturity class. Investors holding the
longer maturity  classes  receive  principal only after the first class has been
retired.  An investor is partially  guarded against a sooner than desired return
of principal because of the sequential payments.

         In a typical CMO  transaction,  a corporation  issues multiple  series,
(e.g.,  A, B, C, Z) of CMO bonds  ("Bonds").  Proceeds of the Bond  offering are
used to purchase mortgages or mortgage pass-through certificates ("Collateral").
The  Collateral  is pledged to a third party  trustee as security for the Bonds.
Principal and interest payments from the Collateral are used to pay principal on
the Bonds in the order A, B, C, Z. The Series A, B, and C bonds all bear current
interest.  Interest on the Series Z Bond is accrued and added to principal and a
like amount is paid as principal on the Series A, B, or C Bond  currently  being
paid  off.  When the  Series A, B, and C Bonds  are paid in full,  interest  and
principal on the Series Z Bond begins to be paid currently.  With some CMOs, the
issuer  serves as a conduit to allow loan  originators  (primarily  builders  or
savings and loan associations) to borrow against their loan portfolios.

Other Asset-Backed  Securities.  The  securitization  techniques used to develop
mortgage-backed  securities  are now being  applied to a broad  range of assets.
Through the use of trusts and special  purpose  corporations,  various  types of
assets, including automobile loans, computer leases and credit card receivables,
are  being  securitized  in  pass-through  structures  similar  to the  mortgage
pass-through  structures  described  above or in a structure  similar to the CMO
structure.  Consistent  with the AARP  High  Quality  Bond  Fund's  and the AARP
Balanced Stock and Bond Fund's investment objectives and policies, the Funds may
invest in these and other types of asset-backed securities that may be developed
in the future.  In general,  the collateral  supporting  these  securities is of
shorter   maturity  than  mortgage  loans  and  is  less  likely  to  experience
substantial prepayments with interest rate fluctuations.

         Several types of  asset-backed  securities have already been offered to
investors,  including  Certificates  of  Automobile  ReceivablesSM  ("CARS^SM").
CARS^SM  represent  undivided  fractional  interests in a trust  ("Trust") whose
assets consist of a pool of motor vehicle retail installment sales contracts and
security interests in the vehicles securing the contracts. Payments of principal
and interest on CARS^SM are passed through monthly to certificate  holders,  and
are  guaranteed up to certain  amounts and for a certain time period by a letter
of credit  issued by a financial  institution  unaffiliated  with the trustee or
originator  of the Trust.  An  investor's  return on CARS^SM  may be affected by
early prepayment of principal on the underlying vehicle sales contracts.  If the
letter of credit is  exhausted,  the Trust may be prevented  from  realizing the
full  amount  due on a sales  contract  because  of state law  requirements  and


                                       19
<PAGE>

restrictions  relating to  foreclosure  sales of vehicles  and the  obtaining of
deficiency judgments following such sales or because of depreciation,  damage or
loss  of a  vehicle,  the  application  of  federal  and  state  bankruptcy  and
insolvency  laws,  or  other  factors.  As a  result,  certificate  holders  may
experience delays in payments or losses if the letter of credit is exhausted.

         Asset-backed securities present certain risks that are not presented by
mortgage-backed securities. Primarily, these securities may not have the benefit
of any security  interest in the related  assets.  Credit card  receivables  are
generally  unsecured and the debtors are entitled to the  protection of a number
of state and federal  consumer  credit laws, many of which give such debtors the
right to set off certain amounts owed on the credit cards,  thereby reducing the
balance due. There is the possibility that recoveries on repossessed  collateral
may not, in some cases, be available to support payments on these securities.

         Asset-backed   securities   are  often  backed  by  a  pool  of  assets
representing  the  obligations of a number of different  parties.  To lessen the
effect of  failures  by  obligors on  underlying  assets to make  payments,  the
securities  may  contain   elements  of  credit  support  which  fall  into  two
categories:  (i)  liquidity  protection,  and  (ii)  protection  against  losses
resulting  from  ultimate  default  by an  obligor  on  the  underlying  assets.
Liquidity  protection  refers to the  provision  of  advances,  generally by the
entity  administering the pool of assets, to ensure that the receipt of payments
on the underlying  pool occurs in a timely  fashion.  Protection  against losses
results from payment of the insurance  obligations  on at least a portion of the
assets in the pool. This protection may be provided through guarantees, policies
or letters of credit  obtained  by the  issuer or  sponsor  from third  parties,
through various means of structuring the transaction or through a combination of
such  approaches.  The Fund will not pay any  additional  or  separate  fees for
credit  support.  The  degree  of  credit  support  provided  for each  issue is
generally  based on historical  information  respecting the level of credit risk
associated  with the  underlying  assets.  Delinquency or loss in excess of that
anticipated or failure of the credit support could  adversely  affect the return
on an investment in such a security.

         The  Funds  may also  invest  in  residual  interests  in  asset-backed
securities.  In the case of  asset-backed  securities  issued in a  pass-through
structure,  the cash flow generated by the underlying  assets is applied to make
required payments on the securities and to pay related administrative  expenses.
The residual in an asset-backed security  pass-through  structure represents the
interest in any excess cash flow remaining after making the foregoing  payments.
The  amount  of  residual  cash  flow  resulting  from  a  particular  issue  of
asset-backed  securities will depend on, among other things, the characteristics
of the  underlying  assets,  the  coupon  rates  on the  securities,  prevailing
interest rates, the amount of administrative  expenses and the actual prepayment
experience  on  the  underlying  assets.  Asset-backed  security  residuals  not
registered  under the  Securities Act of 1933 (the "1933 Act") may be subject to
certain  restrictions on  transferability.  In addition,  there may be no liquid
market for such securities.

         The  availability  of  asset-backed   securities  may  be  affected  by
legislative or regulatory  developments.  It is possible that such  developments
may  require  the  Funds  to  dispose  of any  then  existing  holdings  of such
securities.

         Zero Coupon  Securities.  The AARP Balanced Stock and Bond Fund and the
AARP Global Growth Fund may invest in zero coupon  securities  which pay no cash
income and are sold at substantial discounts from their value at maturity.  When
held to maturity,  their entire income, which consists of accretion of discount,
comes from the  difference  between the issue price and their value at maturity.
Zero coupon  securities  are subject to greater market value  fluctuations  from
changing  interest rates than debt  obligations of comparable  maturities  which
make current  distributions of interest (cash). Zero coupon securities which are
convertible into common stock offer the opportunity for capital  appreciation as
increases (or decreases) in market value of such  securities  closely follow the
movements  in the market  value of the  underlying  common  stock.  Zero  coupon
convertible  securities  generally  are  expected to be less  volatile  than the
underlying common stocks, as they usually are issued with maturities of 15 years
or less and are issued with options and/or  redemption  features  exercisable by
the holder of the  obligation  entitling the holder to redeem the obligation and
receive a defined cash payment.

         Zero coupon securities  include  securities issued directly by the U.S.
Treasury,  and U.S. Treasury bonds or notes and their unmatured interest coupons
and  receipts  for  their  underlying  principal  ("coupons")  which  have  been
separated by their holder,  typically a custodian  bank or investment  brokerage
firm. A holder will separate the interest coupons from the underlying  principal
(the "corpus") of the U.S. Treasury  security.  A number of securities firms and
banks have  stripped the  interest  coupons and receipts and then resold them in
custodial receipt programs with a number of different names, including "Treasury
Income Growth  Receipts"  (TIGRS(TM))  and  Certificate of Accrual on Treasuries
(CATS(TM)).  The underlying U.S. Treasury bonds and notes themselves are held in


                                       20
<PAGE>

book-entry form at the Federal Reserve Bank or, in the case of bearer securities
(i.e.,  unregistered  securities  which are owned  ostensibly  by the  bearer or
holder  thereof),  in trust on  behalf of the  owners  thereof.  Counsel  to the
underwriters  of these  certificates or other evidences of ownership of the U.S.
Treasury  securities have stated that, for federal tax and securities  purposes,
in their opinion purchasers of such certificates,  such as the Fund, most likely
will  be  deemed  the  beneficial  holder  of  the  underlying  U.S.  Government
securities.  The Fund  understands that the staff of the SEC no longer considers
such privately stripped obligations to be U.S. Government securities, as defined
in the Investment Company Act of 1940; therefore,  the Fund intends to adhere to
this staff position and will not treat such privately stripped obligations to be
U.S.  Government  securities  for the  purpose  of  determining  if the  Fund is
"diversified" under the 1940 Act.

         The U.S. Treasury has facilitated transfers of ownership of zero coupon
securities by accounting  separately for the beneficial  ownership of particular
interest coupon and corpus payments on Treasury  securities  through the Federal
Reserve  book-entry  record  keeping  system.  The  Federal  Reserve  program as
established by the Treasury Department is known as "STRIPS" or "Separate Trading
of Registered  Interest and Principal of Securities."  Under the STRIPS program,
the Fund will be able to have its beneficial ownership of zero coupon securities
recorded directly in the book-entry  record-keeping  system in lieu of having to
hold  certificates  or other  evidences  of  ownership  of the  underlying  U.S.
Treasury securities.

         When U.S.  Treasury  obligations  have been stripped of their unmatured
interest  coupons  by the  holder,  the  principal  or  corpus is sold at a deep
discount  because the buyer  receives  only the right to receive a future  fixed
payment on the  security  and does not receive  any rights to periodic  interest
(cash) payments. Once stripped or separated,  the corpus and coupons may be sold
separately.  Typically,  the coupons are sold  separately  or grouped with other
coupons with like  maturity  dates and sold bundled in such form.  Purchasers of
stripped  obligations   acquire,  in  effect,   discount  obligations  that  are
economically  identical to the zero coupon  securities  that the Treasury  sells
itself (see "TAXES" herein).

         Loans of  Portfolio  Securities.  Each  Fund  may  lend  its  portfolio
securities  provided:  (1)  the  loan  is  secured  continuously  by  collateral
consisting of U.S.  Government  securities or cash or cash equivalents  adjusted
daily to have a market  value at least equal to the current  market value of the
securities  loaned;  (2) the Fund may at any time call the loan and  regain  the
securities  loaned;  (3) the Fund will receive any interest or dividends paid on
the loaned  securities;  and (4) the aggregate market value of securities loaned
will not at any time  exceed  one-third  of the total  assets  of the  Fund.  In
addition,  it is  anticipated  that the Fund may share with the borrower some of
the income  received  on the  collateral  for the loan or that it will be paid a
premium for the loan.  In  determining  whether to lend  securities,  the Fund's
investment  adviser considers all relevant factors and  circumstances  including
the  creditworthiness of the borrower.  The AARP Funds have no current intention
of lending their portfolio securities.

         Securities  Purchased on a "Forward  Delivery" or "When-Issued"  Basis.
Debt securities,  including  municipal  obligations when originally  issued, are
frequently  offered on a "forward  delivery" or  "when-issued"  basis and may be
purchased  on this basis by the AARP Money,  Income and Tax Free Funds,  and the
AARP  Balanced  Stock and Bond Fund.  When so offered,  the price,  which may be
expressed in yield  terms,  is fixed at the time the  commitment  to purchase is
made, but delivery and payment for the  when-issued  securities  take place at a
later  date.  Normally,  the  settlement  date  occurs  within  one month of the
purchase of U.S. Government obligations.  During the period between purchase and
settlement,  no payment is made on behalf of the Fund and no interest accrues to
the Fund.  To the extent that assets of the Fund are not  invested  prior to the
settlement of a purchase of securities,  the Fund will earn no income;  however,
it is the intention of each Fund to be fully invested to the extent practicable,
subject to the policies stated above.  While  securities  purchased on a forward
delivery or when-issued  basis may be sold prior to the settlement date, each of
the above Funds intends to purchase such securities with the purpose of actually
acquiring them for its portfolio unless a sale appears  desirable for investment
reasons.  At the time the  commitment  to purchase a debt  security on a forward
delivery or when-issued  basis is made, the transaction will be recorded and the
value of the security will be reflected in determining its net asset value.  The
market value of the  when-issued or forward  delivery  securities may be more or
less than the  purchase  price  payable  at  settlement  date.  The Funds do not
believe that their net asset value or income will be adversely affected by their
purchase of debt  securities on a when-issued or forward  delivery  basis.  Each
Fund will  establish  with its  custodian a segregated  account in which it will
maintain  cash,  U.S.   Government   securities  and  other   high-quality  debt
obligations  equal in value to commitments for  when-issued or forward  delivery
securities.  Such segregated securities either will mature or, if necessary,  be
sold on or before the settlement date.

                                       21
<PAGE>

         Futures  Contracts.  The AARP Income  Funds,  the AARP Insured Tax Free
General  Bond Fund,  the AARP  Balanced  Stock and Bond Fund and the AARP Global
Growth Fund may each enter into financial futures contracts.  Such contracts may
be either  based on indices of  particular  groups or  varieties  of  securities
("Index Futures  Contracts") or be for the purchase or sale of debt  obligations
("Debt  Futures  Contracts").  Such  futures  contracts  are traded on exchanges
licensed and regulated by the Commodity  Futures Trading  Commission.  Each Fund
enters into futures contracts to gain a degree of protection against anticipated
changes in interest  rates that would  otherwise have an adverse effect upon the
economic interests of the Fund.  However,  the costs of and possible losses from
futures  transactions  reduce the Funds' yield from  interest on its holdings of
debt securities. Income from futures transactions constitutes taxable gain.

         For each Fund, the custodian  places cash, U.S.  government  securities
and other high grade debt  obligations  into a  segregated  account in an amount
equal to the value of the total assets  committed to the consummation of futures
positions.  If the  value of the  securities  placed in the  segregated  account
declines, additional cash or securities are required to be placed in the account
on a daily basis so that the value of the account  equals the amount of a Fund's
commitments with respect to such contracts. Alternatively, a Fund may cover such
positions by purchasing offsetting positions,  or covering such positions partly
with cash, U.S. government securities and other high grade debt obligations, and
partly with offsetting positions.

         An Index  Futures  Contract  is a  contract  to buy or sell  units of a
particular index of securities at a specified future date at a price agreed upon
when the contract is made.  Index Futures  Contracts  typically  specify that no
delivery of the actual securities making up the index takes place. Instead, upon
termination  of the  contract,  final  settlement  is made in cash  based on the
difference  between the contract  price and the actual price on the  termination
date of the units of the index.

         A Debt Futures Contract is a binding  contractual  commitment which, if
held  to  maturity,  requires  a Fund  to  make or  accept  delivery,  during  a
particular  month, of obligations  having a standardized  face value and rate of
return. By purchasing a Debt Futures  Contract,  a Fund legally obligates itself
to accept  delivery of the underlying  security and to pay the agreed price;  by
selling a Debt Futures Contract it legally  obligates itself to make delivery of
the security  against payment of the agreed price.  However,  positions taken in
the  futures  markets  are not  normally  held to  maturity.  Instead  they  are
liquidated through offsetting transactions which may result in a profit or loss.
While Debt Futures Contract  positions taken by a Fund are usually liquidated in
this  manner,  a Fund  may  instead  make or  take  delivery  of the  underlying
securities whenever it appears economically advantageous.

         A clearing  corporation,  associated with the exchange on which futures
contracts are traded,  assumes  responsibility  for close-outs of such contracts
and  guarantees  that the sale or purchase,  if still open,  is performed on the
settlement date.

         By entering  into futures  contracts,  a Fund seeks to  establish  more
certainly  than would  otherwise be possible the effective rate of return on its
portfolio  securities.  A Fund may, for example,  take a "short" position in the
futures  markets by selling a Debt Futures  Contract for the future  delivery of
securities  held by the Fund in order to hedge  against an  anticipated  rise in
interest rates that would adversely affect the value of such  securities.  Or it
might sell an Index Futures  Contract based on a group of securities whose price
trends show a significant correlation with those of securities held by the Fund.
When hedging of this character is successful,  any  depreciation in the value of
portfolio securities is substantially offset by appreciation in the value of the
futures  position.  On other  occasions  a Fund may  take a "long"  position  by
purchasing futures  contracts.  This is done when the Fund is not fully invested
or expects to receive substantial proceeds from the sale of portfolio securities
or of Fund shares, and anticipates the future purchase of particular  securities
but expects the rate of return then  available in the  securities  markets to be
less favorable than rates that are currently  available in the futures  markets.
The Funds expect that, in the normal course,  securities  will be purchased upon
termination of the long futures position, but under unusual market conditions, a
long futures  position may be  terminated  without a  corresponding  purchase of
securities.

         Debt  Futures  Contracts,   however,  currently  involve  only  taxable
obligations and do not encompass municipal securities. The value of Debt Futures
Contracts on taxable  securities,  as well as Index Futures  Contracts,  may not
vary in direct  proportion with the value of a Fund's  securities,  limiting the
ability of the Fund to hedge effectively against interest rate risk.

                                       22
<PAGE>

         Presently the only available  index futures  contract in which the AARP
Insured Tax Free General Bond Fund might invest is the Bond Buyer Municipal Bond
Index.  The Fund might sell a contract based on this index in anticipation of an
increase in interest rates, to attempt to offset the decrease in market value of
its portfolio  securities which could result.  Or the Fund might purchase such a
contract in the  anticipation  of a  significant  decrease in interest  rates to
offset the increased  cost of securities it hopes to purchase in the future.  No
index  futures  contracts  have  yet  been  developed  which  are  suitable  for
investment by the Funds in the AARP Income Trust.

         The  investment  restriction  concerning  futures  contracts  does  not
specify  the types of  index-based  futures  contracts  into which the Funds may
enter  because  it is  impossible  to foresee  what  particular  indices  may be
developed  and  traded or may prove  useful to the Funds in  implementing  their
overall risk management  strategies.  For example, price trends for a particular
index-based  futures  contract  may show a  significant  correlation  with price
trends in the securities  held by the Funds,  or either of them, even though the
securities  comprising the index are not necessarily  identical to those held by
such Fund or Funds.  In any event,  the Funds would not enter into a  particular
index-based   futures  contract  unless  the  Adviser  determined  that  such  a
correlation existed.

         Index  Futures  Contracts  and Debt  Futures  Contracts  currently  are
actively  traded on the Chicago  Board of Trade and the  International  Monetary
Market at the Chicago Mercantile Exchange.

         Options on Futures Contracts.  To attempt to gain additional protection
against  the  effects of  interest  rate  fluctuations,  each of the AARP Income
Funds,  the AARP Insured Tax Free General Bond Fund, the AARP Balanced Stock and
Bond Fund and the AARP Global  Growth Fund may purchase and write (sell) put and
call options on futures contracts that are traded on a U.S. exchange or board of
trade and enter into  related  closing  transactions.  There can be no assurance
that such closing transactions will be available at all times. In return for the
premium paid,  such an option gives the purchaser the right to assume a position
in a futures  contract  at any time  during  the option  period for a  specified
exercise price.

         A Fund may  purchase  put options on futures  contracts in lieu of, and
for the same purpose as, sale of a futures  contract.  It also may purchase such
put  options  in  order  to  hedge a long  position  in the  underlying  futures
contract.

         The purchase of call options on futures  contracts is intended to serve
the same  purpose as the actual  purchase of the futures  contracts.  A Fund may
purchase call options on futures  contracts in  anticipation of a market advance
when it is not fully invested.

         A Fund may write (sell) a call option on a futures contract in order to
hedge against a decline in the prices of the index or debt securities underlying
the futures  contracts.  If the price of the futures  contract at  expiration is
below the exercise price, the Fund would retain the option premium,  which would
offset, in part, any decline in the value of its portfolio securities.

         The writing  (selling) of a put option on a futures contract is similar
to the purchase of the futures contracts, except that, if market price declines,
a Fund would pay more than the market  price for the  underlying  securities  or
index units. The net cost to that Fund would be reduced, however, by the premium
received on the sale of the put, less any transactions costs.

         Limitations on Futures  Contracts and Options on Futures  Contracts.  A
Fund will not engage in transactions in futures contracts or related options for
speculation but only as a hedge against changes resulting from market conditions
in the values of debt  securities  held in its  portfolio or which it intends to
purchase and where the  transactions  are  appropriate  to the  reduction of the
Fund's risks.  The Trustees have adopted policies (which are not Fundamental and
may be modified by the Trustees  without a shareholder  vote) that,  immediately
after the purchase  for a Fund of a futures  contract or a related  option,  the
value of the  aggregate  initial  margin  deposits  with  respect to all futures
contracts (both for receipt and delivery), and premiums paid on related options,
entered  into on behalf of the Fund will not exceed 5% of the fair market  value
of the Fund's total assets.  Additionally,  the value of the aggregate  premiums
paid for all put and call  options held by a Fund will not exceed 20% of its net
assets.  Futures  contracts  and put  options  written  (sold) by a Fund will be
offset  by  assets  of the  Fund  held  in a  segregated  account  in an  amount
sufficient to satisfy obligations under such contracts and options.

                                       23
<PAGE>

         Each  Fund  has  received  from  the  CFTC  an  interpretative   letter
confirming  its opinion that it is not a "commodity  pool" as defined  under the
Commodity  Exchange  Act.  To ensure  that its  futures  transactions  meet this
definition, each Fund will enter into them for the purposes and with the hedging
intent specified in CFTC  regulations.  It will further determine that the price
fluctuations in the futures contracts used for hedging are substantially related
to price  fluctuations  in  securities  held by the Fund or which it  expects to
purchase,  though  there can be no assurance  this result will be achieved.  The
Funds'  futures  transactions  will be  entered  into  for  traditional  hedging
purposes  -- that is,  futures  contracts  will be sold (or  related put options
purchased) to protect  against a decline in the price of securities  that a Fund
owns,  or futures  contracts  (or related  call  options)  will be  purchased to
protect the Fund  against an increase in the price of  securities  it intends to
purchase.   As  evidence  of  this  hedging  intent,   each  Fund  expects  that
approximately 75% of its long futures positions  (purchases of futures contracts
or call options on futures  contracts) will be  "completed";  that is, upon sale
(or other termination) of these long contracts, the Fund will have purchased, or
will be in the process of, purchasing,  equivalent amounts of related securities
in the cash market.  However,  under unusual market  conditions,  a long futures
position may be terminated without the corresponding purchase of securities.

         Covered  Call  Options.  Each of the AARP Growth  Funds and each of the
AARP Income  Funds may write  (sell)  covered  call  options on their  portfolio
securities  in an attempt  to enhance  investment  performance.  The  writing of
covered call options by each Fund is subject to  limitations  imposed by certain
state securities  authorities.  The Funds have been advised that, under the most
restrictive  of such  limitations  currently  in  effect,  no more than 25% of a
Fund's net assets may be subject to covered options. Further, such states advise
that,  unless an exception is granted  with respect to certain  transactions  in
debt securities and related options,  such options and the securities underlying
the call must both be listed on national securities exchanges.

         When a Fund  writes  (sells)  a  covered  call  option,  it  gives  the
purchaser  of the option the right to buy the  underlying  security at the price
specified  in the option  (the  "exercise  price") at any time during the option
period,  generally ranging up to nine months. If the option expires unexercised,
the Fund will realize  gain to the extent of the amount  received for the option
(the "premium") less any commission paid. If the option is exercised, a decision
over which the Fund has no control,  the Fund must sell the underlying  security
to the option holder at the exercise  price.  By writing a covered  option,  the
Fund forgoes,  in exchange for the premium less the commission  ("net premium"),
the  opportunity  to profit  during the option  period  from an  increase in the
market value of the underlying security above the exercise price.

         When a Fund  sells  an  option,  an  amount  equal  to the net  premium
received  by the  Fund  is  included  in the  liability  section  of the  Fund's
Statement  of Assets and  Liabilities  as a deferred  credit.  The amount of the
deferred  credit will be  subsequently  marked-to-market  to reflect the current
market value of the option written.  The current market value of a traded option
is the last sale  price or,  in the  absence  of a sale,  the mean  between  the
closing bid and asked price.  If an option expires on its stipulated  expiration
date or if the Fund enters into a closing purchase  transaction  (i.e., the Fund
terminates  its  obligation  as the  writer of the option by  purchasing  a call
option on the same security with the same exercise price and expiration  date as
the option  previously  written),  the Fund will  realize a gain (or loss if the
cost of a closing purchase transaction exceeds the net premium received when the
option  was  sold)  and the  deferred  credit  related  to such  option  will be
eliminated.  If an option is  exercised,  the Fund will  realize a long-term  or
short-term  gain or  loss  from  the  sale of the  underlying  security  and the
proceeds of the sale will be increased by the net premium  originally  received.
The  writing  of  covered  options  may be deemed to  involve  the pledge of the
securities  against which the option is being written.  Securities against which
options are written will be segregated on the books of the Fund's custodian.

         Purchasing  Options on Stock  Indices.  To  protect  the value of their
portfolios  against  declining  stock prices,  each of the AARP Growth Funds may
purchase  put options on stock  indices.  To protect  against an increase in the
value of securities that it wants to purchase,  a Fund may purchase call options
on stock  indices.  A stock  index (such as the  Standard & Poor's 500)  assigns
relative  values  to the  common  stocks  included  in the  index  and the index
fluctuates  with the  changes  in the  market  values  of the  common  stocks so
included.  Options on stock indices are similar to options on stock except that,
rather  than  giving  the  purchaser  the right to take  delivery  of stock at a
specified  price,  an option on a stock index gives the  purchaser  the right to
receive cash. The amount of cash is equal to the difference  between the closing
price of the index and the exercise  price of the option,  expressed in dollars,
times a  specified  multiple  (the  "multiplier").  The  writer of the option is
obligated,  in return for the premium received, to make delivery of this amount.
Gain or loss with respect to options on stock indices depends on price movements
in the stock market generally rather than price movements in individual stocks.

                                       24
<PAGE>

         The multiplier for an index option  performs a function  similar to the
unit of trading for a stock  option.  It  determines  the total dollar value per
contract of each point in the difference between the exercise price of an option
and the current level of the underlying  index. A multiplier of 100 means that a
one-point  difference  will yield $100.  Options on  different  indices may have
different multipliers.

         Because the value of a stock index option depends upon movements in the
level of the stock index rather than the price of a particular stock,  whether a
Fund will  realize a gain or loss on the  purchase  of a put or call option on a
stock index  depends  upon  movements  in the level of stock prices in the stock
market  generally or in an industry or market  segment  rather than movements in
the price of a particular stock.  Accordingly,  successful use by a Fund of both
put and call  options on stock  indices  will be  subject to the Fund  Manager's
ability to  accurately  predict  movements in the  direction of the stock market
generally  or of a  particular  industry.  In cases  where  the  Fund  Manager's
prediction  proves  to be  inaccurate,  a Fund  will  lose the  premium  paid to
purchase the option and it will have failed to realize any gain.

         In addition,  a Fund's ability to hedge effectively all or a portion of
its securities  through  transactions in options on stock indices (and therefore
the  extent of its gain or loss on such  transactions)  depends on the degree to
which price movements in the underlying  index correlate with price movements in
the Fund's  securities.  Inasmuch  as such  securities  will not  duplicate  the
components  of  an  index,  the  correlation   probably  will  not  be  perfect.
Consequently,  a Fund will bear the risk that the prices of the securities being
hedged will not move in the same amount as the option.  This risk will  increase
as the  composition of a Fund's  portfolio  diverges from the composition of the
index.

         Over-the-counter  options ("OTC options") are purchased from or sold to
securities dealers,  financial institutions or other parties  ("Counterparties")
through  direct  bilateral  agreement  with the  Counterparty.  In  contrast  to
exchange listed options, which generally have standardized terms and performance
mechanics,  all the terms of an OTC  option,  including  such terms as method of
settlement,  term, exercise price, premium,  guarantees and security, are set by
negotiation  of the parties.  A Fund will only sell OTC options  (other than OTC
currency options) that are subject to a buy-back provision  permitting a Fund to
require the  Counterparty to sell the option back to the Fund at a formula price
within seven days. A Fund expects  generally to enter into OTC options that have
cash settlement provisions, although it is not required to do so.

         Unless the  parties  provide  for it,  there is no central  clearing or
guaranty function in an OTC option.  As a result,  if the Counterparty  fails to
make or take delivery of the security,  currency or other instrument  underlying
an OTC option it has entered into with a Fund or fails to make a cash settlement
payment due in accordance with the terms of that option,  the Fund will lose any
premium  it paid  for the  option  as well  as any  anticipated  benefit  of the
transaction.  Accordingly,  the Fund Manager must assess the creditworthiness of
each  such   Counterparty  or  any  guarantor  or  credit   enhancement  of  the
Counterparty's  credit to  determine  the  likelihood  that the terms of the OTC
option will be  satisfied.  A Fund will engage in OTC option  transactions  only
with United  States  government  securities  dealers  recognized  by the Federal
Reserve Bank of New York as "primary  dealers",  or broker dealers,  domestic or
foreign  banks or other  financial  institutions  which  have  received  (or the
guarantors of the obligation of which have received) a short-term  credit rating
of A-1 from S&P or P-1 from  Moody's  or an  equivalent  rating  from any  other
nationally recognized  statistical rating organization  ("NRSRO").  The staff of
the SEC currently  takes the position that OTC options  purchased by a Fund, and
portfolio securities "covering" the amount of a Fund's obligation pursuant to an
OTC option sold by it (the cost of the sell-back plus the  in-the-money  amount,
if any) are  illiquid,  and are subject to a Fund's  limitation  on investing no
more than 10% of its assets in illiquid securities.

         OTC options  entered  into by a Fund,  including  those on  securities,
currency,  financial  instruments or indices and OCC issued and exchange  listed
index options, will generally provide for cash settlement. As a result, when the
Fund sells these instruments it will only segregate an amount of assets equal to
its accrued net obligations,  as there is no requirement for payment or delivery
of amounts in excess of the net  amount.  These  amounts  will equal 100% of the
exercise  price  in the  case  of a non  cash-settled  put,  the  same as an OCC
guaranteed  listed option sold by the Fund, or the in-the-money  amount plus any
sell-back formula amount in the case of a cash-settled put or call. In addition,
when a Fund  sells a call  option  on an index at a time  when the  in-the-money
amount exceeds the exercise  price,  the Fund will  segregate,  until the option
expires  or is  closed  out,  cash or cash  equivalents  equal  in value to such
excess. OCC issued and exchange listed options sold by the Fund other than those
above generally  settle with physical  delivery,  and the Fund will segregate an
amount of assets  equal to the full value of the option.  OTC  options  settling


                                       25
<PAGE>

with physical delivery,  or with an election of either physical delivery or cash
settlement  will be treated the same as other  options  settling  with  physical
delivery.

         Risks of Futures and Options  Investments.  A Fund will incur brokerage
fees in  connection  with its futures and options  transactions,  and it will be
required to  segregate  Funds for the benefit of brokers as margin to  guarantee
performance  of its futures  and  options  contracts.  In  addition,  while such
contracts  will be  entered  into to  reduce  certain  risks,  trading  in these
contracts  entails certain other risks.  Thus, while a Fund may benefit from the
use of futures contracts and related options,  unanticipated changes in interest
rates may result in a poorer  overall  performance  for that Fund than if it had
not entered into any such contracts. Additionally, the skills required to invest
successfully in futures and options may differ from skills required for managing
other assets in the Fund's portfolio.

         The  AARP  Growth   Funds  may  engage  in   over-the-counter   options
transactions  with  broker-dealers  who make markets in these options.  The Fund
Manager  will  consider  risk  factors  such  as  their   creditworthiness  when
determining a broker-dealer  with which to engage in options  transactions.  The
ability to terminate over-the-counter option positions is more limited than with
exchange-traded  option positions because the predominant  market is the issuing
broker  rather than an  exchange,  and may involve the risk that  broker-dealers
participating in such transactions will not fulfill their  obligations.  Certain
over-the-counter  options may be deemed to be illiquid securities and may not be
readily  marketable.  The Fund  Manager  will  monitor the  creditworthiness  of
dealers  with whom the Funds  enter  into such  options  transactions  under the
general supervision of the Funds' Trustees.

         Convertible  Securities.  Convertible  securities  include  convertible
bonds, notes and debentures,  convertible preferred stocks, and other securities
that give the holder the right to exchange the security for a specific number of
shares of common stock.  Convertible securities entail less credit risk than the
issuer's  common  stock  because  they are  considered  to be "senior" to common
stock.  Convertible securities generally offer lower interest or dividend yields
than non-convertible  debt securities of similar quality.  They may also reflect
changes in value of the underlying common stock.

         Foreign  Securities.  All the Funds in the AARP Growth Trust may invest
without limit in foreign securities.  The AARP High Quality Bond Fund may invest
without limit in U.S.  dollar  denominated  foreign  securities.  The AARP Money
Funds may currently  invest in U.S.  dollar-denominated  certificates of deposit
and bankers' acceptances of foreign branches of large U.S. banks.

         Investors  should  recognize  that  investing  in  foreign   securities
involves certain special considerations,  including those set forth below, which
are not typically  associated  with  investing in United States  securities  and
which may favorably or  unfavorably  affect the Funds'  performance.  As foreign
companies  are  not  generally  subject  to  uniform  accounting,  auditing  and
financial reporting  standards,  practices and requirements  comparable to those
applicable  to  domestic  companies,   there  may  be  less  publicly  available
information about a foreign company than about a domestic company.  Many foreign
securities  markets,   while  growing  in  volume  of  trading  activity,   have
substantially  less volume than the U.S. market,  and securities of some foreign
issuers are less liquid and more volatile than  securities of domestic  issuers.
Similarly, volume and liquidity in most foreign bond markets is less than in the
United  States and,  at times,  volatility  of price can be greater  than in the
United States. Fixed commissions on some foreign securities exchanges and bid to
asked spreads in foreign bond markets are generally  higher than  commissions on
bid to asked  spreads  on U.S.  markets,  although  the Funds will  endeavor  to
achieve the most favorable net results on their portfolio transactions. There is
generally less government  supervision  and regulation of securities  exchanges,
brokers and listed  companies  than in the U.S. It may be more difficult for the
Funds'  agents to keep  currently  informed  about  corporate  actions which may
affect the prices of  portfolio  securities.  Communications  between the United
States and foreign countries may be less reliable than within the United States,
thus  increasing the risk of delayed  settlements of portfolio  transactions  or
loss of certificates for portfolio  securities.  Payment for securities  without
delivery may be required in certain foreign markets.  In addition,  with respect
to certain  foreign  countries,  there is the  possibility of  expropriation  or
confiscatory   taxation,   political  or  social   instability,   or  diplomatic
developments  which could affect United States  investments in those  countries.
Investments in foreign securities may also entail certain risks such as possible
currency  blockages or transfer  restrictions,  and the  difficulty of enforcing
rights in other countries.  Moreover,  individual  foreign  economies may differ
favorably or  unfavorably  from the United  States  economy in such  respects as
growth of gross  national  product,  rate of  inflation,  capital  reinvestment,
resource  self-sufficiency  and balance of payments  position.  Further,  to the
extent   investments  in  foreign   securities  involve  currencies  of  foreign


                                       26
<PAGE>

countries,  the Funds may be affected  favorably  or  unfavorably  by changes in
currency  rates and in  exchange  control  regulations  and may  incur  costs in
connection with conversion between currencies.

         Investments  in companies  domiciled  in  developing  countries  may be
subject to potentially  greater risks than  investments in developed  countries.
The possibility of revolution and the dependence on foreign economic  assistance
may be greater in these countries than in developed countries. The management of
each Fund seeks to  mitigate  the risks  associated  with  these  considerations
through diversification and active professional management.

         Forward Foreign Currency  Exchange  Contracts.  Each of the AARP Growth
Funds may enter into forward foreign currency  exchange  contracts in connection
with its investments in foreign securities.  A forward foreign currency exchange
contract  ("forward  contract")  involves  an  obligation  to purchase or sell a
specific  currency at a future date,  which may be any fixed number of days from
the date of the contract agreed upon by the parties,  at a price set at the time
of the contract.  These contracts are traded in the interbank  market  conducted
directly between  currency  traders  (usually large commercial  banks) and their
customers.  A forward  contract  generally  has no deposit  requirement,  and no
commissions are charged at any stage for trades.

         The maturity date of a forward contract may be any fixed number of days
from  the  date of the  contract  agreed  upon  by the  parties,  rather  than a
predetermined  date in a given month, and forward contracts may be in any amount
agreed upon by the parties  rather than  predetermined  amounts.  Also,  forward
contracts  are traded  directly  between  banks or  currency  dealers so that no
intermediary is required.  A forward  contract  generally  requires no margin or
other  deposit.  Closing  transactions  with  respect to forward  contracts  are
effected  with  the  currency  trader  who is a party  to the  original  forward
contract.

         The Funds may enter into foreign currency futures  contracts in several
circumstances.  First,  when the Funds enter into a contract for the purchase or
sale  of a  security  denominated  in a  foreign  currency,  or when  the  Funds
anticipates the receipt in a foreign currency of interest and dividend  payments
on such a  security  which it holds,  the Funds may desire to "lock in" the U.S.
dollar price of the security or the U.S. dollar  equivalent of such interest and
dividend  payment,  as the case may be. By entering into a forward  contract for
the  purchase  or sale,  for a fixed  amount of U.S.  dollars,  of the amount of
foreign currency involved in the underlying transactions, the Funds will attempt
to protect  itself  against a possible loss  resulting from an adverse change in
the  relationship  between the U.S. dollar and the applicable  foreign  currency
during the period  between the date on which the  security is purchased or sold,
or on which  the  dividend  payment  is  declared,  and the  date on which  such
payments are made or received.

         The Funds' activities involving forward contracts may be limited by the
requirements of Subchapter M of the Internal Revenue Code for qualification as a
regulated investment company.

General Investment Policies of the AARP Funds

         Changes in  portfolio  securities  are made on the basis of  investment
considerations  and it is against the policy of  management  to make changes for
trading purposes.

         The AARP  Funds  have no  present  intention  of  acquiring  restricted
securities,  though  they  have  limited  authority  to do so  (see  "Investment
Restrictions").

         The AARP Funds cannot  guarantee a gain or eliminate  the risk of loss.
The net asset  value of a  non-money  market  Fund's  shares  will  increase  or
decrease with changes in the market prices of the Fund's  investments  and there
is no assurance that a Fund's objective(s) will be achieved.

         Except where  otherwise  indicated,  the objectives and policies stated
above may be changed by the Trustees without a vote of the shareholders.

Investment Restrictions

         The  following  restrictions  may not be changed with respect to a Fund
without the approval of a majority of the outstanding  voting securities of such
Fund  which,  under  the 1940 Act and the rules  thereunder  and as used in this
Statement of Additional  Information,  means the lesser of (1) 67% of the shares


                                       27
<PAGE>

of such  Fund  present  at a  meeting  if the  holders  of more  than 50% of the
outstanding  shares of such Fund are present in person or by proxy,  or (2) more
than 50% of the outstanding shares of such Fund.

(A)      None of the Funds may:

         (1)      borrow money,  except for temporary or emergency  purposes and
                  not for  investment  purposes  or  except in  connection  with
                  reverse repurchase agreements;  provided that a Fund maintains
                  asset coverage of 300% for all borrowings;

         (2)      underwrite any securities issued by other persons, except that
                  it may  be  deemed  an  underwriter  in  connection  with  the
                  disposition of portfolio securities of the Fund;

         (3)      purchase  or sell real  estate,  but this shall not  prevent a
                  Fund from investing in (i) securities of companies  which deal
                  in real estate or mortgages,  and (ii)  securities  secured by
                  real estate or interests  therein,  and that the Fund reserves
                  freedom of action to hold and to sell real estate  acquired as
                  a result of the Fund's ownership of securities;

         (4)      purchase or sell physical  commodities,  or contracts relating
                  to physical commodities;

         (5)      make loans to other  persons,  except  (i) loans of  portfolio
                  securities,  and (ii) except to the extent that the entry into
                  repurchase  agreements and the purchase of debt  securities in
                  accordance  with  its  investment   objective  and  investment
                  policies may be deemed to be loans;

   
         (6)      issue  senior  securities  except as  appropriate  to evidence
                  indebtedness  which it is  permitted  to incur and  except for
                  shares  of the  separate  classes  or  series  of  the  Trust,
                  provided  that   collateral   arrangements   with  respect  to
                  currency-related contracts, futures contracts, option or other
                  permitted  investments,  including  deposits  of  initial  and
                  variation  margin,  are not  considered  to be the issuance of
                  senior securities for purposes of this restriction; and

         (7)      with respect to 75% of each Fund's total assets, purchase more
                  than 10% of the voting  securities of any one issuer or invest
                  more than 5% of the  value of the total  assets of the Fund in
                  the  securities of any one issuer  (except for  investments in
                  obligations issued or guaranteed by the U.S. Government or its
                  agencies or  instrumentalities,  cash and cash equivalents and
                  securities of other investment  companies),  provided that the
                  amount  of the total  assets of each of the AARP High  Quality
                  Money Fund and AARP High Quality Tax Free Money Fund, that may
                  be invested in the securities of any one issuer will, instead,
                  be limited in  accordance  with  federal law,  regulation  and
                  regulatory interpretation applicable to money market funds, as
                  amended from time to time.
    

(B)      Neither  the AARP  High  Quality  Money  Fund,  the AARP  GNMA and U.S.
         Treasury  Fund,  the AARP High Quality  Bond Fund,  the AARP Growth and
         Income Fund,  the AARP Global Growth Fund,  nor the AARP Capital Growth
         Fund may:

         (1)      purchase any securities which would cause more than 25% of the
                  market  value of the  total  assets of the Fund at the time of
                  such purchase to be invested in the  securities of one or more
                  issuers having their principal business activities in the same
                  industry (for this purpose, telephone companies are considered
                  to  be a  separate  industry  from  gas  and  electric  public
                  utilities,  and wholly-owned  finance companies are considered
                  to be in the industry of their parents if their activities are
                  primarily related to financing the activities of the parents),
                  provided that there is no limitation in respect to investments
                  in the U.S.  Government  or its agencies or  instrumentalities
                  or,  in  the  case  of  AARP  High  Quality   Money  Fund,  in
                  certificates  of deposit or  bankers'  acceptances  or, in the
                  case  of the  AARP  Growth  and  Income  Funds,  to  municipal
                  securities   other  than  pollution   control  and  industrial
                  development bonds.

                                       28
<PAGE>

(C)      Neither the AARP High  Quality Tax Free Money Fund nor the AARP Insured
         Tax Free General Bond Fund may:

         (1)      purchase (i) private  activity bonds or (ii) securities  which
                  are  neither  municipal  bonds  nor  securities  of  the  U.S.
                  Government,  its agencies or  instrumentalities,  if in either
                  case the  purchase  would  cause  more than 25% of the  market
                  value of its total  assets at the time of such  purchase to be
                  invested in the securities of one or more issuers having their
                  principal business  activities in the same industry.  For this
                  purpose,  telephone  companies are considered to be a separate
                  industry   from  gas  and  electric   public   utilities   and
                  wholly-owned  finance  companies  are  considered to be in the
                  industry of their  parents if their  activities  are primarily
                  related to financing the activities of their parents  provided
                  that,  in the case of the AARP  High  Quality  Tax Free  Money
                  Fund,  there is no limitation in respect to investments in the
                  U.S.  Government or its agencies or  instrumentalities,  or in
                  certificates of deposit or bankers' acceptances.

(D)      AARP High Quality Tax Free Money Fund may not:

         (1)      purchase  securities  which are not municipal  obligations  if
                  such  purchase  would cause more than 20% of the Fund's  total
                  assets  to  be  invested  in  such  securities,   except,  for
                  temporary  defensive  purposes,  that the Fund may invest more
                  than 20% of its total assets in such  securities  prior to the
                  time normal operating conditions have been achieved and during
                  other than normal market conditions.

The  following  restrictions  are not  fundamental  and may be changed by a Fund
without shareholder  approval,  in compliance with applicable law, regulation or
regulatory policy. None of the Funds may:

         (a)      make short sales of securities  or purchase any  securities on
                  margin,  except for such  short-term  credits as are necessary
                  for the  clearance  of  transactions;  and, in the case of the
                  AARP Income  Funds and AARP Insured Tax Free General Bond Fund
                  in connection with entering into futures contracts and related
                  options;

         (b)      purchase or retain for a Fund the  securities of any issuer if
                  those  officers  and  Trustees  of a Trust,  or  partners  and
                  officers of its investment adviser,  who individually own more
                  than 1/2 of 1% of the  outstanding  securities of such issuer,
                  together own more than 5% of such outstanding securities;

         (c)      purchase from or sell to any of the officers and Trustees of a
                  Trust, its investment  adviser,  its principal  underwriter or
                  the  officers,  directors,  and  partners  of  its  investment
                  adviser or principal  underwriter,  portfolio  securities of a
                  Fund;

         (d)      purchase restricted  securities (for these purposes restricted
                  security   means  a  security  with  a  legal  or  contractual
                  restriction  on  resale in the  principal  market in which the
                  security is traded),  including repurchase agreements maturing
                  in more than seven days and  securities  which are not readily
                  marketable  if as a result  more  than  10% of the net  assets
                  (valued  at  market at  purchase)  would be  invested  in such
                  securities;

         (e)      purchase  securities  of any issuer with a record of less than
                  three years continuous operation,  including predecessors, and
                  equity securities of issuers that are not readily  marketable,
                  except obligations issued or guaranteed by the U.S. Government
                  or its agencies (or, in the case of the AARP  Tax-Free  Income
                  Funds,  municipal  securities rated by a recognized  municipal
                  bond  rating  service),  if  such  purchase  would  cause  the
                  investments  of that Fund in all such  issuers to exceed 5% of
                  the value of the total assets of that Fund;

         (f)      invest its assets in securities of other  open-end  investment
                  companies,  but may invest in closed-end  investment companies
                  when  such  purchases  are  made in the open  market  where no
                  commission  or profit to a sponsor or dealer  result from such
                  purchase  other than the  customary  broker's  commission,  if
                  after  such  purchase  (a) a Fund would own no more than 3% of
                  the total outstanding voting stock of such investment company,
                  (b) no more than 5% of a Fund's total assets would be invested
                  in the  securities of any single  investment  company,  (c) no
                  more than 10% of a Fund's  total  assets  would be invested in


                                       29
<PAGE>

                  the securities of investment  companies in the  aggregate,  or
                  (d) all the investment  companies  advised by the Fund Manager
                  would  own no more than 10% of the  total  outstanding  voting
                  stock  of  any   closed-end   company;   provided   that  this
                  restriction  shall  not  preclude  acquisition  of  investment
                  company   securities   by   dividend,    exchange   offer   or
                  reorganization. To the extent that a Fund invests in shares of
                  other investment  companies,  additional fees and expenses may
                  be  deducted  from  such  investments  in  addition  to  those
                  incurred by a Fund. Except in the case of the AARP Insured Tax
                  Free Income Funds,  for purposes of this  limitation,  foreign
                  banks or their  agencies or  subsidiaries  are not  considered
                  investment companies;

         (g)      invest  in  other  companies  for the  purpose  of  exercising
                  control or management;

         (h)      purchase  or  sell  real   estate  and  real  estate   limited
                  partnership interests,  but this shall not prevent a Fund from
                  investing  in  securities  secured by real  estate or interest
                  therein; and

   
         (i)      purchase or sell commodities,  commodities  contracts (except,
                  in the case of the AARP  Income  Funds,  the AARP  Insured Tax
                  Free  General  Bond  Fund and the  AARP  Global  Growth  Fund,
                  contracts  for the future  delivery  of debt  obligations  and
                  contracts  based on debt indices) or oil, gas or other mineral
                  exploration or development programs or leases (although it may
                  invest in issuers which own or invest in such interests).
    

AARP High Quality Money Fund may not:

         (j)      purchase  or sell any put or call  options or any  combination
                  thereof; or

         (k)      purchase  warrants,  unless  attached to other  securities  in
                  which the Fund is permitted to invest.

Neither  the AARP High  Quality  Money Fund nor the AARP High  Quality  Tax Free
Money Fund may:

         (l)      pledge,  mortgage or hypothecate  its assets,  except that, to
                  secure borrowings  permitted by subparagraph (A) (1) above, it
                  may pledge securities having a value at the time of pledge not
                  exceeding 15% of the cost of the Fund's total assets.

Neither the  AARP GNMA  and U.S.  Treasury  Fund nor the  AARP High Quality Bond
Fund may:

         (m)      purchase warrants of any issuer, except that AARP High Quality
                  Bond  Fund can  purchase  warrants  on a limited  basis.  As a
                  result of such  purchases by the Fund,  no more than 2% of the
                  value of the  total  assets  of the Fund  may be  invested  in
                  warrants  which are not listed on the New York Stock  Exchange
                  or the  American  Stock  Exchange,  and no more than 5% of the
                  value of the  total  assets  of the Fund  may be  invested  in
                  warrants whether or not so listed,  such warrants in each case
                  to be valued at the lesser of cost or market, but assigning no
                  value  to  warrants  acquired  by the  Fund in  units  with or
                  attached to debt securities;

         (n)      purchase  or sell any put or call  options or any  combination
                  thereof,  except  that the Fund may  write  and sell  national
                  exchange-listed  covered  call  option  contracts  on national
                  exchange-listed  securities  and, to the extent  permitted  by
                  applicable state regulatory  limits,  on other debt securities
                  owned  by the Fund up to,  but not in  excess  of,  25% of the
                  value  of the  Fund's  net  assets  at the  time  such  option
                  contracts are written. The Fund may also purchase call options
                  for the purpose of  terminating  its  outstanding  obligations
                  with  respect to  securities  upon which  covered  call option
                  contracts   have  been  written   (i.e.,   "closing   purchase
                  transaction").  In connection with the writing of covered call
                  options,  the Fund may pledge  assets to an extent not greater
                  than 25% of the  value  of its net  assets  at the  time  such
                  options  are  written.  The Fund also may  purchase  and write
                  options on futures  contracts  in the manner  described  under
                  "The Funds' Investment Objectives and Policies";

         (o)      pledge,  mortgage or hypothecate its assets, (a) except to the
                  extent that the writing of covered  call options may be deemed
                  to involve the pledge of  securities  against which the option
                  is  being  written,  (b)  except  to the  extent  that  margin
                  deposits  on futures  contracts  and  related  options  may be


                                       30
<PAGE>

                  deemed  to  involve  a  pledge  of  assets  to  guarantee  the
                  performance  of the  futures  obligations,  and (c)  except to
                  secure borrowings  permitted by subparagraph (A) (1) above, it
                  may pledge securities having a value at the time of pledge not
                  exceeding 15% of the cost of the Fund's total assets.

         AARP High Quality Bond Fund has adopted a  non-fundamental  policy that
it will not underwrite  securities issued by entities regulated under Part II of
the Federal Power Act.

Neither  AARP  Insured Tax Free General Bond Fund nor AARP High Quality Tax Free
Money Fund may:

         (p)      purchase  or  sell  any put or call  options  or  combinations
                  thereof, except to the extent that the acquisition of Stand-by
                  Commitments or  Participation  Interests may be considered the
                  purchase  or sale of a put  option  and  except  that the AARP
                  Insured  Tax Free  General  Bond Fund may  purchase  and write
                  options on futures  contracts  in the manner and to the extent
                  described herein;

         (q)      underwrite  securities issued by entities regulated under Part
                  II of the Federal Power Act,  provided  that, for this purpose
                  private  activity  bonds the  interest on which is exempt from
                  tax under  Section 103 of the  Internal  Revenue  Code of 1986
                  will be treated as obligations  of the municipal  authority or
                  other governmental unit issuing the bonds.

AARP Insured Tax Free General Bond Fund may not:

         (r)      hold  for  a  period  of  more  than  30  days  any  municipal
                  securities maturing in 60 or more days from purchase by a Fund
                  which  are  not  fully  insured  or  guaranteed   directly  or
                  indirectly by the U.S.
                  Treasury.

         (s)      pledge,  mortgage or  hypothecate  its  assets,  except to the
                  extent that margin  deposits on futures  contracts and related
                  options  may be deemed  to be a pledge of assets to  guarantee
                  performance  of such  obligations,  and except that, to secure
                  borrowings  permitted by  subparagraph  (A) (1) above,  it may
                  pledge securities having a value at the time of the pledge not
                  exceeding 15% of the cost of the Fund's total assets;

None of the AARP Growth Funds may:

         (t)      purchase  or sell any put or call  options or any  combination
                  thereof,  except  that the  Funds may each  purchase  and sell
                  options on stock indices in accordance  with the  requirements
                  of applicable regulations.  The Funds may write (sell) covered
                  call option  contracts on securities  owned by the Fund up to,
                  but not in  excess  of,  25% of the  value of the  Fund's  net
                  assets at the time such  option  contracts  are  written.  The
                  Funds  may also  purchase  call  options  for the  purpose  of
                  terminating  their  outstanding  obligations  with  respect to
                  securities upon which covered call option  contracts have been
                  written (i.e., "closing purchase transactions"). In connection
                  with the writing of covered call options, the Funds may pledge
                  assets to an extent not  greater  than 25% of the value of its
                  net assets at the time such options are written;

         (u)      purchase  securities if, as a result thereof,  more than 5% of
                  the value of the net assets  would be invested  in  restricted
                  securities  (for these  purposes  restricted  security means a
                  security with a legal or contractual  restriction on resale in
                  the principal market in which the security is traded).

         (v)      purchase  warrants  of any issuer if, as a result more than 2%
                  of the value of the total assets of the Fund would be invested
                  in  warrants  which  are  not  listed  on the New  York  Stock
                  Exchange or the American  Stock  Exchange,  or more than 5% of
                  the value of the total assets of the Fund would be invested in
                  warrants  acquired  by the Fund in units with or  attached  to
                  debt securities.

                                       31
<PAGE>

Neither the AARP Growth and Income Fund nor the AARP Capital Growth Fund may:

         (w)      pledge, mortgage or hypothecate its assets, except as provided
                  in  subparagraph  (t),  above,  and  except  that,  to  secure
                  borrowings  permitted by  subparagraph  (A) (1) above,  it may
                  pledge an amount not  exceeding 15% of the Fund's total assets
                  taken at cost;

AARP Global Growth Fund may not:

         (x)      pledge, mortgage or hypothecate its assets in excess, together
                  with permitted borrowings, of 1/3 of its total assets;

         (y)      buy options on securities or financial instruments, unless the
                  aggregate  premiums  paid on all such options held by the Fund
                  at any time do not exceed 20% of its net  assets;  or sell put
                  options on securities if, as a result,  the aggregate value of
                  the  obligations  underlying such put options would exceed 50%
                  of the Fund's net assets;

         (z)      enter into  futures  contracts  or  purchase  options  thereon
                  unless  immediately  after  the  purchase,  the  value  of the
                  aggregate initial margin with respect to all futures contracts
                  entered into on behalf of the Fund and the  premiums  paid for
                  options on futures  contracts does not exceed 5% of the Fund's
                  total  assets,  provided that in the case of an option that is
                  in-the-money at the time of purchase,  the in-the-money amount
                  may be excluded in computing the 5% limit;

         (aa)     make securities  loans if the value of such securities  loaned
                  exceeds  30% of the value of the  Fund's  total  assets at the
                  time any loan is made; all loans of portfolio  securities will
                  be fully  collateralized  and marked to market daily. The Fund
                  has  no  current   intention  of  making  loans  of  portfolio
                  securities  that would amount to greater than 5% of the Fund's
                  total assets; or

         (bb)     borrow money,  including  reverse  repurchase  agreements,  in
                  excess of 5% of its  total  assets  (taken  at  market  value)
                  except for  temporary or emergency  purposes,  or borrow other
                  than from banks.

         "Value" for the purposes of the above  fundamental and  non-fundamental
investment  policies shall mean the value used in determining a Fund's net asset
value.

         Any investment  restrictions  herein which involve a maximum percentage
of securities or assets shall not be considered to be violated  unless an excess
over the percentage occurs  immediately  after, and is caused by, the restricted
activity  or, in the case of AARP High  Quality  Money Fund and the AARP  Income
Funds,  an  acquisition or encumbrance of securities or assets of, or borrowings
by, the Fund.

                                    PURCHASES

  (See "OPENING AN ACCOUNT" and "ADDING TO YOUR INVESTMENT" in the Prospectus.)

General Information

         Confirmations   of  each   transaction   will  be  sent  following  the
transaction by Scudder  Investor  Services,  Inc., as the AARP Funds' agent.  By
retaining year-to-date confirmations, an investor will have an historical record
of the account activity.

Checks

         A certified check is not necessary,  but checks are accepted subject to
collection  at full  face  value in United  States  Funds and must be drawn on a
United States financial institution.

         If shares are  purchased by a check which  proves to be  uncollectible,
the  Trusts  reserve  the  right to  cancel  the  purchase  immediately  and the
purchaser will be responsible for any loss incurred by the Fund or the principal
underwriter by reason of such  cancellation.  Each Trust has the  authority,  as


                                       32
<PAGE>

agent of the shareholder,  to redeem shares in the account to reimburse the Fund
or the principal underwriter for any loss incurred.  Investors whose orders have
been canceled may be prohibited  from or restricted in placing  future orders in
any of the Funds in the  Program or in other  Funds  advised by the AARP  Funds'
investment adviser or an affiliate.

Share Price

         Accepted  purchases  for shares in all the AARP Funds will be filled at
the net asset  value next  computed  after  receipt of payment by check or other
means. Each Fund's net asset value per share is currently determined once daily,
as of the  close  of  regular  trading  on the  New  York  Stock  Exchange  (the
"Exchange")  (usually 4:00 p.m.  Eastern time), on each day the Exchange is open
for trading.  (See "NET ASSET VALUE," herein for  additional  information on how
the Fund's net asset value is  calculated.)  Orders  received after the close of
regular  trading  will be filled at the next day's net asset value per share for
the relevant Fund.

         There is no sales charge in  connection  with purchase of shares of any
of the AARP Funds.

Share Certificates

         In order to afford ease of  redemption,  ownership in the AARP Funds is
on a non-certified  basis. Share certificates now in a shareholder's  possession
may be sent to the AARP Funds'  transfer  agent for  cancellation  and credit to
such  shareholder's  account.  Shareholders who prefer may hold the certificates
now in their possession  until they wish to exchange or redeem such shares.  See
"EXCHANGING" and "ACCESS TO YOUR INVESTMENT" in the Funds' Prospectus.

Direct Deposit Program

         Investors  can  have  Social  Security  or other  checks  from the U.S.
Government or any other regular  income checks such as pension,  dividends,  and
even  payroll  checks  automatically   deposited  directly  to  their  accounts.
Investors  may  allocate a minimum of 25% of their  income  checks into any AARP
Fund. Information may be obtained by contacting the AARP Investment Program from
Scudder,  P.O. Box 2540, Boston,  Massachusetts  02208-2540,  or by calling toll
free, 1-800-253-2277.

Wire Transfers

         In the case of wire  purchases,  failure to receive timely and complete
account  information will delay  investment and subsequent  accrual of dividends
and will  result in the federal  funds  being  returned to the sender on the day
following  receipt by State  Street Bank and Trust  Company  (the  "custodian").
Unlike shareholders subscribing by check, purchasers who wire funds will be able
to redeem  shares so purchased by any method  without any  limitation  as to the
period of time such shares have been on a Fund's books.

         The bank sending federal funds by bank wire may charge for the service.
Presently,  Scudder  Investor  Services,  Inc.  or the AARP  Funds pay a fee for
receipt by the custodian of "wired funds," but the right to charge investors for
this service is reserved.

Holidays

         Boston banks are closed on certain  holidays  although the Exchange may
be open.  These holidays  include Martin Luther King, Jr. Day (the 3rd Monday in
January),  Columbus Day (the 2nd Monday in October)  and Veterans Day  (November
11).  Investors are not able to purchase  shares by wiring federal funds on such
holidays  because the  custodian is not open to receive  such  federal  funds on
behalf of a Fund.

Other Information

         All purchase payments will be invested in full and fractional shares.

         The  Trusts  and  Scudder  Investor  Services,  Inc.,  the AARP  Funds'
principal  underwriter,  each  have the  right to limit  the  amount  of  shares
purchased of a Fund,  to reject any purchase and to refuse to sell shares to any
person.

                                       33
<PAGE>

         It should be noted that if  purchases  are made through a member of the
National Association of Securities Dealers other than Scudder Investor Services,
Inc., that member may, in its discretion,  charge a fee for this service.  It is
the  responsibility  of the broker,  not the AARP Funds,  to place the  purchase
order  by the  time as of  which  the  net  asset  value  of the  Funds  is next
determined.

         The Trusts may issue shares at net asset value in  connection  with any
merger or  consolidation  with, or acquisition  of, the assets of any investment
company or personal  holding  company,  subject to the  requirements of the 1940
Act.

                                   REDEMPTIONS

              (See "ACCESS TO YOUR INVESTMENT" in the Prospectus.)

General Information

         If a shareholder redeems all shares in an account, the shareholder will
receive,  in addition to the net asset value  thereof,  all  declared but unpaid
dividends thereon. The AARP Funds do not impose a redemption charge.

         The proceeds of redemption  transactions  are normally  available to be
mailed or wired to the  designated  bank account within one business day, and in
any event will be available within seven calendar days,  following  receipt of a
redemption request in good order.

         A shareholder's right to redeem shares of a Fund and to receive payment
therefore may be suspended at times (a) when the Exchange is closed,  other than
customary  weekend and holiday  closings,  (b) when  trading on the  Exchange is
restricted  for any reason,  (c) when an  emergency  exists as a result of which
disposal by the Fund of securities owned by it is not reasonably  practicable or
it is not reasonably  practicable  for the Fund fairly to determine the value of
its net  assets,  or (d) when  the SEC  permits  a  suspension  of the  right of
redemption;  provided that  applicable  rules and regulations of the SEC (or any
succeeding  governmental  authority)  shall govern as to whether the  conditions
prescribed in (b) or (c) exist.

         The Trustees may suspend or terminate  the offering of shares of a Fund
at any time.

Redemption by Telephone

         Redemption  by  telephone is not  available  for shares for which share
certificates  have been issued.  Redemptions of such shares must be requested by
mail as explained in the section entitled "Redemption by Mail" below.

         For other investors, the following procedures are available.

         TO ADDRESS OF RECORD: New investors  automatically  receive the option,
without  having to elect it, to redeem by telephone  to their  address of record
for any amount up to $50,000 per Fund. Telephone Redemption to Address of Record
may be used as long as the account  registration  address has not changed within
the last 15 days. In order to decline this feature,  the shareholder must notify
the Program in writing.  Any  shareholder  who refuses  Telephone  Redemption to
Address of Record can later  establish  the feature with a signature  guaranteed
written  request.  This request must be done prior to utilizing this service for
the first time.

         TO YOUR BANK--BY MAIL OR BY WIRE:  In order to request  redemptions  by
telephone  to  their  bank,  shareholders  must  have  completed  the  telephone
redemption  authorization  included  in the  enrollment  form and have  sent the
authorization to the Program. This authorization  requires designation of a bank
account to which the  redemption  payment is to be sent.  The  proceeds  will be
mailed or wired only to the designated bank account.

         (a)      NEW INVESTORS wishing to establish  telephone  redemption to a
                  predesignated  bank  account  must  complete  the  appropriate
                  section on the enrollment form, and send it to the Program.

                                       34
<PAGE>

         (b)      EXISTING   SHAREHOLDERS   who  wish  to  establish   telephone
                  redemption  to a  predesignated  bank  account  or who want to
                  change  the bank  account  previously  designated  to  receive
                  redemption payments should either enter the new information on
                  the  "Telephone  Option Form" which may be obtained by calling
                  the Program, or send a signature guaranteed letter identifying
                  the  account  and  specifying  the  exact  information  to  be
                  changed.  In each case,  the letter must be signed  exactly as
                  the shareholder's name(s) appears on the account. All requests
                  for telephone  redemption  should be  accompanied  by a voided
                  check from the designated  bank account.  All signatures  will
                  require a  guarantee,  which can be obtained  from most banks,
                  credit unions or savings associations, or from broker/dealers,
                  government  securities  broker/dealers,   national  securities
                  exchanges,  registered  securities  associations,  or clearing
                  agencies deemed eligible by the SEC. An original signature and
                  an original  signature  guarantee are required for each person
                  in whose name the account is registered.  Signature guarantees
                  by notaries public are not acceptable.

         In addition,  if shares to be redeemed were purchased by check, mailing
of the  redemption  proceeds  may be  delayed  long  enough to  assure  that the
purchase check has cleared.

         If a request for redemption to a shareholder's  bank account is made by
telephone or fax,  payment  will be by Federal  Reserve wire to the bank account
designated on the application  form unless a request is made that the redemption
be mailed to the designated bank account. For each wire redemption,  the program
charges a $5.00 fee which is deducted from the proceeds of the redemption.

         Note:  Investors  designating a savings bank to receive their telephone
redemption proceeds are advised that if the savings bank is not a participant in
the  Federal  Reserve  System,  redemption  proceeds  must be  wired  through  a
commercial bank which is a correspondent  of the savings bank. As this may delay
receipt by the shareholder's  account, it is suggested that investors wishing to
use a savings  bank  discuss  wire  procedures  with  their  bank and submit any
special wire transfer information with the telephone  redemption  authorization.
If appropriate  wire  information is not supplied,  redemption  proceeds will be
mailed to the designated bank.

         The  Trusts  and  their  agents  each  reserve  the  right  to  modify,
interrupt,  suspend or terminate the telephone redemption privilege at any time,
without notice. A shareholder may cancel the telephone redemption  authorization
upon written notice. Each Trust employs procedures including recording telephone
calls,  testing  a  caller's  identity,  and  sending  written  confirmation  of
telephone transactions,  designed to give reasonable assurance that instructions
communicated  by telephone are genuine,  and to discourage  fraud. To the extent
that the  Corporation  does not  follow  such  procedures,  it may be liable for
acting upon instructions  communicated by telephone that it reasonably  believes
to be genuine.

Redemption by Mail or Fax

         Any shareholder may redeem his or her shares by writing to the Program.
All  written  requests  must be signed by at least one  person on the  account's
registration  exactly as  registered.  In addition,  for the  protection  of the
shareholder  and to prevent  fraudulent  redemptions,  a signature  guarantee is
required  on all  written  redemption  requests  for over  $50,000.  A signature
guarantee is also required on written redemption  requests for any amount if the
check is made payable to someone other than the registered  shareholder,  if the
proceeds are to be forwarded to an address other than the address of record,  or
if the  address  of record has  changed in the last 15 days.  In order to ensure
proper authorization before redeeming shares, the Program may request additional
documents  such as, but not  restricted  to, stock  powers,  Trust  instruments,
certificates  of death,  appointments  as  executor,  certificates  of corporate
authority and waivers of tax required in some states when settling estates.

         Redemption  to Address of Record for up to $50,000  without a signature
guarantee  is an automatic  feature of any AARP Fund account  unless it has been
declined by the shareholder in writing. Any shareholder who refuses this feature
can later establish it with a written request containing a signature  guarantee.
This request must be made prior to utilizing the feature for the first time.

         Any existing share certificates representing shares being redeemed must
accompany a request for  redemption  and be duly  endorsed or  accompanied  by a
proper  stock  assignment  form with the  signature(s)  guaranteed  as explained
above.  It is suggested that the  shareholders  holding  certificated  shares or
shares  registered in other than  individual  names contact the Program prior to


                                       35
<PAGE>

requesting a redemption  to ensure that all  necessary  documents  accompany the
request. When shares are held in the name of a corporation,  trust, fiduciary or
partnership,  the  transfer  agent  requires,  in addition  to the stock  power,
certified evidence of authority to sign. These procedures are for the protection
of shareholders and should be followed to help ensure prompt payment. Redemption
requests must not be conditional as to date or price of the redemption. Proceeds
of a redemption  will be sent within  seven (7) days after  receipt of a request
for redemption  that complies with the above  requirements.  Delays of more than
seven (7) days for payment for shares  tendered for repurchase or redemption may
result but only until the purchase check has cleared.

Redemption by Checkwriting

         All new investors in the AARP Money Funds and existing  shareholders of
these Funds who apply to State Street Bank and Trust  Company for checks may use
them to pay any  person,  provided  that each check is for at least $100 and not
more than $1,000,000. By using one of these checks, the shareholder will receive
daily  dividend  credit on his or her shares in either  Fund until the check has
cleared the banking  system.  Investors who purchased  shares by check may write
checks  against those shares only after they have been on the Fund's books for 7
days.   Shareholders  who  use  this  service  may  also  use  other  redemption
procedures. Both Funds pay the bank charges for this service. However, each Fund
will review the cost of  operation  periodically  and it  reserves  the right to
determine if direct charges to the persons who avail  themselves of this service
would be appropriate.  An account cannot be closed using the "free Checkwriting"
privilege.  The Trusts,  the transfer  agent and the custodian  each reserve the
right at any time to suspend or terminate the "free Checkwriting" procedure.

Redemption-in-Kind

         The AARP Growth Trust  reserves  the right to permit the AARP  Balanced
Stock and Bond Fund,  AARP Growth and Income Fund,  the AARP Global  Growth Fund
and the AARP Capital  Growth Fund, if conditions  exist which make cash payments
undesirable,  to honor any request for redemption or repurchase  order by making
payment in whole or in part in readily marketable  securities chosen by the Fund
and valued as they are for purposes of  computing  the Fund's net asset value (a
redemption-in-kind).  If payment is made in securities,  a shareholder may incur
transaction  expenses in converting  these securities into cash. The AARP Growth
Trust has elected, however, to be governed by Rule 18f-1 under the 1940 Act as a
result of which  each  Fund of the Trust is  obligated  to redeem  shares,  with
respect to any one  shareholder  during any 90 day period,  solely in cash up to
the  lesser  of  $250,000  or 1% of the net  asset  value  of  such  Fund at the
beginning of the period.

Other Information

         The value of shares  redeemed or  repurchased  may be more or less than
the  shareholder's  cost  depending  on the  net  asset  value  at the  time  of
redemption  or  repurchase.  The Funds do not impose a redemption  or repurchase
charge.  Redemptions of shares,  including  redemptions  undertaken to effect an
exchange  for  shares  of  another  Fund  in  the  Program,  may  result  in tax
consequences  (gain  or  loss)  to the  shareholder  and  the  proceeds  of such
redemptions may be subject to backup withholding (see "TAXES").

         Shareholders  who wish to redeem  shares  from  Retirement  Plans  (see
"RETIREMENT  PLANS,"  below) should contact the Trustee or custodian of the Plan
for information on proper procedures.

         The Trustees have established certain amount size requirements.  For an
account established prior to September 1, 1989 in a particular Fund, the minimum
investment is $250. For accounts  established on or after September 1, 1989 in a
particular Fund, the minimum  investment is $500, except that in the case of the
AARP High Quality Tax Free Money Fund accounts opened on or after August 1, 1991
the minimum is $2,500.  Each Trust  reserves the right to adopt a policy that if
transactions at any time reduce a  shareholder's  account in a Fund to below the
applicable minimum, the shareholder will be notified that, unless the account is
brought up to at least the  applicable  minimum  the Fund will redeem all shares
and close the account by making payment to the shareholder.  The shareholder has
sixty days to bring the account up to the  applicable  minimum before any action
will be taken by the Fund.  Reductions  in value that result  solely from market
activity  will not  trigger  an  involuntary  redemption.  No  transfer  from an
existing  to a new  account  may be for less  than  $500  ($2,500  for AARP High
Quality  Tax Free Money  Fund);  otherwise  the new  account  may be redeemed as
described  above.  (This  policy  applies to accounts of new  shareholders  in a


                                       36
<PAGE>

particular  Fund, but does not apply to Retirement  Plan Accounts.) The Trustees
have the authority to increase the minimum account size.

                                    EXCHANGES

         The procedure for exchanging  shares from one AARP Fund to another AARP
Fund in the Program,  when the account in the new AARP Fund is established  with
the same  registration,  telephone  option,  dividend  option and address as the
present  account,  is set forth under  "EXCHANGING"  in the  Prospectus.  If the
registration  data for the account  receiving the proceeds of the exchange is to
be  different  in any  respect  from the  account  from  which  shares are to be
exchanged,  the exchange request must be in writing and must contain a signature
guarantee as described under  "SIGNATURE  GUARANTEES" in the  Prospectus.  If an
exchange involves an initial  investment in the Fund being acquired,  the amount
to be  exchanged  must be at least $500  ($2,500 for AARP High  Quality Tax Free
Money Fund) for  non-retirement  plan accounts.  For IRA and Keogh Plan accounts
the amount must be $250. If the exchange is made into an existing account, there
is no minimum requirement.

         Only exchange orders received  between 8:00 a.m. and 4:00 p.m.  Eastern
time on any business day will ordinarily be accomplished at respective net asset
values  determined on that day.  Exchange  orders  received  after 4:00 p.m. are
processed on the next business day.

         Investors  may also  request,  at no extra  charge,  to have  exchanges
automatically  executed  on a  predetermined  schedule  from one AARP Fund to an
existing account in another AARP Fund through the AARP Funds' Automatic Exchange
Program.  Exchanges must be for a minimum of $50. Shareholders may add this free
feature over the phone or in writing.  Automatic  Exchanges  will continue until
the shareholder  requests by phone or in writing to have the feature removed, or
until the  originating  account is depleted.  The Trusts and the Transfer  Agent
each reserve the right to modify, interrupt,  suspend or terminate the privilege
of the Automatic Exchange Program at any time, without notice.

         There is no charge to the shareholder for any exchange described above.
An  exchange  from any AARP Fund other  than the AARP  Money  Funds is likely to
result in recognition of gain or loss to the shareholder.

         Investors  currently  receive  the  exchange  privilege   automatically
without having to elect it. The Trusts and the AARP Funds' distributor,  Scudder
Investor Services,  Inc., reserve the right to suspend or terminate the exchange
privilege  at any time.  Telephone  exchange  may be initiated by anyone able to
identify the registration of an account,  but the proceeds will only be invested
in  another  AARP  Fund  with  the same  registration.  The  AARP  Funds  employ
procedures to give reasonable assurance that telephone instructions are genuine,
including  recording  telephone calls,  testing a caller's  identity and sending
written confirmation of such transactions.  If an AARP Fund does not follow such
procedures,  it may be liable  for  losses  due to  unauthorized  or  fraudulent
telephone instructions.

         All the AARP  Funds in the  Program  into which  investors  may make an
exchange  are  described  in the combined  Prospectus  and in this  Statement of
Additional Information.  Before making an exchange, shareholders should read the
information  in the  Prospectus  regarding  the Fund into which the  exchange is
being contemplated.

                                TRANSACT BY PHONE

         (See "INVESTOR SERVICES--TRANSACT BY PHONE" in the Prospectus.)

         Shareholders,  whose  bank  of  record  is a  member  of the  Automated
Clearing  House  Network  (ACH) and who have enrolled in the "Transact by Phone"
option,  may purchase or redeem shares by telephone.  Shareholders  may purchase
shares valued at up to $250,000 but not less than $250.  Shareholders may redeem
shares in an amount not less than $250.

         In order to utilize the Transact by Phone  service,  shareholders  must
have completed the Transact by Phone authorization.  This authorization requires
designation of a bank account from which the purchase payment will be debited or
to which the  redemption  payment will be  credited.  New  investors  wishing to
establish the Transact by Phone service can do so by completing the  appropriate
section on the  enrollment  form.  Existing  shareholders  who wish to establish
Transact by Phone will need to complete a Transact by Phone  Enrollment Form. If


                                       37
<PAGE>

a  shareholder  has  previously  elected the  "Telephone  Redemption  to Bank of
Record" and/or the "Automatic Investment Plan" services, the banking information
must be identical for all of these services for each of the shareholder's Funds.
After sending in their enrollment forms,  shareholders  should allow 15 days for
the service to be activated.  The Trusts and their agents each reserve the right
to modify, interrupt,  suspend or terminate the Transact by Phone service at any
time, without notice.

Purchasing Shares by Transact by Phone

         To purchase shares by Transact by Phone, a shareholder  should call our
service people before 4:00 p.m.  Eastern time.  Shares will be purchased at that
night's closing share price. The  shareholder's  bank account will be debited on
the first business day following the purchase  request.  Requests received after
4:00 p.m. will be purchased at the next business day's closing price.

Redeeming Shares by Transact by Phone

         To redeem shares by Transact by Phone,  a  shareholder  should call our
service  people  before 4:00 p.m.  Eastern time to receive that night's  closing
share price. Requests received after 4:00 p.m. will be sold at the next business
day's  closing  price.  The  shareholder's  bank account  will be credited  with
redemption proceeds on the second or third business day following the redemption
request.

         The AARP Funds employ  procedures  to give  reasonable  assurance  that
telephone instructions are genuine, including recording telephone calls, testing
a caller's identity and sending written confirmation of such transactions. If an
AARP Fund does not follow  such  procedures,  it may be liable for losses due to
unauthorized or fraudulent telephone instructions.

                   FEATURES AND SERVICES OFFERED BY THE FUNDS

                   (See "STATEMENTS AND REPORTS," "EXCHANGING"
                   and "INVESTOR SERVICES" in the Prospectus.)

Automatic Dividend Reinvestment

         Investors  may  elect on their  enrollment  form  whether  they wish to
receive any  dividends  from net  investment  income or any  distributions  from
realized  capital gains in cash or to reinvest such dividends and  distributions
in additional  shares of the Fund paying the dividend or distribution.  They may
also elect to have these  payments  invested in shares of any other AARP Fund in
the Program in which they have an account. If no election is made, dividends and
distributions  will be reinvested in additional shares. A change of instructions
for the  method of  payment  may be given to the  Program at any time prior to a
record date.

         Each  distribution,  whether  by check or  reinvested  in a Fund,  will
include a brief explanation of the source of the distribution.

Distributions Direct

         Investors  may also  have  dividends  and  distributions  automatically
deposited  to  their   predesignated   bank  account  through  the  AARP  Funds'
DistributionsDirect  Program.  Shareholders  who  elect  to  participate  in the
DistributionsDirect  Program, and whose predesignated checking account of record
is with a member bank of the  Automated  Clearing  House  Network (ACH) can have
income and capital gain distributions  automatically deposited to their personal
bank  account  usually  within  three  business  days  after  the Fund  pays its
distribution.  A  DistributionsDirect  request  form can be  obtained by calling
1-800-253-2277.  Confirmation  statements  will be  mailed  to  shareholders  as
notification that distributions have been deposited.

                                       38
<PAGE>

Reports to Shareholders

         The AARP Funds send to  shareholders  at least  semiannually  financial
statements,  which are examined at least  annually by  independent  accountants,
including a list of investments  held and statements of assets and  liabilities,
operations, changes in net assets, and financial highlights.

         Investors   receive  a  brochure  entitled  Your  Guide  to  Simplified
Investment  Decisions  when they order an investment kit for the nine AARP Funds
which also contains a prospectus.  The Shareholder's Handbook is sent to all new
shareholders to help answer any questions they may have about investing.  An IRA
Handbook is sent to all new IRA shareholders.  Every month, shareholders will be
sent the newsletter,  Financial Focus. Retirement plan shareholders will be sent
a special edition of Financial Focus on a quarterly  basis.  The newsletters are
designed to help you keep up to date on economic  and  investment  developments,
and any new financial services and features of the Program.

Consolidated Statements

         Shareholders  with  investments in two or more AARP Funds will receive,
without charge, a convenient monthly Consolidated Statement.  IRA and Keogh Plan
accounts receive Consolidated Statements quarterly.  This statement contains the
market  value of all  holdings,  a  complete  listing  of  transactions  for the
statement period and a summary of the shareholder's  investment  program for the
statement  period  and for the  year to date.  Information  may be  obtained  by
contacting  the AARP  Investment  Program from Scudder,  P.O. Box 2540,  Boston,
Massachusetts 02208-2540, or by calling toll free, 1-800-253-2277.

                                RETIREMENT PLANS

         Shares of AARP High  Quality  Money Fund,  AARP GNMA and U.S.  Treasury
Fund,  AARP High  Quality Bond Fund,  AARP  Balanced  Stock and Bond Fund,  AARP
Growth and Income Fund,  AARP Global  Growth Fund and AARP  Capital  Growth Fund
("Eligible  Funds")  may be  purchased  in  connection  with  several  types  of
tax-deferred  retirement  plans.  These plans were  created for members of AARP.
Each plan is briefly described below. The plans provide convenient ways for AARP
members to make investments which may be tax-deductible for their retirement and
have taxes on any income from their investment  deferred until their retirement,
when they may be in a lower tax bracket. Additional information on each plan may
be obtained by contacting  the AARP  Investment  Program from Scudder,  P.O. Box
2540,   Boston,   Massachusetts,   02208-2540,   or  by   calling   toll   free,
1-800-253-2277.   Investment   professionals  and  retirement-benefits   experts
estimate  that  prospective  retirees  will  need  70% to 80% of  their  current
salaries  during each year of their  retirement,  with adjustment for changes in
prices  during  retirement,  to maintain  their current  life-style.  Investment
professionals   recommend  diversifying   investments  among  stock,  bonds  and
cash-equivalents  when  building  retirement  reserves.  It is advisable  for an
investor  considering  any of the  plans  described  below  to  consult  with an
attorney or tax advisor with respect to the terms,  suitability requirements and
tax aspects of the plan.

AARP No-Fee Individual Retirement Account ("AARP No-Fee IRA")

         Shares  of the  Eligible  Funds  may  be  purchased  as the  underlying
investment for an AARP No-Fee IRA which meets the requirements of Section 408(a)
of the Internal  Revenue  Code.  Any AARP member with earned  income or wages is
eligible to make annual contributions to the AARP No-Fee IRA before the year the
member  attains  age 70 1/2.  An  individual  may  establish  an AARP No-Fee IRA
whether  or not he or she is an  active  participant  in  another  tax-qualified
retirement plan, including a tax-sheltered annuity or government plan.

         AARP No-Fee IRA participants may generally contribute to an AARP No-Fee
IRA up to the lesser of $2,000 or 100% of their  compensation  or earned income.
If both a husband  and wife work,  each may set up an AARP No-Fee IRA before the
year they attain age 70 1/2,  permitting  a potential  maximum  contribution  of
$4,000 per year for both persons. If one spouse has no earnings, each spouse may
have an AARP No-Fee IRA and the total maximum  contributions will be $2,250 with
no more than $2,000 going to either AARP No-Fee IRA.

         An individual will be allowed a full deduction for  contributions to an
AARP No-Fee IRA only if (1) neither the  individual,  nor his or her spouse,  if
they file a joint return,  is an active  participant  in an  employer-maintained


                                       39
<PAGE>

retirement  plan, or (2) the individual  (and his or her spouse,  if applicable)
has an  adjusted  gross  income  below a  certain  level  ($25,050  for a single
individual,  with a phase-out of the deduction for adjusted gross income between
$25,050 and $35,000; $40,050 for married individuals filing a joint return, with
a phase-out of the  deduction  for adjusted  gross  income  between  $40,050 and
$50,000). However, an individual not permitted to make a deductible contribution
may nonetheless make a nondeductible contribution to an AARP No-Fee IRA.

         Any AARP member who is entitled  to receive a  qualifying  distribution
from a qualified  retirement plan  (including a  tax-sheltered  annuity plan) or
another  IRA may  make a  rollover  contribution  of all or any  portion  of the
distribution  to the AARP No-Fee IRA,  either in a direct  rollover or within 60
days after receipt of the  distribution,  whether or not the member has attained
age 70 1/2. If a qualified rollover  contribution is made, the distribution will
not be subject to Federal income tax until distributed from the AARP No-Fee IRA;
however,  distributions  not directly  rolled over might be subject to automatic
20% federal tax withholding.

         AARP Mutual Fund  Representatives  are  available  to help you transfer
your IRA to the AARP No-Fee IRA. You pay no transfer fees for this  service.  An
AARP Mutual Fund  Representative  can help you with the paperwork,  contact your
present IRA  custodian,  help to transfer your funds to the AARP No-Fee IRA, and
send you a confirmation when your transfer is complete.

         Earnings  on the AARP  No-Fee IRA are not  subject  to current  Federal
income  tax  until  distributed;  distributions  are taxed as  ordinary  income.
Withdrawals   attributable  to  nondeductible   contributions  are  not  taxable
(however,  early withdrawals of such amounts are subject to penalty). The assets
in an AARP No-Fee IRA may be withdrawn  without  penalty  after the  participant
reaches age 59 1/2 or becomes disabled,  and must begin to be withdrawn by April
1st following the taxable year in which the participant reaches age 70 1/2.

         The table below shows how much individuals  would accumulate in a fully
tax-deductible  IRA by age 65  (before  any  distributions)  if they  contribute
$2,000 at the beginning of each year,  assuming average annual returns of 5, 10,
and 15%. (At withdrawal, accumulations in this table will be taxable.)

                             Value of IRA at Age 65
                 Assuming $2,000 Deductible Annual Contribution

- -------------------------------------------------------------------------------
    
     Starting                          Annual Rate of Return
      Age of      -------------------------------------------------------------
  Contributions            5%                 10%                 15%
- -------------------------------------------------------------------------------
        25             $253,680            $973,704          $4,091,908
        35              139,522             361,887             999,914
        45               69,439             126,005             235,620
        55               26,414              35,062              46,699

AARP Keogh Plan

         Shares of the Eligible  Funds may be purchased for the AARP Keogh Plan.
The AARP Keogh Plan (the "Plan") is designed as a tax-qualified  retirement plan
consisting of a profit sharing plan and a money purchase  pension plan which can
be adopted by self-employed  persons who are members of AARP and by corporations
whose principal shareholders are members of AARP. Self-employed persons may make
annual  tax-deductible  contributions to the Plan equal to the lesser of $30,000
or 20% of their earned income.  An adopting  corporation may contribute for each
employee the lesser of $30,000 or 25% of the employee's taxable compensation. No
more than $150,000 (as adjusted) of earned income or taxable compensation may be
taken into account,  however. If the Plan is "top heavy," a minimum contribution
may be required for certain employees.  Additional  information on contributions
to the Plan is found in Your Guide to the AARP Keogh Plan.

         The Plan provides that  contributions may continue to be made on behalf
of  participants  after  they have  reached  the age of 70 1/2 if they are still
working.

                                       40
<PAGE>

         Lump sum  distributions  from the Plan may be  eligible to be taxed for
Federal  income tax  purposes  according  to a favorable  5-year  averaging  (or
10-year  averaging  for  individuals  who reached age 50 before 1986) method not
available to IRA distributions.  If members eligible to join this Plan choose to
roll over  pension and  profit-sharing  distributions  from other  tax-qualified
retirement  plans,  they will retain the right to use the  averaging  method for
such distributions.

         The Plans are prototype plans approved by the Internal Revenue Service.

         In general,  distributions from all tax-qualified  retirement programs,
including IRAs and tax-sheltered  annuity  programs,  must begin by April 1st in
the year following the year in which the participant reaches age 70 1/2, whether
or not he or she continues to be employed.  Excise taxes will apply to premature
distributions,  and to  taxpayers  who are  required,  but  fail,  to  receive a
distribution  after  reaching age 70 1/2. An additional  excise tax may apply to
certain excess  retirement  accumulations.  Special  favorable tax treatment for
certain  distributions  is reduced or phased out,  except  where  grandfathering
provisions apply.

         Shares of the Eligible Funds may be purchased also as an investment for
an IRA or tax-qualified retirement plan (including a tax-sheltered annuity plan)
other than those described above, if permitted by the provisions of the relevant
plan.

                                   OTHER PLANS

                  (See "INVESTOR SERVICES" in the Prospectus.)

Automatic Investment

         Shareholders may arrange to make periodic investments through automatic
deductions from checking accounts. The minimum pre-authorized  investment amount
is $50.  New  shareholders  who open a Gift to Minors  Account  pursuant  to the
Uniform Gift to Minors Act (UGMA) and the Uniform  Transfer to Minors Act (UTMA)
and who sign up for the  Automatic  Investment  Plan will be able to open a Fund
account for less than $500 if they agree to increase  their  investment  to $500
within a 10 month  period.  This  feature is only  available  to Gifts to Minors
Account investors. The Automatic Investment Plan may be discontinued at any time
without prior notice to a shareholder  if any debit from their bank is not paid,
or by written  notice to the  shareholder at least thirty days prior to the next
scheduled payment to the Automatic Investment Plan.

Automatic Withdrawal Plan

         Shareholders  who own or  purchase  $10,000 or more of shares of a AARP
Fund may establish an Automatic Withdrawal Plan with that Fund. The investor can
then receive monthly,  quarterly or periodic redemptions from his or her account
for any designated amount of $50 or more. Payments are mailed at the end of each
month.  The  check  amounts  may be based on the  redemption  of a fixed  dollar
amount, fixed share amount or percent of account value or declining balance. The
Automatic  Withdrawal  Plan  provides  for income  dividends  and capital  gains
distributions,  if any, to be reinvested in additional  shares.  Shares are then
liquidated  as  necessary  to  provide  for  withdrawal   payments.   Since  the
withdrawals are in amounts  selected by the investor and have no relationship to
yield or income,  payments  received  cannot be considered as yield or income on
the investment and the resulting liquidations may deplete or possibly extinguish
the  initial   investment  and  any  reinvested   dividends  and  capital  gains
distributions.  Requests for  increases in  withdrawal  amounts or to change the
payee must be submitted in writing, signed exactly as the account is registered,
and contain signature  guarantee(s) as described under "SIGNATURE GUARANTEES" in
the  Prospectus.  Any such request must be received by the AARP Fund's  transfer
agent  by the 15th of the  month in which  such  change  is to take  effect.  An
Automatic Withdrawal Plan may be terminated at any time by the shareholder,  the
AARP Funds or their agents on written  notice,  and will be terminated  when all
shares of the Funds under the Plan have been  liquidated  or upon receipt by the
Funds of notice of death of the  shareholder.  For more  information  concerning
this plan,  write to the AARP  Investment  Program from Scudder,  P.O. Box 2540,
Boston, MA 02208-2540 or call, toll-free, 1-800-253-2277.

                                       41
<PAGE>

Direct Payment of Regular Fixed Bills

         Shareholders  who own or purchase  $10,000 or more of shares of an AARP
Fund may arrange to have  regular  fixed  bills such as rent,  mortgage or other
payments of more than $50 made directly from their account. The arrangements are
virtually  the same as for an Automatic  Withdrawal  Plan (see above).  For more
information  concerning  this plan,  write to the AARP  Investment  Program from
Scudder,   P.O.  Box  2540,   Boston,   MA   02208-2540   or  call,   toll-free,
1-800-253-2277.

                               DIVIDENDS AND YIELD

            (See "UNDERSTANDING FUND PERFORMANCE" in the Prospectus.)

         Each  AARP  Fund  intends  to  follow  the  practice  of   distributing
substantially all of its investment company taxable income (which includes,  for
example,  interest,  dividends and any excess of net realized short-term capital
gains over net realized long-term capital losses, less deductible expenses), and
its net  tax-exempt  interest  income,  if any.  Each AARP Fund also  intends to
follow the practice of distributing any excess of net realized long-term capital
gains over net  realized  short-term  capital  losses  after  reduction  for any
capital loss  carryforwards.  However, if it appears to be in the best interests
of a Fund and its shareholders, the Fund may retain all or part of such gain for
reinvestment.

         AARP  Balanced  Stock and Bond Fund and AARP  Growth  and  Income  Fund
intend to pay dividends in March, June,  September and December of each year and
any net realized  capital  gains after the  September  30 fiscal year end.  AARP
Global Growth Fund and AARP Capital  Growth Fund intend to pay dividends and any
realized  capital  gains  over net  realized  short-term  capital  losses  after
reduction for any capital loss  carryforwards in December after the September 30
fiscal year end. See "TAXES."

         Both types of  distributions  will be made in shares of the  respective
AARP  Fund  and  confirmations  will be  mailed  to each  shareholder  unless  a
shareholder has elected to receive cash, in which case a check will be sent.

         The net income of each AARP Money Fund,  each of the AARP Income  Funds
and the AARP Insured Tax Free General Bond Fund,  is  determined as of the close
of trading on the Exchange (usually 4:00 p.m. Eastern time) on each day on which
the Exchange is open for business.  All of the net income so determined normally
will be declared as a dividend daily to  shareholders  of record as of 4:00 p.m.
on the preceding day, and distributed  monthly.  Dividends  commence on the next
business  day after  purchase.  Dividends  which  are not paid by check  will be
reinvested in additional  shares of the  particular  Fund at the net asset value
per share  determined as of a day selected within five days of the last business
day of the month. Checks will be mailed to shareholders no later than the fourth
business day of the following month, and consolidated  statements confirming the
month's dividends will be mailed to shareholders electing to invest dividends in
additional  shares.  Dividends will  ordinarily be invested on the last business
day of each month at the net asset value per share determined as of the close of
regular trading on the Exchange.

         Should  the  AARP  Money  Funds  incur or  anticipate  any  unusual  or
unexpected  significant  expense,   depreciation  or  loss  which  would  affect
disproportionately  the Fund's income for a particular  period,  the Trustees of
such Fund or the  Executive  Committee of the Trustees may at that time consider
whether to adhere to the dividend policy  described above or to revise it in the
light of the then prevailing  circumstances in order to ameliorate to the extent
possible the  disproportionate  effect of such expense or loss on then  existing
shareholders. Such expenses may nevertheless result in a shareholder's receiving
no  dividends  for the period  during which the shares are held and in receiving
upon redemption a price per share lower than that which was paid.

         Similarly,  should the AARP High Quality Money Fund incur or anticipate
any unusual or unexpected  significant income,  appreciation or gain which would
affect  disproportionately  the  Fund's  income  for a  particular  period,  the
Trustees or the  Executive  Committee of the  Trustees  may consider  whether to
adhere to the dividend  policy  described  above or to revise it in the light of
the then prevailing  circumstances in order to ameliorate to the extent possible
the disproportionate effect of such income, appreciation or gain on the dividend
received by  existing  shareholders.  Such  actions may reduce the amount of the
daily dividend received by existing shareholders.

                                       42
<PAGE>

Performance Information: Computation of Yields and Total Return

a)       The AARP Money Funds

         From time to time,  quotations  of an AARP  Money  Fund's  yield may be
included in advertisements, sales literature or shareholder reports. These yield
figures are calculated in the following manner:

         The current  yield is the net  annualized  yield based on a specified 7
calendar-days  calculated at simple interest rates.  Current yield is calculated
by determining the net change,  exclusive of capital changes,  in the value of a
hypothetical pre-existing account having a balance of one share at the beginning
of the  period  and  dividing  such  change by the value of the  account  at the
beginning of the base period to obtain the base-period  return.  The base-period
return is then  annualized by  multiplying  it by 365/7;  the resultant  product
equals net annualized  current yield.  The current yield figure is stated to the
nearest  hundredth  of one percent.  The current  yield of the AARP High Quality
Money  Fund and the AARP High  Quality  Tax Free  Money  Fund for the  seven-day
period ended September 30, 1995 respectively, were 4.97% and 3.37%.

         The  effective  yield is the net  annualized  yield for a  specified  7
calendar-days assuming a reinvestment in Fund shares of all dividends during the
period,  i.e.,  compounding.  Effective  yield is  calculated  by using the same
base-period  return used in the  calculation  of current  yield  except that the
base-period  return is  compounded by adding 1, raising the sum to a power equal
to 365  divided  by 7, and  subtracting  1 from  the  result,  according  to the
following formula:

             Effective Yield = [(Base Period Return + 1)^365/7] - 1.

         The  effective  yield of the AARP High Quality  Money Fund and the AARP
High Quality Tax Free Money Fund for the  seven-day  period ended  September 30,
1995 respectively, were 5.10% and 3.43%.

         As described  above,  current  yield and  effective  yield are based on
historical earnings,  show the performance of a hypothetical  investment and are
not intended to indicate future  performance.  Current yield and effective yield
will vary based on changes in market conditions and the level of Fund expenses.

         In connection with  communicating its current yield and effective yield
to current or prospective shareholders, a Fund also may compare these figures to
the  performance of other mutual Funds tracked by mutual Fund rating services or
to other  unmanaged  indices  which may assume  reinvestment  of  dividends  but
generally do not reflect deductions for administrative and management costs.

b)       The AARP Money  Funds,  AARP Income  Funds,  AARP Growth Funds and AARP
         Insured Tax Free General Bond Fund

         From time to time,  quotations of a Fund's total return may be included
in advertisements,  sales literature or shareholder  reports.  This total return
figure is calculated in the following manner:

         The total return is the average annualized compound rate of return for,
where  applicable,  the periods of one year, five years and ten years, all ended
on the last day of a recent calendar quarter.  Total return  quotations  reflect
changes  in the price of a Fund's  shares  and  assume  that all  dividends  and
capital gains  distributions  during the respective  periods were  reinvested in
Fund  shares.  Total  return is  calculated  by finding the  average  annualized
compound  rates of  return  of a  hypothetical  investment  over  such  periods,
according  to the  following  formula  (total  return  is  then  expressed  as a
percentage):

                               T = (ERV/P)^1/n - 1
Where:

            T        =       average annualized compound total rate of return
            P        =       a hypothetical initial investment of $1,000
            n        =       number of years
            ERV      =       ending  redeemable value: ERV is the value
                             at the end of the  applicable  period,  of a
                             hypothetical  $1,000  investment made at the
                             beginning of the applicable period.



                                       43
<PAGE>

<TABLE>
<CAPTION>
                                                                        Total Return
                                              -----------------------------------------------------------------
                                                 One Year Ended       Five Years Ended      Ten Years Ended
                                                    9/30/95               9/30/95              9/30/95(1)
                                                    -------               -------              ----------
<S>                                                   <C>                   <C>                   <C>  
AARP High Quality Money Fund                          4.99%                 4.05%                 5.39%
AARP High Quality Tax Free Money Fund                 2.99                  3.00*                 4.28*
AARP GNMA and U.S. Treasury                          10.31                  7.77                  8.17
AARP High Quality Bond                               12.98                  8.98                  8.58
AARP Insured Tax Free General Bond                   10.21                  8.55                  8.64
AARP Balanced Stock and Bond Fund                    16.80                  n.a..                 9.28
AARP Growth and Income                               20.43                 17.12                 14.55
AARP Global Growth Fund                               n.a.                  n.a.                  n.a.
AARP Capital Growth                                  23.47                 16.81                 14.10


(1)      For the ten fiscal years ended September 30, 1995 for each of the above
         listed Funds except for the period  February 1, 1994  (commencement  of
         operations)  to September 30, 1995 for the AARP Balanced Stock and Bond
         Fund.

*        Prior to August 1,  1991,  the AARP High  Quality  Tax Free  Money Fund
         operated as the AARP Insured Tax Free Short Term Fund. The total return
         figures  for the five and ten years  ended  September  30, 1995 for the
         AARP High  Quality Tax Free Money Fund are  representative  of the Fund
         prior to its conversion date except that the figures have been adjusted
         to reflect its conversion to a money market fund.

</TABLE>

         In  addition  to total  return  described  above,  the  Funds may quote
nonstandard "cumulative total return."

         The  cumulative  total  return is the rate of return on a  hypothetical
initial  investment of $1,000 for a specified  period.  Cumulative  total return
quotations  reflect  changes in the price of a Fund's shares and assume that all
dividends and capital gains  distributions  during the period were reinvested in
Fund  shares.  Cumulative  total  return is  calculated  by finding the rates of
return  of a  hypothetical  investment  over  such  periods,  according  to  the
following formula. (Cumulative total return is then expressed as a percentage):

                                 C = (ERV/P) -1

          C        =       Cumulative Total Return
          P        =       a hypothetical initial investment of $1,000
          ERV      =       ending redeemable value: ERV is the value,
                           at the end of the  applicable  period,  of a
                           hypothetical  $1,000  investment made at the
                           beginning of the applicable period.

<TABLE>
<CAPTION>
                                                                  Cumulative Total Return
                                              -----------------------------------------------------------------
                                                 One Year Ended       Five Years Ended      Ten Years Ended
                                                    9/30/95               9/30/95              9/30/95(1)
                                                    -------               -------              ----------
<S>                                                   <C>                  <C>                    <C>   
AARP Balanced Stock and Bond Fund                     16.80%                 n.a.                 15.89%
AARP Growth and Income                                20.43                120.33%               289.03
AARP Global Growth Fund                                n.a.                  n.a.                  n.a.
AARP Capital Growth                                   23.47                117.50                273.88


(1)      For the period  February 1, 1994  (commencement  of  operations)  to September  30, 1995 for the AARP Balanced


</TABLE>

c)       The AARP Income Funds and AARP Insured Tax Free General Bond Fund


         From time to time,  quotations  of an AARP Fund's yield may be included
in  advertisements,  sales  literature  or  shareholder  reports.  This yield is
calculated in the following manner.

                                       44
<PAGE>

         The yield is the net annualized  SEC yield based on a specified  30-day
(or one month)  period  assuming  semiannual  compounding  of  income.  Yield is
calculated  by dividing the net  investment  income per share earned  during the
period by the  maximum  offering  price per share on the last day of the period,
according to the following formula:

                         YIELD = 2[((a-b)/cd + 1)^6 - 1]
         Where:

               a        =       dividends  and interest  earned  during  the
                                period,  including  (except for  mortgage or
                                receivable-backed      obligations)      the
                                amortization  of market premium or accretion
                                of  market   discount.   For   mortgage   or
                                receivables-backed  obligations, this amount
                                includes  realized  gains or losses based on
                                historic  cost  for   principal   repayments
                                received.
               b        =       expenses accrued for the period (net of 
                                reimbursements).
               c        =       the average daily number of shares outstanding 
                                during the period that were entitled to receive 
                                dividends.
               d        =       the maximum offering price per share on the last
                                day of the period.

                                               Yield for the 30-day period
                 Fund                            ended September 30, 1995
                 ----                            ------------------------

AARP GNMA and U.S. Treasury                             6.61%
AARP High Quality Bond                                  5.94
AARP Insured Tax Free General Bond                      4.76

d)       AARP Insured Tax Free General Bond and AARP High Quality Tax Free Money
         Fund

         The tax equivalent yield is the net annualized after-tax yield based on
a specified  seven day period for money  market  funds or on a specified  30-day
(one month) period for non-money  market funds  assuming a  reinvestment  of all
dividends paid during the period,  i.e.,  compounding.  Tax equivalent  yield is
calculated  by dividing  that  portion of the Fund's  yield (as  computed in the
yield  description  above) which is  tax-exempt by one minus a stated income tax
rate and adding the  product to that  portion,  if any, of the yield of the Fund
that is not tax-exempt.

                                                     Equivalent Taxable Yields
                                                 period ended September 30, 1995
                                                 -------------------------------

                     Fund             Tax Bracket:        28%            31%

AARP High Quality Tax Free Money                         4.68%          4.88%
AARP Insured Tax Free General Bond                       6.61%          6.90%

(e)      General Performance Information

         Quotations  of an AARP  Fund's  performance  are  based  on  historical
earnings and are not intended to indicate  future  performance  of the Fund.  An
investor's  shares when  redeemed may be worth more or less than their  original
cost.  Performance of a Fund will vary based on changes in market conditions and
the level of the  Fund's  expenses.  In periods of  declining  interest  rates a
Fund's  quoted yield and 30-day  current  yield will tend to be somewhat  higher
than prevailing  market rates,  and in periods of rising interest rates a Fund's
quoted yield and 30-day current yield will tend to be somewhat lower.

         Comparison of non-standard  performance data of various  investments is
valid only if  performance  is  calculated  in the same manner.  Since there are
different  methods of calculating  performance,  investors  should  consider the
effect of the methods used to calculate  performance when comparing  performance
of a Fund with performance quoted with respect to other investment  companies or
types of investments.

                                       45
<PAGE>

         From time to time, in marketing and other AARP Fund  literature,  these
AARP Funds'  performances  may be compared to the performance of broad groups of
mutual  funds  with  similar   investment   goals,  as  tracked  by  independent
organizations,  such as Lipper Analytical Services, Inc. ("Lipper"),  Investment
Company Data, Inc. ("ICD"),  CDA Investment  Technologies,  Inc. ("CDA"),  Value
Line Mutual Fund Survey, Morningstar,  Inc. and other independent organizations.
For  instance,  AARP  Growth  Funds will be compared to funds in the growth fund
category;  and so on. In similar  fashion,  the performance of the AARP GNMA and
U.S.  Treasury  Fund  will  be  compared  to that of  certificates  of  deposit.
Evaluations of AARP Fund performance made by independent  sources or independent
experts may also be used in advertisements  concerning the AARP Funds, including
reprints of, or selections from, editorials or articles about these Funds.

         In  connection  with   communicating  its  performance  to  current  or
prospective  shareholders,  the Fund also may compare these figures to unmanaged
indices which may assume  reinvestment of dividends or interest but generally do
not reflect  deductions for  administrative  and management costs.  Indices with
which the Fund may be compared  include  but are not limited to, the  following:
Standard & Poor's  500 Stock  Index (S&P  500),  The  Europe/Australia/Far  East
(EAFE) Index,  Morgan Stanley  Capital  International  World Index,  J.P. Morgan
Global Traded Bond Index, and Salomon Brothers World Government Bond Index.

         Statistical and other  information,  as provided by the Social Security
Administration,  may be used in marketing  materials  pertaining  to  retirement
planning  in order to  estimate  future  payouts  of social  security  benefits.
Estimates may be used on demographic and economic data.

         Evaluation of Fund performance made by independent  sources may also be
used  in  advertisements   concerning  the  Funds,  including  reprints  of,  or
selections from, editorials or articles about these Funds. Sources for AARP Fund
performance  information and articles about the AARP Funds may include,  but are
not limited to, the following:

American Association of Individual  Investors' Journal, a monthly publication of
the AAII that includes articles on investment analysis techniques.

Asian Wall Street  Journal,  a weekly Asian  newspaper  that often  reviews U.S.
mutual funds investing internationally.

Banxquote,  an on-line source of national  averages for leading money market and
bank CD interest  rates,  published  on a weekly  basis by  MasterFund,  Inc. of
Wilmington, Delaware.

Barron's,  a Dow Jones and  Company,  Inc.  business and  financial  weekly that
periodically reviews mutual fund performance data.

Business  Week,  a  national  business  weekly  that  periodically  reports  the
performance rankings and ratings of a variety of mutual funds investing abroad.

CDA Investment  Technologies,  Inc., an organization which provides  performance
and ranking  information  through  examining the dollar results of  hypothetical
mutual fund investments and comparing these results against  appropriate  market
indices.

Consumer  Digest, a monthly  business/financial  magazine that includes a "Money
Watch" section featuring financial news.

Federal  Reserve  Bulletin,  a monthly  publication  that  reports  domestic and
international financial statistics,  including short-term certificate of deposit
interest rates.

Financial Times,  Europe's business newspaper,  which features from time to time
articles on international or country-specific funds.

Financial World, a general  business/financial  magazine that includes a "Market
Watch" department reporting on activities in the mutual fund industry.

                                       46
<PAGE>

Forbes,  a national  business  publication  that from time to time  reports  the
performance of specific investment companies in the mutual fund industry.

Fortune, a national business publication that periodically rates the performance
of a variety of mutual funds.

The  Frank  Russell  Company,  a  West-Coast  investment  management  firm  that
periodically  evaluates  international stock markets and compares foreign equity
market performance to U.S. stock market performance.

Global  Investor,   a  European   publication  that  periodically   reviews  the
performance of U.S. mutual funds investing internationally.

IBC/Donoghue's   Money  Fund  Report,  a  weekly  publication  of  the  Donoghue
Organization, Inc., of Holliston, Massachusetts, reporting on the performance of
the nation's money market funds,  summarizing  money market fund  activity,  and
including certain averages as performance benchmarks,  specifically  "Donoghue's
Money Fund Average," and "Donoghue's Government Money Fund Average."

Ibbotson  Associates,  Inc., a company  specializing in investment  research and
data.

Investment  Company  Data,  Inc., an  independent  organization  which  provides
performance ranking information for broad classes of mutual funds.

Investor's  Daily, a daily  newspaper  that features  financial,  economic,  and
business news.

Kiplinger's Personal Finance Magazine, a monthly investment advisory publication
that periodically features the performance of a variety of securities.

Lipper Analytical  Services,  Inc.'s Mutual Fund Performance  Analysis, a weekly
publication of industry-wide mutual fund averages by type of fund.

Money,  a monthly  magazine that from time to time features both specific  funds
and the mutual fund industry as a whole.

Morgan  Stanley  International,  an  integrated  investment  banking  firm  that
compiles statistical information.

Mutual Fund Values,  a biweekly  Morningstar,  Inc.  publication  that  provides
ratings  of  mutual  funds  based  on  fund  performance,   risk  and  portfolio
characteristics.

The New York Times, a nationally  distributed  newspaper which regularly  covers
financial news.

The No-Load Fund Investor, a monthly newsletter published by Sheldon Jacobs that
includes mutual fund  performance data and  recommendations  for the mutual Fund
investor.

No-Load Fund X, a monthly newsletter  published by DAL Investment Company,  Inc.
that reports on mutual fund performance,  rates funds, and discusses  investment
strategies for the mutual fund investor.

Personal  Investing  News,  a monthly  news  publication  that often  reports on
investment opportunities and market conditions.

Personal  Investor,  a monthly investment  advisory  publication that includes a
"Mutual Funds Outlook" section  reporting on mutual fund  performance  measures,
yields, indices and portfolio holdings.

Smart Money, a national personal finance magazine published monthly by Dow Jones
and  Company,  Inc.  and The  Hearst  Corporation.  Focus is placed on ideas for
investing, spending and saving.

Success,  a monthly magazine  targeted to the world of entrepreneurs and growing
business, often featuring mutual fund performance data.

                                       47
<PAGE>

United Mutual Fund Selector, a semi-monthly investment newsletter,  published by
Babson United  Investment  Advisors,  that includes mutual fund performance data
and reviews of mutual fund portfolios and investment strategies.

USA Today, a leading national daily newspaper.

U.S. News and World Report, a national business weekly that periodically reports
mutual fund performance data.

Value Line  Mutual  Fund  Survey,  an  independent  organization  that  provides
biweekly performance and other information on mutual funds.

The Wall Street Journal, a Dow Jones and Company, Inc. newspaper which regularly
covers financial news.

Wiesenberger  Investment Companies Services, an annual compendium of information
about mutual funds and other investment companies, including comparative data on
funds' backgrounds,  management policies, salient features,  management results,
income and dividend records, and price ranges.

Working  Women,  a monthly  publication  that  features a  "Financial  Workshop"
section reporting on the mutual fund/financial industry.

Worth, a national  publication  put out 10 times per year by Capital  Publishing
Company,  a  subsidiary  of  Fidelity  Investments.  Focus is placed on personal
financial journalism.

                               TRUST ORGANIZATION

                  (See "FUND ORGANIZATION" in the Prospectus.)

         Each of the AARP Funds is a separate series of a Massachusetts business
trust.  AARP GNMA and U.S.  Treasury  Fund and AARP High  Quality  Bond Fund are
series of AARP  Income  Trust.  AARP High  Quality  Tax Free Money Fund and AARP
Insured  Tax Free  General  Bond Fund are series of AARP Tax Free  Income  Trust
which  changed its name from AARP  Insured  Tax Free  Income  Trust on August 1,
1991.  AARP  Balanced  Stock and Bond Fund,  AARP Growth and Income  Fund,  AARP
Global Growth Fund and AARP Capital Growth Fund are series of AARP Growth Trust.
Each of the above Trusts was established  under a separate  Declaration of Trust
dated June 8, 1984.  AARP High  Quality  Money Fund is a separate  series of the
AARP Cash Investment  Funds,  which was established under a Declaration of Trust
dated  January 20, 1983.  The original  name of AARP Cash  Investment  Funds was
Master Investment  Services Fund. That name was changed to AARP Money Fund Trust
on  February 6, 1985,  and to its present  name on May 24,  1985.  Each  Trust's
shares of  beneficial  interest  of $.01 (AARP High  Quality Tax Free Money Fund
$.001) par value per share are issued in separate  series.  AARP Cash Investment
Funds has three series in addition to AARP High Quality  Money Fund that are not
currently offered.  None of the other Trusts has an existing series which is not
currently being offered.  Other series may be established  and/or offered by the
Trusts in the  future.  Each share of a series  represents  an  interest in that
series which is equal to each other share of that series.

         The assets  received for the issue or sale of the shares of each series
and all income,  earnings,  profits and  proceeds  thereof,  subject only to the
rights of creditors,  are  specifically  allocated to that series and constitute
the underlying  assets of that series.  The underlying assets of each series are
segregated on the books of account of the Trust,  and are to be charged with the
liabilities  of that series.  The Trustees  have  determined  that expenses with
respect to all series in a Trust are to be  allocated in  proportion  to the net
asset value, or such other  reasonable  basis, of the respective  series in that
Trust except where  allocations of direct  expenses can otherwise be more fairly
made.  The  officers of each Trust,  subject to the general  supervision  of the
Trustees, have the power to determine which liabilities are allocable to all the
series in a Trust.  Each Trust's  Declaration of Trust provides that allocations
so made to each series shall be binding on all persons.  While each  Declaration
of Trust provides that  liabilities of a series may be satisfied only out of the
assets of that series,  it is possible  that if a series were unable to meet its
obligations,  a court  might find that the  assets of other  series in the Trust
should satisfy such obligations.  In the event of the dissolution or liquidation
of a Trust,  the holders of the shares of each series are entitled to receive as
a class the  underlying  assets of that series  available  for  distribution  to
shareholders.

                                       48
<PAGE>

         Shareholders  are  entitled to one vote per share.  Separate  votes are
taken by each series on all matters  except where the 1940 Act  requires  that a
matter be decided by the vote of  shareholders  of all series of a Trust  voting
together or where a matter  affects  only one of the series,  in which case only
shareholders  of that  series  shall  vote  thereon.  For  example,  a change in
investment  policy for a series would be voted upon only by  shareholders of the
series  involved.  Additionally,  approval of each Trust's  investment  advisory
agreement is a matter to be determined  separately by each series in that Trust.
Approval  of the  agreement  by the  shareholders  of one  series  in a Trust is
effective as to that series  whether or not enough  votes are received  from the
shareholders  of other series in the Trust to approve  such  agreement as to the
other series.

         The Trustees of each Trust have the  authority to establish  additional
series and to  designate  the  relative  rights and  preferences  as between the
series.  All shares issued and  outstanding  of each series that is offered by a
Trust will be fully paid and  non-assessable  by the Trust,  and  redeemable  as
described in this Statement of Additional Information and in the Prospectus.

         Each  Declaration of Trust  provides that  obligations of the Trust are
not binding  upon the  Trustees  individually  but only upon the property of the
Trust,  that the Trustees and officers will not be liable for errors of judgment
or mistakes of fact or law, and that the Trust will  indemnify  its Trustees and
officers  against  litigation  in which  they may be  involved  because of their
offices with the Trust except if it is determined in the manner  provided in the
Declaration  of Trust that they have not acted in good  faith in the  reasonable
belief that their  actions  were in the best  interests  of the Trust.  However,
nothing in any of the Declarations of Trust protects or indemnifies a Trustee or
officer  against any liability to which he or she would  otherwise be subject by
reason  of  willful  misfeasance,  bad  faith,  gross  negligence,  or  reckless
disregard of the duties involved in the conduct of his office.

                             MANAGEMENT OF THE FUNDS

                  (See "FUND ORGANIZATION" in the Prospectus.)

         Each Trust has  retained  Scudder,  Stevens & Clark,  Inc.,  a Delaware
corporation (the "Fund Manager"),  to perform management and investment advisory
services for the Funds pursuant to Investment Management and Advisory Agreements
with each Trust ("Management Agreement") dated February 1, 1994.

         Each Management Agreement provides that the Fund Manager will regularly
provide, or cause to be provided, to the AARP Funds investment research,  advice
and  supervision  and furnish  continuously  an investment  program for the AARP
Funds consistent with each Fund's investment objective and policies.

         The  Fund  Manager  assumes  responsibility  for the  compensation  and
expenses  of all  officers  and  executive  employees  of each  Trust  and makes
available or causes to be made  available,  without  expense to the Trusts,  the
services of such of its partners,  directors, officers and employees as may duly
be elected officers or Trustees of a Trust,  subject to their individual consent
to serve and to any limitations imposed by law, and pays the Trusts' office rent
and  provides,  or causes to be  provided,  investment  advisory,  research  and
statistical  facilities and related  clerical  services.  For these services the
AARP Funds pay the Fund  Manager a monthly fee  consisting  of a base fee and an
individual  Fund fee.  The base fee is based on average  daily net assets of all
Funds in the AARP Investment Program, as follows:

           Program Assets                    Annual Rate at Each
             (Billions)                          Asset Level
             ----------                          -----------
              First $2                              0.35%
              Next $2                                0.33
              Next $2                                0.30
              Next $2                                0.28
              Next $3                                0.26
              Next $3                                0.25
              Over $14                               0.24

         Total program assets as of September 30, 1995 were over $12 billion.

         All AARP Funds pay a flat  individual  Fund fee based on the net assets
of that Fund.

                                       49
<PAGE>

         The individual Fund fees are as follows:

         AARP High Quality Money Fund, 10/1200 of 1% (or approximately .10 of 1%
         on an annual basis);  
         AARP GNMA and U.S.  Treasury Fund,  12/1200 of 1% (or approximately .12
         of 1% on an annual basis); 
         AARP High Quality Bond Fund,  19/1200 of 1% (or  approximately  .19  of
         1% on an annual basis);
         AARP High Quality Tax Free Money Fund,  10/1200 of 1% (or approximately
         .10 of 1% on an annual basis); 
         AARP  Insured  Tax   Free   General   Bond   Fund,  19/1200  of  1% (or
         approximately  .19 of 1% on an annual  basis);  
         AARP Balanced Stock and Bond Fund, 19/1200 of 1% (or approximately .19
         of 1% on an annual  basis);  
         AARP Growth and Income  Fund,  19/1200 of 1% (or approximately  .19 of 
         1% on an annual basis);  
         AARP Global Growth Fund, 55/1200 of 1% (or  approximately  .55 of 1% on
         an annual  basis);  
         AARP Capital Growth Fund,  32/1200 of 1% (or  approximately  .32 of 1% 
         on an annual basis).

         The advisory fees for the fiscal years ended  September 30, 1993 and up
to January  31,  1994 under the  previous  Investment  Management  and  Advisory
Agreements and under the present Investment  Management  Agreement from February
1, 1994 to September  30, 1994 and for the fiscal year ended  September 30, 1995
were as follows:

<TABLE>
<CAPTION>
                                                                   1993              1994             1995
                                                                   ----              ----             ----
          <S>                                                       <C>               <C>              <C>        
          AARP High Quality Money Fund                         $ 1,358,702       $ 1,244,322      $ 1,492,545
          AARP GNMA and U.S. Treasury Fund                      26,404,563        26,198,841       22,095,173
          AARP High Quality Bond Fund                            2,344,628         2,952,999        2,600,629
          AARP High Quality Tax Free Money Fund                    637,451           568,107          493,693
          AARP Insured Tax Free General Bond Fund                8,631,469         9,944,429        8,813,051
          AARP Balanced Stock and Bond Fund*                      n.a.               365,435          960,412
          AARP Growth and Income Fund                            5,405,394         9,533,476       12,406,325
          AARP Global Growth Fund**                               n.a.             n.a.              n.a.
          AARP Capital Growth Fund                               3,176,921         4,184,437        3,988,023
</TABLE>

         Each Management Agreement provides that the Fund Manager will reimburse
the AARP Funds or the Trust for annual  expenses in excess of the lowest expense
limitation  imposed by the states in which the Funds of the particular Trust are
at the time offering their shares for sale, although no payments are required to
be made by the Fund Manager pursuant to this  reimbursement  provision in excess
of the annual fee paid by the funds of a Trust to the Fund  Manager.  Management
has been  advised  that the lowest such  limitation  is  currently 2 1/2% of the
first  $30,000,000  of such net assets,  2% of the next  $70,000,000 of such net
assets and 1 1/2% of such net assets in excess of $100,000,000. Certain expenses
such as brokerage  commissions,  taxes,  extraordinary expenses and interest are
excluded from such  limitation.  The Fund Manager has agreed that its obligation
to reimburse the Funds will not be  restricted to the amounts of the  management
fees. Such agreement may be modified or withdrawn without shareholder approval.

         The expense  ratios,  net of voluntary  and  statutory  fee waivers and
reimbursements  of expenses,  for the periods ended September 30, 1993, 1994 and
1995 were as follows:

<TABLE>
<CAPTION>
                                                                   1993             1994           1995
                                                                   ----             ----           ----
          <S>                                                      <C>             <C>             <C> 
          AARP High Quality Money Fund                             1.31%           1.13%           .98%
          AARP GNMA and U.S. Treasury Fund                          .70             .66             .67
          AARP High Quality Bond Fund                              1.01             .95             .95
          AARP High Quality Tax Free Money Fund                     .93             .90             .87
          AARP Insured Tax Free General Bond Fund                   .72             .68             .69
          AARP Balanced Stock and Bond Fund*                       n.a.             1.31           1.01
          AARP Growth and Income Fund                               .84             .76             .72
          AARP Global Growth Fund                                  n.a.             n.a.           n.a.
          AARP Capital Growth Fund                                 1.05             .97             .95
</TABLE>

         For the fiscal  years ended  September  30,  1993,  1994 and 1995,  the
reimbursements  by the Fund  Manager  based on the  expense  limitation  then in
effect were as follows:

                                       50
<PAGE>

<TABLE>
<CAPTION>
                                                                   1993             1994           1995
                                                                   ----             ----           ----
          <S>                                                       <C>             <C>            <C>   
          AARP High Quality Money Fund                              --              --              --
          AARP GNMA and U.S. Treasury Fund                          --              --              --
          AARP High Quality Bond Fund                               --              --              --
          AARP High Quality Tax Free Money Fund                  $278,471          $8,083           --
          AARP Insured Tax Free General Bond Fund                   --              --              --
          AARP Balanced Stock and Bond Fund*                       n.a.             --              --
          AARP Growth and Income Fund                               --              --              --
          AARP Global Growth Fund**                                n.a.             n.a.           n.a.
          AARP Capital Growth Fund                                  --              --              --
</TABLE>

  *AARP Balanced Stock and Bond Fund commenced operations on February 1, 1994.
 **AARP Global Growth Fund commenced operations on February 1, 1996.

         If  reimbursement  is  required,   it  will  be  made  as  promptly  as
practicable after the end of each Trust's fiscal year.  However,  no fee payment
will be made to the Fund  Manager  during  any  fiscal  year  which  will  cause
year-to-date  expenses to exceed the cumulative  pro rata expense  limitation at
the time of such payment.  The amortization of organizational costs is described
herein under "ADDITIONAL INFORMATION - Other Information."

         Under the Management  Agreements,  each Trust is responsible for all of
its other expenses including  organizational  expenses;  clerical salaries; fees
and expenses  incurred in  connection  with  membership  in  investment  company
organizations;  brokers'  commissions;  any fees for portfolio pricing paid to a
pricing agent; legal,  auditing and accounting expenses;  taxes and governmental
fees; the fees and expenses of the transfer  agent;  the cost of preparing share
certificates,  if any, and any other  expenses  including  clerical  expenses of
issue, redemption or repurchase of shares; the expenses and fees for registering
or qualifying  securities for sale; the fees and expenses of the Trustees of the
Trust who are not affiliated  with the Fund Manager,  Scudder,  Stevens & Clark,
Inc.,  AARP  Financial  Services  Corporation or AARP; the cost of preparing and
distributing reports and notices to shareholders; and the fees and disbursements
of  custodians.  Each Trust may arrange to have third parties assume all or part
of the expenses of sale,  underwriting  and distribution of shares of the Trust.
Each Trust is also  responsible  for its expenses  incurred in  connection  with
litigation,  proceedings  and  claims  and the legal  obligation  it may have to
indemnify  its  officers  and  Trustees  with  respect  thereto.  The  custodian
agreement for each Trust provides that the custodian shall compute the net asset
value for that Trust.

         Each Management  Agreement  provides that the Fund Manager shall not be
required to pay expenses of distribution of the Funds' shares to the extent that
(i) such distribution  expenses are, pursuant to a written contract, to be borne
by a principal  underwriter of the Trust ("Scudder Investor  Services,  Inc." is
principal  underwriter for the AARP Trusts), (ii) the Trust shall have adopted a
plan in  conformity  with Rule  12b-1  under the 1940 Act  ("Rule  12b-1  plan")
providing for the Trust (or the Funds or some other party) to assume some or all
of such  expenses,  or (iii) such  expenses  are required to be paid by Scudder,
Stevens & Clark,  Inc. To the extent such expenses of distribution are not to be
borne by a principal  underwriter,  or are not permitted to be paid by the Trust
(or a Fund or such other  party)  pursuant to a Rule 12b-1 plan,  they are to be
assumed by the Fund Manager. (The adoption of a Rule 12b-1 plan by a Trust would
require the approval of the Trustees, including a majority of those Trustees who
are not interested  persons of the Trust,  and of a majority of the  outstanding
voting securities of each Fund.)

         The Management  Agreements for all Funds except AARP Global Growth Fund
will remain in effect  until  August 31,  1996 and from year to year  thereafter
only if their continuance is specifically approved at least annually by the vote
of a  majority  of those  Trustees  who are not  parties to such  Agreements  or
"interested persons" of the Fund Manager,  Scudder, Stevens & Clark, Inc. or the
particular Trust cast in person at a meeting called for the purpose of voting on
such  approval and either by vote of a majority of the Trustees or, with respect
to each Fund, by a majority of the outstanding  voting  securities of that Fund.
The  Supplement  to Investment  Management  Agreement for the AARP Global Growth
Fund  will  remain  in  effect  until  August  31,  1997 and  from  year to year
thereafter only if its continuance is specifically approved at least annually by
the vote of a majority of those  Trustees who are not parties to such  Agreement
or "interested persons" of the Fund Manager,  Scudder,  Stevens & Clark, Inc. or
the  particular  Trust  cast in person at a meeting  called  for the  purpose of
voting on such  approval and either by vote of a majority of the Trustees or, by
a majority of the outstanding  voting securities of the AARP Global Growth Fund.
In the event a Management  Agreement is approved by the  shareholders  of one of
the  Funds  but  not by the  shareholders  of the  other  Fund,  the  Management


                                       51
<PAGE>

Agreement will continue in effect as to the former Fund but not the latter.  The
Management  Agreements  for all Funds  except AARP Global  Growth Fund were last
approved  by the  Trustees  (including  a majority of the  Trustees  who are not
"interested  persons") on June 28, 1995 and by the  shareholders  on January 13,
1994. The Supplement to Investment  Management  Agreement for AARP Global Growth
Fund dated  February 1, 1996 was  approved by the  Trustees on December 13, 1995
and by the  initial  shareholder  on January 24,  1996.  Each  Agreement  may be
terminated at any time without payment of penalty by either party on sixty days'
written notice, and automatically terminates in the event of its assignment.

         Scudder,  Stevens  &  Clark,  Inc.  is  one  of  the  most  experienced
investment  management  firms in the  United  States.  It was  established  as a
partnership in 1919 and pioneered the practice of providing  investment  counsel
to individual  clients on a fee basis.  In 1928 it introduced  the first no-load
mutual Fund to the public. In 1953,  Scudder  introduced  Scudder  International
Fund,  the  first  Fund  available  in the  U.S.  investing  internationally  in
securities of issuers in several foreign countries.  The principal source of the
Fund Manager's  income is professional  fees received from providing  continuous
investment  advice,  and the firm derives no income from  banking,  brokerage or
underwriting  of  securities.  Today,  it provides  investment  counsel for many
individuals  and  institutions,   including   insurance   companies,   colleges,
industrial corporations,  and financial and banking organizations.  In addition,
it manages  Montgomery Street Income  Securities,  Inc.,  Scudder California Tax
Free Trust,  Scudder Cash Investment Trust,  Scudder Equity Trust, Scudder Fund,
Inc., Scudder Funds Trust, Scudder Global Fund, Inc., Scudder GNMA Fund, Scudder
Institutional  Fund, Inc., Scudder  International Fund, Inc., Scudder Investment
Trust,  Scudder Municipal Trust,  Scudder Mutual Funds,  Inc.,  Scudder New Asia
Fund, Inc.,  Scudder New Europe Fund,  Inc.,  Scudder  Portfolio Trust,  Scudder
Securities  Trust,  Scudder  State Tax Free Trust,  Scudder Tax Free Money Fund,
Scudder Tax Free Trust,  Scudder U.S. Treasury Money Fund, Scudder Variable Life
Investment Fund,  Scudder World Income  Opportunities  Fund, Inc., The Argentina
Fund, Inc., The Brazil Fund, Inc., The First Iberian Fund, Inc., The Korea Fund,
Inc., The Japan Fund,  Inc., and The Latin America Dollar Income Fund, Inc. Some
of the foregoing companies or trusts have two or more series.

         The Fund Manager maintains a large research department,  which conducts
continuous  studies  of  the  factors  that  affect  the  condition  of  various
industries,  companies and individual securities. In this work, the Fund Manager
utilizes  certain  reports  and  statistics  from a  wide  variety  of  sources,
including  brokers and dealers who may execute  portfolio  transactions  for the
Fund and for clients of the Fund Manager, but conclusions are based primarily on
investigations and critical analyses by its own research specialists.

         Certain  investments may be appropriate for more than one Fund and also
for other  clients  advised by the Fund Manager.  Investment  decisions for each
Fund and for other  clients are made with a view to achieving  their  respective
investment  objectives and after  consideration of such factors as their current
holdings,  availability of cash for investment and the size of their investments
generally.  Frequently, a particular security may be bought or sold for only one
Fund or client or in different  amounts and at different times for more than one
but less than all Funds or other clients. Likewise, a particular security may be
bought for one or more Funds or clients  when one or more other Funds or clients
are selling the security.  In addition,  purchases or sales of the same security
may be made for two or more Funds or  clients  on the same  date.  In such event
such  transactions  will be allocated among the Funds and/or clients in a manner
believed  by the Fund  Manager to be  equitable  to each.  In some  cases,  this
procedure  could have an adverse effect on the price or amount of the securities
purchased or sold by a Fund. Purchase and sale orders for a Fund may be combined
with those of other Funds or clients of the Fund Manager in the interest of most
favorable net results to the particular Fund.

         Each Management  Agreement  provides that the Fund Manager shall not be
liable for any error of judgment  or mistake of law or for any loss  suffered by
the Funds in connection with matters to which the respective  agreement relates,
except a loss resulting from willful misfeasance,  bad faith or gross negligence
on the  part of the  Fund  Manager  in the  performance  of its  duties  or from
reckless  disregard by the Fund Manager of its  obligations and duties under the
respective agreement.

         In reviewing the terms of each Management  Agreement and in discussions
with the Fund Manager concerning such agreements, the Trustees of each Trust who
are not "interested  persons" of that Trust have been represented by independent
counsel at the Trust's  expense.  Dechert Price & Rhoads acts as general counsel
for the Trusts.

                                       52
<PAGE>

         Pursuant to a Member  Services  Agreement with the Fund Manager,  dated
February 1, 1994,  AARP  Financial  Services  Corp.  ("AFSC")  provides the Fund
Manager with  nondistribution  related service and advice  primarily  concerning
designing and tailoring the AARP  Investment  Program from Scudder and its Funds
to meet the needs of AARP's members on an ongoing basis. AARP Financial Services
Corp. receives, as compensation for its services, a Monthly Member Services fee.
The fee paid to AFSC is  calculated on a daily basis and depends on the level of
total assets of the AARP Investment Program. The fee rate decreases as the level
of total  assets  increases.  The fee rate for each level of assets is .07 of 1%
for the  first $6  billion,  .06 of 1% for the next  $10  billion  and .05 of 1%
thereafter.

         The Member  Services  Agreement  will remain in effect until August 31,
1996 and from year to year  thereafter  only if its  continuance is specifically
approved at least  annually by the vote of a majority of those  Trustees who are
not "interested persons" of the Fund Manager,  AFSC, or the Funds cast in person
at a meeting  called for the  purpose of voting on such  approval  and either by
vote of a majority of the Trustees or, with respect to each Fund,  by a majority
of the outstanding voting securities of that Fund. The continuance of the Member
Services  Agreement was last  approved by the Trustees  (including a majority of
the  Trustees  who are not such  "interested  persons")  on June 28, 1995 and by
shareholders  on  January  13,  1994.  The  Member  Services  Agreement  may  be
terminated  at any time  without  payment of penalty by the Funds on sixty days'
written notice,  or by AFSC upon six months' notice to the Funds and to the Fund
Manager,  and  automatically  terminates  in the event of its  assignment or the
assignment of the Management Agreement.

         Pursuant to a Service Mark License  Agreement,  dated November 30, 1984
(February 18, 1985 in the case of AARP Cash Investment Funds), among the Trusts,
the Fund  Manager  and AARP,  use of the AARP  service  marks by a Trust and its
Funds will be terminated,  unless  otherwise agreed to by AARP, upon termination
of that Trust's Management Agreement.

         Officers  and  employees of the Fund Manager from time to time may have
transactions with various banks, including the AARP Funds' custodian bank. It is
the Fund Manager's  opinion that the terms and conditions of those  transactions
which have  occurred were not  influenced by existing or potential  custodial or
other Fund relationships.

         None of the officers or Trustees of a Trust may have dealings with that
Trust as principals in the purchase or sale of securities,  except as individual
subscribers or holders of shares of the Funds.

Personal Investments by Employees of Scudder

     Employees   of  Scudder  are   permitted   to  make   personal   securities
transactions,  subject to requirements  and  restrictions set forth in Scudder's
Code of Ethics. The Code of Ethics contains provisions and requirements designed
to  identify  and  address  certain   conflicts  of  interest  between  personal
investment  activities and the interests of investment  advisory clients such as
the Funds. Among other things, the Code of Ethics, which generally complies with
standards  recommended by the Investment Company  Institute's  Advisory Group on
Personal  Investing,  prohibits  certain  types  of  transactions  absent  prior
approval,  imposes time periods  during which personal  transactions  may not be
made in certain  securities,  and requires the  submission  of duplicate  broker
confirmations  and monthly  reporting  of  securities  transactions.  Additional
restrictions apply to portfolio managers,  traders, research analysts and others
involved  in the  investment  advisory  process.  Exceptions  to these and other
provisions  of the Code of Ethics  may be granted  in  particular  circumstances
after review by appropriate personnel.

                                                 TRUSTEES AND OFFICERS

<TABLE>
<CAPTION>
                                                                                               Position with
                                                                                               Underwriter,
Name                                  Position              Principal                          Scudder Investor
and Address                           with Trusts           Occupation**                       Services, Inc.
- -----------                           -----------           ------------                       --------------
<S>                                   <C>                   <C>                                <C>   
Cuyler W. Findlay#*                   Chairman of the       Managing Director of Scudder,      Senior Vice President
                                      Board and Trustee     Stevens & Clark, Inc.              and Director

Horace B. Deets+*                     Vice Chairman and     Executive Director, American       -
                                      Trustee               Association of Retired Persons

                                       53
<PAGE>
                                                                                               Position with
                                                                                               Underwriter,
Name                                  Position              Principal                          Scudder Investor
and Address                           with Trusts           Occupation**                       Services, Inc.
- -----------                           -----------           ------------                       --------------

Linda Coughlin#*                      President and         Managing Director of Scudder,      Director
                                      Trustee               Stevens & Clark, Inc.

   
Carole Lewis Anderson                 Trustee (1,2)         President, MASDUN Capital          -
3616 Reservoir Road, N.W.                                   Advisors; Formerly Principal,
Washington, DC                                              Suburban Capital Markets, Inc.;
                                                            Director, VICORP Restaurants,
                                                            Inc.; Member of the Board,
                                                            Association for Corporate Growth
                                                            of Washington, D.C.; Trustee,
                                                            Hasbro Children's Foundation and
                                                            Mary Baldwin College
    

Adelaide Attard                       Trustee (2,4)         Gerontology Consultant; Member,    -
270-28N Grand Central Parkway                               New York City Department of
Floral Park, NY                                             Aging Advisory Council -
                                                            Appointed by Mayor (1995); Board
                                                            Member, American Association on
                                                            International Aging (1981 to
                                                            present); Commissioner, County
                                                            of Nassau, New York, Dept. of
                                                            Senior Citizen Affairs
                                                            (1971-1991); Chairperson,
                                                            Federal Council on Aging
                                                            (1981-1986)

Cyril F. Brickfield+*                 Trustee (2,3,4),      Honorary President and Special     -
                                      Honorary Trustee      Counsel, American Association of
                                      (1)                   Retired Persons

   
Robert N. Butler, M.D.                Trustee (2,4)         Director, International            -
211 Central Park West                                       Longevity Center and Professor
Apt. 7F                                                     of Geriatrics and Adult
New York, NY                                                Development; Chairman, Henry L.
                                                            Schwartz Department of
                                                            Geriatrics and Adult
                                                            Development, Mount Sinai Medical
                                                            Center (1982 to present);
                                                            Formerly Director, National
                                                            Institute on Aging, National
                                                            Institute of Health (1976-1982)
    
       

                                       54
<PAGE>
                                                                                               Position with
                                                                                               Underwriter,
Name                                  Position              Principal                          Scudder Investor
and Address                           with Trusts           Occupation**                       Services, Inc.
- -----------                           -----------           ------------                       --------------

   
Esther Canja+                         Trustee               Vice President, American
                                                            Association of Retired Persons;
                                                            Trustee and Chair, AARP Group
                                                            Health Insurance Plan; Board
                                                            Liaison, National Volunteer
                                                            Leadership Network Advisory
                                                            Committee; Chair, Board
                                                            Operations Committee; AARP State
                                                            Director of Florida (1990-1992)
    

Edgar R. Fiedler                      Trustee (1,2,3)       Vice President and Economic        -
845 Third Ave.                                              Counselor, The Conference Board,
New York, NY                                                Inc.

   
Lt. Gen. Eugene P. Forrester          Trustee (2,3)         Lt. General (Retired), U.S.        -
1101 S. Arlington Ridge Rd.                                 Army; International Trade
Arlington, VA                                               Counselor (1983 to present);
                                                            Consultant
    

Wayne F. Haefer*                      Trustee (2,3,4)       Director, Membership Division of   -
                                                            AARP; Formerly Secretary,
                                                            Employee's Pension and Welfare
                                                            Trusts of AARP and Retired
                                                            Persons Services, Inc.
       

   
George L. Maddox, Jr.                 Trustee (2,3)         Professor Emeritus and Director,   -
P.O. Box 2920                                               Long Term Care Resources
Duke Univ. Medical Center                                   Program, Duke University Medical
Durham, NC                                                  Center; Professor Emeritus of
                                                            Sociology, Departments of
                                                            Sociology and Psychiatry, Duke
                                                            University
    

                                       55
<PAGE>
                                                                                               Position with
                                                                                               Underwriter,
Name                                  Position              Principal                          Scudder Investor
and Address                           with Trusts           Occupation**                       Services, Inc.
- -----------                           -----------           ------------                       --------------

Robert J. Myers                       Trustee (1,2,4)       Actuarial Consultant (1983 -       -
9610 Wire Ave.                                              present); Formerly Chairman,
Silver Spring, MD                                           Commission on Railroad
                                                            Retirement Reform (1988-90);
                                                            Deputy Commissioner, U.S. Social
                                                            Security Administration
                                                            (1981-1982); Member, National
                                                            Commission on Social Security
                                                            (1978-1981); Formerly Executive
                                                            Director, National Commission on
                                                            Social Security Reform
                                                            (1982-1983); Director, NASL
                                                            Series Fund, Inc.; Director:
                                                            NASL Series Trust, Inc. and
                                                            North American Funds, Inc.;
                                                            Member, U.S. Office of
                                                            Technology Assessment,
                                                            Prospective Payment Assessment
                                                            Commission.
       

James H. Schulz                       Trustee (3,4)         Professor of Economics and         -
158 Scruton Pond Road                                       Kirstein Professor of Aging
Barrington, NH 03825                                        Policy, Policy Center on Aging,
                                                            Florence Heller School, Brandeis
                                                            University

Gordon Shillinglaw                    Trustee (1,3,4)       Professor Emeritus of              -
196 Villard Ave.                                            Accounting, Columbia University
Hastings-on-Hudson, NY                                      Graduate School of Business

       

Thomas W. Joseph##                    Vice President        Principal of Scudder, Stevens &    Vice President,
                                                            Clark, Inc.                        Director, Treasurer and
                                                                                               Assistant Clerk

David S. Lee##                        Vice President and    Managing Director of Scudder,      President, Assistant
                                      Assistant Treasurer   Stevens & Clark, Inc.              Treasurer and Director
       

Thomas F. McDonough##                 Vice President and    Principal of Scudder, Stevens &    Clerk
                                      Assistant Secretary   Clark, Inc.

Pamela A. McGrath##                   Vice President and    Managing Director of Scudder,      -
                                      Treasurer             Stevens & Clark, Inc.

Edward J. O'Connell#                  Vice President and    Principal of Scudder, Stevens &    Assistant Treasurer
                                      Assistant Treasurer   Clark, Inc.

   
James W. Pasman##                     Vice President        Principal of Scudder, Stevens &    -
                                                            Clark, Inc.
    

                                       56
<PAGE>
                                                                                               Position with
                                                                                               Underwriter,
Name                                  Position              Principal                          Scudder Investor
and Address                           with Trusts           Occupation**                       Services, Inc.
- -----------                           -----------           ------------                       --------------

Kathryn L. Quirk#                     Vice President and    Managing Director of Scudder,      Vice President
                                      Secretary             Stevens & Clark, Inc.

Howard Schneider#                     Vice President        Managing Director of Scudder,      -
                                                            Stevens & Clark, Inc.

Cornelia M. Small#                    Vice President        Managing Director of Scudder,      -
                                                            Stevens & Clark, Inc.

1)        AARP Cash Investment Funds           3)       AARP Tax Free Income Trust
2)        AARP Income Trust                    4)       AARP Growth Trust


   
*        Messrs. Brickfield, Deets, Findlay, Haefer and Ms. Canja and Ms. Coughlin are Trustees of each of the Trusts
         and are considered by the Trusts and their counsel to be persons who are "interested persons" of the Trusts
         (within the meaning of the 1940 Act).
**       Unless  otherwise  stated,  all the  Trustees  and  officers  have been
         associated  with their  respective  companies for more than five years,
         but not necessarily in the same capacity.
#        Address:  345 Park Avenue, New York, New York
##       Address:  Two International Place, Boston, Massachusetts
+        Address:  601 E Street, N.W., Washington, D.C.

</TABLE>
    

         As of December  31,  1995,  all Trustees and officers of the Funds as a
group owned  beneficially  (as that term is defined  under  Section 13(d) of the
Securities Exchange Act) less than 1% of the outstanding shares of each Fund. To
the best of the  Trusts'  knowledge  as of  December  31,  1995 no person  owned
beneficially more than 5% of the outstanding shares of any of the Trusts.

                                  REMUNERATION

         Several of the  officers  and Trustees of the Trusts may be officers or
employees  of  Scudder,  Stevens & Clark,  Inc.,  Scudder  Service  Corporation,
Scudder Investor  Services,  Inc., or Scudder Trust Company and will participate
in the fees received by such entities.  No individual  affiliated with AARP will
participate  directly in any such fees. The Trusts pay no direct remuneration to
any officer of the Trusts.  However,  each of the Trustees who is not affiliated
with  Scudder,  Stevens & Clark,  Inc. or AARP will be paid by the  Trust(s) for
which he or she serves as  Trustee.  Each of these  unaffiliated  Trustees  will
receive an annual  fee of $2000  from each Fund for which he or she serves  plus
$270 for each  Trustees'  meeting and $200 for each audit  committee  meeting or
meeting held for the purpose of  considering  arrangements  between the Fund and
the Fund Manager or any of its affiliates  attended.  Each unaffiliated  Trustee
also receives $100 per committee meeting, other than an audit committee meeting,
attended.  If any such  meetings are held  jointly with  meetings of one or more
mutual funds advised by the Fund Manager,  a maximum fee of $800 for meetings of
the Board,  meetings of the unaffiliated members of the Board for the purpose of
considering  arrangements  between  the Fund and the Fund  Manager or any of its
affiliates  or the  audit  committees  of such  Funds,  and $400  for all  other
committee meetings or meetings of the unaffiliated members of the Board is paid,
to be divided  equally among the Funds.  For the year ended  September 30, 1995,
the Trustees' fees and expenses for eight of the Funds were as follows:

     AARP High Quality Money Fund                       $ 19,837
     AARP GNMA and U.S. Treasury Fund                     29,332
     AARP High Quality Bond Fund                          31,055
     AARP High Quality Tax Free Money Fund                30,610
     AARP Insured Tax Free General Bond Fund              30,826
     AARP Balanced Stock and Bond Fund                    23,992
     AARP Growth and Income Fund                          28,774
     AARP Capital Growth Fund                             28,697

                                       57
<PAGE>

The following Compensation Table provides, in tabular form, the following data:

Column (1): all Trustees who receive compensation from the Trusts.
Column (2): aggregate compensation received by a Trustee from all the series of 
a Trust.
Columns (3) and (4): pension or retirement  benefits accrued or proposed be paid
by the Trusts.  The AARP Trusts do not pay their Trustees such benefits.  
Column (5):  total  compensation  received  by  a  Trustee from the Trusts, plus
compensation received  from  all  Funds  that are  advised  by the Fund  Manager
(the  "Fund Complex")  for which a Trustee  serves.   The total  number of Funds
from which a Trustee receives such compensation is also provided.

<TABLE>
<CAPTION>
   
                                                        Compensation Table
                                             for the year ended December 31, 1995
===================== ===================================================================== =========== ============ ===============
        (1)                                           (2)                                       (3)          (4)          (5)
                                          Aggregate Compensation from
                                                                                (d)
                                                                            AARP Growth
                                                                               Trust
                                            (b)               (c)        consisting of four 
                                        AARP Income      AARP Tax Free      Funds: AARP
                           (a)             Trust         Income Trust      Balanced Stock    Pension or
                        AARP Cash    consisting of two   consisting of     and Bond Fund,    Retirement                   Total
                        Investment         Funds:      two Funds: AARP    AARP Growth and     Benefits                Compensation
                           Fund        AARP GNMA and   High Quality Tax    Income Fund,      Accrued As   Estimated     from the
                    consisting of one  U.S. Treasury    Free Money Fund     AARP Global       Part of       Annual     AARP Trusts
                        Fund: AARP     Fund and AARP   and AARP Insured  Growth Fund*, and     Fund        Benefits    and Scudder
Name of Person,         High Quality    High Quality    Tax Free General    AARP Capital      Complex        Upon      Fund Complex
Position                 Money Fund      Bond Fund         Bond Fund        Growth Fund      Expenses    Retirement  Paid to Trustee
===================== =============== ================ ================== ================= =========== ============ ===============
<S>                        <C>             <C>                <C>               <C>           <C>          <C>         <C>  
Carole L. Anderson,        $538            $1076               -                 -            N/A          N/A         $1614
Trustee                                                                                                              (3 funds)

Adelaide Attard,          $3177            $7387               -              $11,677         N/A          N/A        $22,241
Trustee                                                                                                              (6 funds)

Robert N. Butler,           -              $7140               -              $10,110         N/A          N/A        $17,250
Trustee                                                                                                              (5 funds)

Mary Johnston             $3477              -               $6553            $10,430         N/A          N/A        $33,460
Evans, Retired                                                                                                       (7 funds)
Trustee as of May
31, 1996

Edgar R. Fiedler,         $3720            $8000             $7600               -            N/A          N/A       $81,713**
Trustee                                                                                                              (6 funds)

Eugene P.                   -              $8160             $8560               -            N/A          N/A        $16,720
Forrester, Trustee                                                                                                   (4 funds)

William B.                  -                -               $7680            $10,920         N/A          N/A        $18,600
Macomber, Retired                                                                                                    (5 funds)
Trustee as of March
31, 1996

George L. Maddox,           -              $8560             $8960               -            N/A          N/A        $17,520
Jr., Trustee                                                                                                         (4 funds)

Robert J. Myers,          $3950            $7892               -              $11,238         N/A          N/A        $23,080
Trustee                                                                                                              (6 funds)

James H. Schulz,            -              $5968             $7006            $11,108         N/A          N/A        $24,082
Trustee                                                                                                              (7 funds)

Gordon Shillinglaw,       $4008              -               $8026            $12,046         N/A          N/A        $102,097
Trustee                                                                                                              (15 funds)
    

*     AARP Global Growth Fund commenced operations on February 1, 1996.

**    Mr. Fiedler received $48,143 through a deferred  compensation  program.  As of December 31, 1995, Mr. Fiedler had
      a total of $414,218 accrued in a deferred  compensation  program for serving on the Board of Directors of Scudder
      Institutional Fund, Inc. and Scudder Fund, Inc.

</TABLE>

                                       58
<PAGE>


                                   DISTRIBUTOR

         Each of the Trusts has an underwriting  agreement with Scudder Investor
Services,  Inc. (the  "Distributor"),  a Massachusetts  corporation,  which is a
subsidiary  of  Scudder,  Stevens & Clark,  Inc.,  a Delaware  corporation.  The
underwriting  agreements  dated  September  4, 1985 will remain in effect  until
August 31, 1996 and from year to year  thereafter  only if their  continuance is
approved  annually by a majority of the members of the Board of Trustees of each
Trust who are not parties to such  agreement or  interested  persons of any such
party and either by vote of a majority of the Board of Trustees of each Trust or
a majority of the outstanding voting securities of each Trust.

         Under  each  Trust's  principal  underwriting  agreement,  the Trust is
responsible  for:  the payment of all fees and expenses in  connection  with the
preparation and filing with the SEC of its registration statement and prospectus
and any amendments and supplements  thereto;  the registration and qualification
of shares for sale in the various states,  including  registering the Trust as a
broker or dealer;  the fees and  expenses  of  preparing,  printing  and mailing
prospectuses  (see  below for  expenses  relating  to  prospectuses  paid by the
Distributor),   notices,  proxy  statements,  reports  or  other  communications
(including  newsletters) to shareholders of the Trust;  the cost of printing and
mailing  confirmations of purchases of shares and the prospectuses  accompanying
such confirmations;  any issue taxes or any initial transfer taxes; a portion of
shareholder  toll-free  telephone  charges;  the cost of wiring  funds for share
purchases  and  redemptions  (unless paid by the  shareholder  who initiates the
transaction); and the cost of printing and postage of business reply envelopes.

         The Distributor will pay for printing and distributing  prospectuses or
reports  prepared for its use in  connection  with the offering of shares of the
Funds to the public and preparing,  printing and mailing any other literature or
advertising  in  connection  with the  offering  of  shares  of the Funds to the
public.  The  Distributor  will pay all fees and expenses in connection with its
qualification  and  registration  as a broker or dealer under  federal and state
laws,  a portion of the cost of  toll-free  telephone  service  and  expenses of
customer service  representatives,  a portion of the cost of computer terminals,
and of any activity which is primarily  intended to result in the sale of shares
issued by each Trust.

         Note: Although each Trust does not currently have a Rule 12b-1 Plan and
shareholder  approval would be required in order to adopt one, the  underwriting
agreements  provide  that the  Trust  will  also  pay  those  fees and  expenses
permitted to be paid or assumed by that Trust  pursuant to a Rule 12b-1 Plan, if
any, adopted by each Trust,  notwithstanding any other provision to the contrary
in the  underwriting  agreement  and each Trust or a third  party will pay those
fees  and  expenses  not  specifically  allocated  to  the  Distributor  in  the
underwriting agreement.

         As  agent,  the  Distributor  currently  offers  shares of the Funds to
investors  in  all  states.  Each  underwriting   agreement  provides  that  the
Distributor  accepts  orders  for  shares at net asset  value  because  no sales
commission or load is charged the  investor.  The  Distributor  has made no firm
commitment to acquire shares of any of the Funds.

                                      TAXES

 (See "ADDITIONAL INFORMATION ABOUT DISTRIBUTIONS AND TAXES" in the Prospectus.)

         Each AARP Fund has  qualified  and  elected to be taxed as a  regulated
investment company under Subchapter M of the United States Internal Revenue Code
(the  "Code"),  as amended,  since its  inception  and intends to continue to so
qualify.  (Such  qualification  does not involve  supervision  of  management or
investment practices or policies by a government agency.) In any year in which a
Fund so qualifies and distributes at least 90% of its investment company taxable
income,  and at  least  90% of its  net  tax-exempt  income,  if any,  the  Fund
generally is not subject to Federal income tax to the extent that it distributes
to shareholders  its investment  company taxable income and net realized capital
gains in the manner required under the Code.

         Each  AARP Fund must  distribute  its  taxable  income  according  to a
prescribed  formula  and will be  subject  to a 4%  nondeductible  excise tax on
amounts not so  distributed.  The  formula  requires a Fund to  distribute  each
calendar year at least 98% of its ordinary income (excluding  tax-exempt income)


                                       59
<PAGE>

for the  calendar  year,  at least 98% of the excess of its  capital  gains over
capital  losses  (adjusted  for certain  ordinary  losses)  realized  during the
one-year  period  ending  October 31 of such year,  and any ordinary  income and
capital gains for prior years that was not previously distributed.

         To qualify under Subchapter M, gains from the sale of stock, securities
and certain  options,  futures and  forward  contracts  held for less than three
months  must be limited to less than 30% of each  Fund's  annual  gross  income.
Moreover, short-term gains (i.e., gains from the sale of securities held for one
year or less) are taxed as ordinary  income when  distributed  to  shareholders.
Options,  futures  and forward  activities  of the AARP Funds may  increase  the
amount of the short-term gains and gains that are subject to the 30% limitation.

         The  determination  of the  nature  and  amount of  investment  company
taxable income of a Fund will be based solely on the transactions in, and on the
income  received and expenses  incurred by or allocated to, the Fund.  Each AARP
Fund intends to offset any realized net capital  gains  against any capital loss
carryforward before making capital gains distributions to shareholders.

         Distributions of any investment  company taxable income (which includes
interest,  dividends  and the  excess of net  short-term  capital  gain over net
long-term  capital loss,  less expenses) are taxable to shareholders as ordinary
income.

         Generally,  each Fund will distribute any net capital gains (the excess
of its net realized  long-term  capital  gain over its net  realized  short-term
capital loss). If a Fund retains its net capital gains for investment, requiring
Federal  income tax to be paid thereon by the Fund, the Fund intends to elect to
treat such capital gains as having been  distributed to its  shareholders.  As a
result,  shareholders  (a) will be  required  to include  in income for  Federal
income tax purposes,  as long-term capital gains, their  proportionate  share of
such   undistributed   amounts  and  (b)  will  be  entitled  to  credit   their
proportionate  share of the Federal  income tax paid thereon by the Fund against
their Federal income tax liability.  In the case of shareholders whose long-term
capital  gains would be taxed at a lower rate,  the amount of the credit for tax
paid by a Fund in excess of the shareholder's actual tax on capital gains may be
applied to reduce the net amount of tax otherwise  payable by such  shareholders
in respect of their  other  income or, if no tax is  payable,  the excess may be
refunded.  For Federal  income tax purposes,  the tax basis of shares owned by a
shareholder  of a Fund will be increased  by an amount  equal to the  difference
between its pro rata share of such gains and its tax credit.  If a Fund  retains
net  capital  gains,  it may  not be  treated  as  having  met  the  excise  tax
distribution requirement.

         Distributions  of net  capital  gains are  taxable to  shareholders  as
long-term capital gain,  regardless of the length of time the shares of the Fund
have been held by such  shareholders.  Any loss realized upon the  redemption of
shares held at the time of redemption  for six months or less will be treated as
a long-term  capital loss to the extent of any amounts treated as  distributions
of long-term capital gain during such six-month period.

         Distributions  of investment  company  taxable  income and net realized
capital  gains by a Fund will be taxable as  described  above,  whether  made in
shares or in cash. Shareholders electing to receive distributions in the form of
additional shares will have a cost basis for Federal income tax purposes in each
share  received  equal  to the net  asset  value  of a share  of the Fund on the
reinvestment date.

         Distributions  by a Fund  reduce  the net  asset  value  of the  Fund's
shares.  Should a distribution  reduce the net asset value below a shareholder's
cost basis, such distribution  nevertheless  would be taxable to the shareholder
as ordinary  income or capital gain as  described  above,  even though,  from an
investment  standpoint,  it may  constitute  a  partial  return of  capital.  In
particular,  investors  should be careful to consider  the tax  implications  of
buying  shares just prior to a  distribution.  The price of shares  purchased at
that time includes the amount of the forthcoming distribution.  Those purchasing
just  prior to a  distribution  will  then  receive  a return  of  capital  upon
distribution which will nevertheless be taxable to them.

         Shareholders who redeem,  sell or exchange shares of a Fund may realize
gain or loss if the  proceeds are more or less than the  shareholder's  purchase
price.  Such gain or loss  generally  will be a capital gain or loss if the Fund
shares were capital assets in the hands of the  shareholder,  and generally will
be long- or  short-term,  depending  on the length of time the Fund  shares were
held. However,  if a shareholder  realizes a loss on the sale of a share held at
the time of sale for six months or less,  such loss will be treated as long-term
capital loss to the extent of any amounts treated as  distributions of long-term
capital gain during such six-month period. A gain realized on a redemption, sale
or exchange will not be affected by a reacquisition  of shares.  A loss realized


                                       60
<PAGE>

on a redemption, sale or exchange, however, will be disallowed to the extent the
shares  disposed of are  replaced  within a period of 61 days  beginning 30 days
before and ending 30 days after the shares are disposed of. In such a case,  the
basis of the shares acquired will be adjusted to reflect the disallowed loss.

         Equity options  (including options on stock and options on narrow-based
stock  indexes)  and  over-the-counter  options  on debt  securities  written or
purchased by a Fund will be subject to tax under  Section  1234 of the Code.  In
general, no loss is recognized by a Fund upon payment of a premium in connection
with the  purchase of a put or call  option.  The  character of any gain or loss
recognized (i.e.,  long-term or short-term) will generally depend in the case of
a lapse or sale of the option on the Fund's holding period for the option and in
the case of an  exercise  of a put option on the Fund's  holding  period for the
underlying  security.  The purchase of a put option may  constitute a short sale
for federal income tax purposes,  causing an adjustment in the holding period of
the underlying security or a substantially  identical security of the Fund. If a
Fund writes a put or call option,  no gain is  recognized  upon its receipt of a
premium. If the option lapses or is closed out, any gain or loss is treated as a
short-term  capital  gain  or  loss.  If a call  option  written  by a  Fund  is
exercised,  the  character of the gain or loss depends on the holding  period of
the underlying security. The exercise of a put option written by a Fund is not a
taxable transaction for the Fund.

         Many futures contracts,  certain foreign currency forward contracts and
all listed nonequity options (including  options on debt securities,  options on
futures  contracts,  options on  securities  indices and options on  broad-based
stock indices) will constitute  "section 1256 contracts."  Absent a tax election
to the contrary, gain or loss attributable to the lapse, exercise or closing out
of any  such  position  generally  will  be  treated  as 60%  long-term  and 40%
short-term  capital gain or losses.  Also,  section 1256  contracts  held by the
Funds at the end of each taxable  year (and,  for purposes of the 4% excise tax,
on October 31) are "marked to market" with the result that  unrealized  gains or
losses are treated as though they were realized and the  resulting  gain or loss
is treated as 60%  long-term  and 40%  short-term  capital  gain or loss.  Under
Section 988 of the Code,  discussed  below,  foreign  currency gain or loss from
foreign  currency-related  forward contracts,  certain futures and options,  and
similar financial instruments entered into or acquired by a Fund will be treated
as ordinary income.

         Positions  of a Fund  which  consist of at least one stock and at least
one stock  option or other  position  with respect to a related  security  which
substantially  diminishes  the  Fund's  risk of loss with  respect to such stock
could be treated as a "straddle"  which is governed by Section 1092 of the Code,
the operation of which may cause deferral of losses,  adjustments in the holding
periods of stock or securities and conversion of short-term  capital losses into
long-term  capital  losses.  An exception to these straddle rules exists for any
"qualified covered call options" on stock written by a Fund.

         Positions of a Fund which consist of at least one position not governed
by Section  1256 and at least one futures  contract,  foreign  currency  forward
contract  or  nonequity  option  governed  by Section  1256 which  substantially
diminishes  the Fund's risk of loss with respect to such other  position will be
treated as a "mixed  straddle."  Although  mixed  straddles  are  subject to the
straddle rules of Section 1092 of the Code, certain tax elections exist for them
which reduce or eliminate the  operation of these rules.  Each Fund will monitor
its  transactions  in options and futures and may make certain tax  elections in
connection with these investments.

         Under  the  Code,  gains or  losses  attributable  to  fluctuations  in
exchange  rates  which  occur  between the time a Fund  accrues  receivables  or
liabilities  denominated  in a foreign  currency and the time the Fund  actually
collects  such  receivables  or pays such  liabilities  generally are treated as
ordinary income or ordinary loss.  Similarly,  on disposition of debt securities
denominated  in a  foreign  currency  and  on  disposition  of  certain  futures
contracts,  forward  contracts  and  options,  gains or losses  attributable  to
fluctuations in the value of foreign currency between the date of acquisition of
the  security  or  contract  and the date of  disposition  are also  treated  as
ordinary  gain or loss.  These  gains or losses,  referred  to under the Code as
"Section  988" gains or losses,  may increase or decrease the amount of a Fund's
investment  company  taxable  income to be distributed  to its  shareholders  as
ordinary income.

         If a Fund invests in stock of certain foreign investment companies, the
Fund may be subject to U.S.  federal income taxation on a portion of any "excess
distribution"  with respect to, or gain from the disposition of, such stock. The
tax would be determined by allocating such  distribution or gain ratably to each
day of the Fund's  holding  period for the stock.  The  distribution  or gain so
allocated  to any taxable  year of the Fund,  other than the taxable year of the
excess  distribution or  disposition,  would be taxed to the Fund at the highest
ordinary  income  rate in effect  for such  year,  and the tax would be  further
increased by an interest  charge to reflect the value of the tax deferral deemed


                                       61
<PAGE>

to have resulted from the ownership of the foreign  company's  stock. Any amount
of  distribution  or gain allocated to the taxable year of the  distribution  or
disposition  would be included in the Fund's  investment  company taxable income
and, accordingly,  would not be taxable to the Fund to the extent distributed by
the Fund as a dividend to its shareholders.

         Proposed  regulations have been issued which may allow the Fund to make
an election to mark to market its shares of these foreign  investment  companies
in lieu of being subject to U.S.  federal  income  taxation.  At the end of each
taxable  year to which the election  applies,  the Fund would report as ordinary
income the amount by which the fair market value of the foreign  company's stock
exceeds the Fund's adjusted basis in these shares.  No mark to market losses may
be recognized. The effect of the election would be to treat excess distributions
and gain on dispositions as ordinary income which is not subject to a Fund level
tax when distributed to shareholders as a dividend.  Alternatively, the Fund may
elect to include as income and gain its share of the  ordinary  earnings and net
capital gain of certain foreign  investment  companies in lieu of being taxed in
the manner described above.

         Income received by a Fund from sources within foreign  countries may be
subject to withholding and other taxes imposed by those countries.

         Certain of the debt securities  acquired by the Funds may be treated as
debt  securities  that were  originally  issued at a  discount.  Original  issue
discount  represents  interest for Federal income tax purposes and can generally
be defined as the  difference  between the price at which a security  was issued
and its stated redemption price at maturity. Although no cash income is actually
received by the Funds,  original issue discount earned in a given year generally
is treated for Federal  income tax purposes as income  earned by the Funds,  and
therefore is subject to the distribution requirements of the Code. The amount of
income  earned by the Funds is  determined  on the basis of a constant  yield to
maturity  which takes into account at least  semi-annual  or annual  compounding
(depending on the date of the security) of accrued interest.

         In addition,  some of the debt securities may be purchased by the Funds
at a discount which exceeds the original issue discount on such debt securities,
if any. This additional  discount  represents market discount for Federal income
tax purposes.  The gain  realized on the  disposition  of many debt  securities,
including  tax-exempt  securities  having  market  discount  will be  treated as
ordinary  income to the extent it does not exceed the accrued market discount on
such debt security. Generally, market discount accrues on a daily basis for each
day the debt  security  is held by the  Funds at a  constant  rate over the time
remaining to the debt security's maturity or, at the election of the Funds, at a
constant yield to maturity which takes into account the semi-annual  compounding
of interest.

         The Funds will be required to report to the  Internal  Revenue  Service
all  distributions of taxable income and capital gains as well as gross proceeds
from the  redemption  or exchange of Fund shares,  except in the case of certain
exempt  shareholders.  All such  distributions  and  proceeds  may be subject to
withholding  of Federal  income tax at the rate of 31% in the case of non-exempt
shareholders  who fail to furnish the Funds with their  taxpayer  identification
numbers and with required  certifications  regarding  their status under Federal
income tax laws.  Withholding  may also be required if a Fund is notified by the
IRS or a  broker  that  the  taxpayer  identification  number  furnished  by the
shareholder is incorrect or that the shareholder has previously failed to report
interest or dividend income. If the withholding  provisions are applicable,  any
such  distributions  or  proceeds,  whether  taken  in  cash  or  reinvested  in
additional  shares,  will be reduced by the  amounts  required  to be  withheld.
Investors may wish to consult their tax advisers about the  applicability of the
backup withholding provisions.

         In addition to Federal taxes,  shareholders of the Funds may be subject
to state and local  taxes on  distributions  from the  Funds.  Under the laws of
certain states,  distributions of investment  company taxable income are taxable
to  shareholders  as dividend  income even though a substantial  portion of such
distributions may be derived from interest on U.S. Government obligations which,
if received  directly by the  resident of such state,  would be exempt from such
state's  income tax.  Shareholders  should  consult  their own tax advisers with
respect to the tax status of distributions from the Funds in their own state and
localities.

         The foregoing  discussion relates solely to U.S. Federal income tax law
as  applicable  to U.S.  persons  (i.e.,  U.S.  citizens and  residents and U.S.
corporations,  partnerships,  Trusts and estates). Each shareholder who is not a
U.S. person should consult his or her tax adviser regarding the U.S. and foreign
tax  consequences  of ownership of shares of the Fund,  including the likelihood
that such a shareholder would be subject to a U.S.  withholding tax at a rate of
31% (or at a lower rate under a tax  treaty)  on amounts  constituting  ordinary
income to him or her.

                                       62
<PAGE>

         Special Information Regarding AARP High Quality Tax Free Money Fund and
AARP Insured Tax Free General Bond Fund:  Each of the AARP Tax Free Income Funds
intends to qualify to pay "exempt-interest dividends" to its shareholders.  Each
Fund will be so qualified  if, at the close of each quarter of its taxable year,
at least 50% of the value of its total assets  consists of securities of states,
U.S. possessions,  their political  subdivisions,  and the District of Columbia,
the  interest on which is exempt from Federal tax. To the extent that the Funds'
dividends  distributed  to  shareholders  are derived from  earnings on interest
income exempt from Federal tax and are designated as "exempt-interest dividends"
by the Funds,  they will be  excludable  from a  shareholder's  gross income for
Federal income tax purposes. "Exempt-interest dividends," however, must be taken
into account by  shareholders  in  determining  whether  their total incomes are
large  enough  to  result  in  taxation  of up to 85% of their  Social  Security
benefits.  In  addition,  interest  on certain  municipal  obligations  (private
activity bonds) will be treated as a preference item for purposes of calculating
the alternative  minimum tax for individuals  and for  corporations.  Similarly,
income  distributed  by the  Funds,  including  exempt-interest  dividends,  may
constitute an  adjustment to  alternative  minimum  taxable  income of corporate
shareholders.  The Funds do not intend to purchase any private  activity  bonds.
The  Funds  will  inform  shareholders   annually  as  to  the  portion  of  the
distributions from the Funds which constituted "exempt-interest dividends."

         To the extent that the Funds'  dividends  are derived from  interest on
their temporary taxable  investments or from an excess of net short-term capital
gain over net  long-term  capital loss,  they are  considered  ordinary  taxable
income for Federal income tax purposes.  Distributions, if any, of net long-term
capital gains from the sale of securities are taxable at long-term  capital gain
rates  regardless of the length of time the  shareholder  has owned Fund shares.
However,  if a  shareholder  realizes  a loss on the sale of a share held at the
time of sale for six  months or less,  such loss will be  treated  as  long-term
capital loss to the extent of any amounts treated as  distributions of long-term
capital gain during such  six-month  period.  Furthermore,  a loss realized by a
shareholder  on  the  sale  of  shares  of  the  Funds  with  respect  to  which
exempt-interest  dividends have been paid will be disallowed if such shares have
been  held  by the  shareholder  for  six  months  or less  (to  the  extent  of
exempt-interest dividends paid).

         Under  the Code,  a  shareholder's  interest  expense  deductions  with
respect to indebtedness  incurred or continued to purchase or carry shares of an
investment company paying exempt-interest  dividends, such as either of the AARP
Tax-Free Funds, may be limited. In addition,  under rules issued by the Internal
Revenue Service for determining  when borrowed Funds are considered used for the
purposes of purchasing or carrying particular assets, the purchase of shares may
be  considered  to have been made with  borrowed  Funds even though the borrowed
Funds are not directly traceable to the purchase of shares.

         Opinions  relating to the  validity  of  municipal  securities  and the
exemption  of interest  thereon  from  Federal  income tax are  rendered by bond
counsel to the issuer.  Neither AARP, the Fund Manager, nor Counsel to the Funds
makes any review of proceedings  relating to the issuer of municipal  securities
or the bases of such opinions.

         The foregoing  description  regarding  the AARP Tax-Free  Funds relates
only to Federal income tax law. Investors should consult with their tax advisers
as to exemption from other state or local law.  Persons who may be  "substantial
users" (or "related  persons" of  substantial  users) of facilities  financed by
industrial development bonds should consult their tax advisers before purchasing
shares of the Funds.

                        BROKERAGE AND PORTFOLIO TURNOVER

Brokerage Commissions

         To the maximum extent feasible the AARP Funds' investment  adviser will
place orders for portfolio  transactions through the Distributor,  which in turn
will place  orders on behalf of the AARP Funds with other  brokers and  dealers.
The  Distributor  receives no commission,  fees or other  remuneration  from the
Funds for this service.
Allocation of brokerage is supervised by the Fund Manager.

         Purchases and sales of  fixed-income  securities for the AARP Funds are
generally  placed by the Fund  Manager  with  primary  market  makers  for these
securities  on a net basis,  without any  brokerage  commission  being paid by a
Fund.  Trading does,  however,  involve  transaction  costs.  Transactions  with
dealers  serving as primary market makers reflect the spread between the bid and


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asked prices. Purchases of underwritten issues may be made which will include an
underwriting fee paid to the underwriter.

         The primary  objective  of the Fund  Manager in placing  orders for the
purchase and sale of assets for the AARP Funds' portfolios is to obtain the most
favorable  net results,  taking into  account such factors as price,  commission
(which is negotiable in the case of national securities exchange  transactions),
size of order,  difficulty  of  execution  and skill  required of the  executing
broker/dealer.  The Fund Manager seeks to evaluate the overall reasonableness of
brokerage  commissions  paid through the  familiarity  of the  Distributor  with
commissions  charged  on  comparable  transactions,  as  well  as  by  comparing
commissions paid by the AARP Funds to reported  commissions paid by others.  The
Fund  Manager  reviews  on a  routine  basis  commission  rates,  execution  and
settlement services performed, making internal and external comparisons.

         When it can be done  consistently with the policy of obtaining the most
favorable net results,  it is the Fund  Manager's  practice to place such orders
with brokers and dealers who supply market quotations to Scudder Fund Accounting
Corporation  for  appraisal  purposes,  or  who  supply  research,   market  and
statistical  information to the Funds or the Fund Manager.  The term  "research,
market  and  statistical  information"  includes  advice  as  to  the  value  of
securities,  the advisability of investing in, purchasing or selling securities,
and the  availability of securities or purchasers or sellers of securities,  and
furnishing  analyses and reports  concerning  issuers,  industries,  securities,
economic factors and trends,  portfolio  strategy and concerning the performance
of  accounts.  The  Fund  Manager  is not  authorized,  when  placing  portfolio
transactions for the AARP Funds, to pay a brokerage commission in excess of that
which  another  broker might have  charged for  executing  the same  transaction
solely on account of the receipt of research, market or statistical information.
The Fund Manager will not place orders with brokers or dealers on the basis that
the  broker  or  dealer  has or has not sold  shares of the  Funds.  Except  for
implementing  the policy stated above,  there is no intention to place portfolio
transactions with particular brokers or dealers or groups thereof.  In effecting
transactions  in  over-the-counter  securities,   orders  are  placed  with  the
principal  market makers for the security being traded unless,  after exercising
care, it appears that more favorable results are available otherwise.

         Subject to obtaining the most favorable  results,  the Fund Manager may
place particular  transactions through the Distributor,  with the net commission
or fee  being  credited  against  the  fee  payable  to the  Fund  Manager.  The
Distributor, however, does not intend to engage in a general brokerage business.
Also subject to obtaining the most  favorable net results,  the Fund Manager may
place  brokerage  transactions  with Bear,  Stearns & Co. A credit  against  the
custodian  fee due to State Street Bank and Trust  Company  equal to one-half of
the commission on any such  transaction  will be given on any such  transaction.
The Fund did not enter into any such transactions during its fiscal year.

         Although  certain  research,  market and statistical  information  from
brokers and dealers can be useful to the AARP Funds and to the Fund Manager,  it
is the opinion of the Fund Manager that such  information is only  supplementary
to its own  research  effort  since  the  information  must  still be  analyzed,
weighed,  and reviewed by the Fund  Manager's  staff.  Such  information  may be
useful to the Fund Manager in providing  services to clients other than the AARP
Funds,  and not all such  information  is used by the Fund Manager in connection
with the AARP Funds.  Conversely,  such information provided to the Fund Manager
by brokers and dealers  through whom other  clients of the Fund  Manager  effect
securities  transactions may be useful to the Fund Manager in providing services
to the AARP Funds.

         For the fiscal years ended  September 30, 1993,  1994 and 1995 the AARP
Growth and Income Fund paid brokerage commissions of $1,369,243,  $2,319,113 and
$1,690,604  and the AARP  Capital  Growth  Fund paid  brokerage  commissions  of
$1,154,049,  $1,156,320 and $2,636,662,  both respectively.  For the fiscal year
ending  September  30, 1995 and the period ending  September 30, 1994,  the AARP
Balanced  Stock  and Bond Fund  paid  brokerage  commissions  of  $149,816  sand
$152,376,  respectively. In the fiscal year ended September 30, 1995, $1,628,800
(96%) of the total brokerage commissions paid by AARP Growth and Income Fund and
$2,498,680  (95%) by AARP  Capital  Growth Fund  resulted  from  orders  placed,
consistent  with the policy of obtaining the most  favorable  net results,  with
brokers and dealers who provided supplementary research information to the Funds
or the Fund Manager. The amount of such transactions  aggregated  $1,512,564,677
for the AARP  Capital  Growth  Fund,  (93% of all  brokerage  transactions)  and
$939,644,432 (95%) of all brokerage transactions) for the AARP Growth and Income
Fund. The balance of such  brokerage was not allocated to any particular  broker
or dealer or with regard to the  above-mentioned  or other special factors.  For
the fiscal year ended September 30, 1995,  $143,133 (96%) of the total brokerage


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<PAGE>

commissions  paid by AARP  Balanced  Stock and Bond Fund  resulted  from  orders
placed,  consistent with the policy of obtaining the most favorable net results,
with brokers and dealers who provided  supplementary research information to the
Funds  or  the  Fund  Manager.  The  amount  of  such  transactions   aggregated
$250,877,319  for AARP  Balanced  Stock  and Bond  Fund,  (98% of all  brokerage
transactions). The balance of such brokerage was not allocated to any particular
broker or dealer or with regard to the above-mentioned or other special factors.

         The  Trustees  review from time to time whether the  recapture  for the
benefit of the Funds of some  portion of the  brokerage  commissions  or similar
fees paid by the Funds on  portfolio  transactions  is legally  permissible  and
advisable. To date, no recapture has been effected.

Portfolio Turnover

         Fund   securities   may  be  sold  to  take   advantage  of  investment
opportunities  arising  from  changing  market  levels  or yield  relationships.
Although such  transactions  involve  additional costs in the form of spreads or
commissions,  they  will be  undertaken  in an  effort to  improve  the  overall
investment  return  of a Fund,  consistent  with  that  Fund's  objectives.  The
portfolio  turnover rate of a Fund is defined in a Rule of the SEC as the lesser
of the  value of  securities  purchased  or  securities  sold  during  the year,
excluding all securities  whose  maturities at the time of acquisition  were one
year or less,  divided by the average  monthly  value of such  securities  owned
during the year.  The average  annual  portfolio  turnover  rates for the fiscal
years ended September 30, 1993,  1994, and 1995 for five of the non-money market
Funds were: AARP GNMA and U.S. Treasury Fund, 105.49%,  114.54% and 70.35%; AARP
High  Quality  Bond Fund,  100.98%,  63.75% and  201.07%;  AARP Insured Tax Free
General  Bond Fund,  47.96%,  38.39% and 17.45%;  AARP  Growth and Income  Fund,
17.44%, 31.82% and 31.26%; AARP Capital Growth Fund, 100.63%, 79.65% and 98.44%,
all  respectively.  The average annual  portfolio  turnover rate for fiscal year
ending  September 30, 1995 and the period ending September 30, 1994 for the AARP
Balanced Stock and Bond Fund was 63.77%, and 49.32%, respectively.  Under normal
investment  conditions,  it is  anticipated  that the AARP Global  Growth Fund's
annual portfolio turnover rate will not exceed 75% for the initial fiscal year.

                                 NET ASSET VALUE

AARP Money Funds

         The net asset value per share of the Fund is computed twice daily as of
twelve o'clock noon and the close of regular trading on the Exchange, normally 4
p.m.  eastern  time,  on each day when the  Exchange  is open for  trading.  The
Exchange is normally closed on the following national holidays:  New Year's Day,
Presidents'  Day,  Good  Friday,  Memorial  Day,  Independence  Day,  Labor Day,
Thanksgiving, and Christmas. Net asset value is determined by dividing the total
assets of the Fund, less all of its  liabilities,  by the total number of shares
of the Fund  outstanding.  The Fund uses the  penny-rounding  method of security
valuation  as permitted  under Rule 2a-7 under the 1940 Act.  Under this method,
portfolio securities for which market quotations are readily available and which
have  remaining  maturities  of more than 60 days from the date of valuation are
valued at the mean between the over-the-counter bid and asked prices. Securities
which have  remaining  maturities of 60 days or less are valued by the amortized
cost method; if acquired with remaining  maturities of 61 days or more, the cost
thereof  for  purposes  of  valuation  is deemed to be the value on the 61st day
prior to maturity. Other securities are appraised at fair value as determined in
good faith by or on behalf of the Trustees of the Fund. For example,  securities
with remaining  maturities of more than 60 days for which market  quotations are
not  readily  available  are  valued  on the  basis  of  market  quotations  for
securities of comparable maturity, quality and type. Determinations of net asset
value per share for the Fund made other than as of the close of the Exchange may
employ adjustments for changes in interest rates and other market factors.

AARP Non-Money Market Funds

         The net asset  value of shares of the Fund is  computed as of the close
of regular trading on the Exchange on each day the Exchange is open for trading.
The  Exchange is scheduled to be closed on the  following  holidays:  New Year's
Day,  Presidents Day, Good Friday,  Memorial Day,  Independence  Day, Labor Day,
Thanksgiving and Christmas.  Net asset value per share is determined by dividing
the value of the total assets of the Fund,  less all  liabilities,  by the total
number of shares outstanding.

                                       65
<PAGE>

         An  exchange-traded  equity  security is valued at its most recent sale
price.  Lacking any sales, the security is valued at the calculated mean between
the  most  recent  bid  quotation  and the  most  recent  asked  quotation  (the
"Calculated  Mean").  Lacking a Calculated  Mean,  the security is valued at the
most recent bid  quotation.  An equity  security which is traded on the National
Association  of Securities  Dealers  Automated  Quotation  ("NASDAQ")  system is
valued at its most recent sale price.  Lacking any sales, the security is valued
at the high or  "inside"  bid  quotation.  The value of an equity  security  not
quoted on the NASDAQ System, but traded in another  over-the-counter  market, is
its most  recent sale price.  Lacking any sales,  the  security is valued at the
Calculated  Mean.  Lacking a Calculated Mean, the security is valued at the most
recent bid quotation.

         Debt securities, other than short-term securities, are valued at prices
supplied by the Fund's  pricing  agent(s) which reflect  broker/dealer  supplied
valuations and electronic data processing techniques. Short-term securities with
remaining  maturities  of sixty  days or less are valued by the  amortized  cost
method,  which  the  Board  believes  approximates  market  value.  If it is not
possible  to value a  particular  debt  security  pursuant  to  these  valuation
methods, the value of such security is the most recent bid quotation supplied by
a bona  fide  marketmaker.  If it is not  possible  to value a  particular  debt
security  pursuant to the above methods,  the Adviser may calculate the price of
that debt security, subject to limitations established by the Board.

         An exchange traded options contract on securities,  currencies, futures
and other financial  instruments is valued at its most recent sale price on such
exchange.  Lacking any sales,  the options  contract is valued at the Calculated
Mean.  Lacking any Calculated  Mean, the options  contract is valued at the most
recent bid quotation in the case of a purchased  options  contract,  or the most
recent asked  quotation in the case of a written  options  contract.  An options
contract  on  securities,  currencies  and other  financial  instruments  traded
over-the-counter  is valued at the most  recent bid  quotation  in the case of a
purchased options contract and at the most recent asked quotation in the case of
a written  options  contract.  Futures  contracts  are valued at the most recent
settlement price.  Foreign currency exchange forward contracts are valued at the
value of the underlying currency at the prevailing exchange rate.

         If a security is traded on more than one exchange,  or upon one or more
exchanges  and in the  over-the-counter  market,  quotations  are taken from the
market in which the security is traded most extensively.

         Trading in  securities  on foreign  securities  exchanges  is  normally
completed before the close of regular trading on the Exchange.  Trading on these
foreign  exchanges  may not take  place on all  days on which  there is  regular
trading on the Exchange,  or may take place on days on which there is no regular
trading on the Exchange.  If events  materially  affecting the value of a Fund's
portfolio  securities occur between the time when these foreign  exchanges close
and the time when the Fund's net asset value is calculated, such securities will
be valued at fair value as determined by each Trust's Board of Directors.

         If, in the opinion of the Fund's  Valuation  Committee,  the value of a
portfolio  asset as  determined  in accordance  with these  procedures  does not
represent  the  fair  market  value of the  portfolio  asset,  the  value of the
portfolio  asset is taken to be an amount which, in the opinion of the Valuation
Committee,   represents  fair  market  value  on  the  basis  of  all  available
information.  The  value  of  other  portfolio  holdings  owned  by the  Fund is
determined in a manner which, in the discretion of the Valuation  Committee most
fairly reflects fair market value of the property on the valuation date.

         Following the  valuations of  securities or other  portfolio  assets in
terms of the currency in which the market  quotation  used is expressed  ("Local
Currency"),  the value of these  portfolio  assets in terms of U.S.  dollars  is
calculated by converting the Local Currency into U.S.  dollars at the prevailing
currency exchange rate on the valuation date.

                             ADDITIONAL INFORMATION

Experts

         The  financial  statements  of the AARP  Funds  included  in the Annual
Report to  shareholders  dated  September 30, 1995,  have been examined by Price
Waterhouse LLP, independent accountants,  and are incorporated by reference into
this  Statement of  Additional  Information  in reliance  upon the  accompanying
report of said firm,  which  report is given upon their  authority as experts in
accounting and auditing.

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<PAGE>

Shareholder Indemnification

         Each of the Trusts is an  organization  of the type commonly known as a
"Massachusetts  business trust." Under Massachusetts law, shareholders of such a
trust may, under certain  circumstances,  be held personally  liable as partners
for the obligations of the trust.  Each Declaration of Trust contains an express
disclaimer of shareholder liability in connection with the Trust property or the
acts,  obligations  or  affairs  of the Trust.  Each  Declaration  of Trust also
provides for  indemnification  out of the Trust property of any shareholder held
personally  liable for the claims and  liabilities  to which a  shareholder  may
become subject by reason of being or having been a  shareholder.  Thus, the risk
of a shareholder incurring financial loss on account of shareholder liability is
limited to  circumstances  in which a Trust  itself  would be unable to meet its
obligations.  No series of one Trust is liable  for the  obligations  of another
series in the AARP Complex.

Ratings of Corporate Bonds

         The three highest  ratings of Moody's for  corporate  bonds are Aaa, Aa
and A. Bonds  rated Aaa are judged by Moody's to be of the best  quality.  Bonds
rated Aa are judged to be of high quality by all  standards.  Together  with the
Aaa group, they comprise what are generally known as high-grade  bonds.  Moody's
states  that Aa bonds are rated  lower  than the best bonds  because  margins of
protection or other elements make long-term  risks appear  somewhat  larger than
for Aaa securities.  Bonds rated A possess many favorable investment  attributes
and are to be considered  as upper medium grade  obligations.  Although  factors
giving  security to principal and interest on bonds rated A are adequate,  other
elements may be present which suggest a susceptibility to impairment sometime in
the future.

         The three highest  ratings of S&P for corporate  bonds are AAA (Prime),
AA  (High-grade)  and A. Bonds rated AAA have the highest rating assigned by S&P
to a debt obligation.  Capacity to pay interest and repay principal is extremely
strong.  Bonds rated AA have a very strong  capacity to pay  interest  and repay
principal and differ from the highest rating issues only in small degree.  Bonds
rated A have a strong capacity to pay principal and interest,  although they are
more susceptible to the adverse effects of changes in circumstances and economic
conditions.

Ratings of Commercial Paper

         The  ratings  Prime-1 and  Prime-2  are the  highest  commercial  paper
ratings  assigned  by  Moody's.  Among the  factors  considered  by  Moody's  in
assigning  ratings are the  following:  (1)  evaluation of the management of the
issuer;  (2) economic  evaluation of the issuer's  industry or industries and an
appraisal of speculative-type  risks which may be inherent in certain areas; (3)
evaluation  of the  issuer's  products in relation to  competition  and customer
acceptance; (4) liquidity; (5) amount and quality of long-term debt; 6) trend of
earnings over a period of ten years; (7) financial  strength of a parent company
and the  relationships  which exist with the issuer;  and (8) recognition by the
management  of  obligations  which  may be  present  or may arise as a result of
public interest questions and preparations to meet such obligations.

         Prime-2  ratings are assigned by Moody's to  commercial  paper  issuers
which have a strong capacity for meeting their  obligations in a timely fashion.
However,  their financial,  economic and managerial capacities will be less than
that of Prime-1 borrowers.  Financial characteristics such as earnings, coverage
ratios and  capitalization  will be more affected by external  economic  factors
than Prime-1 borrowers. Liquidity is still believed to be ample.

         The two highest  ratings of S&P for  commercial  paper are A-1 and A-2.
Commercial  paper rated A-1 or better by S&P has the following  characteristics:
Liquidity ratios are adequate to meet cash  requirements;  long-term senior debt
is rated "A" or better, although in some cases "BBB" credits may be allowed; the
issuer  has  access to at least two  additional  channels  of  borrowing;  basic
earnings  and cash flow have an upward  trend with  allowance  made for  unusual
circumstances;  typically,  the issuer's  industry is well  established  and the
issuer has a strong position within the industry; the reliability and quality of
management are unquestioned.

         S&P will  assign an A-2  rating to the  commercial  paper of  companies
which have the  capacity  for timely  payment on issues.  However,  the relative
degree of safety is less than for issuers rated A-1.

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<PAGE>

Ratings of Municipal Bonds

         The three highest  ratings of Moody's for municipal  bonds are Aaa, Aa,
and A. Bonds  rated Aaa are judged by Moody's to be of the best  quality.  Bonds
rated Aa are judged to be of high quality by all  standards.  Together  with the
Aaa group, they comprise what are generally known as high-grade  bonds.  Moody's
states  that Aa bonds are rated  lower  than the best bonds  because  margins of
protection or other elements make long-term  risks appear  somewhat  larger than
for Aaa municipal  bonds.  Municipal  bonds which are rated A by Moody's possess
many favorable  investment  attributes  and are  considered  "upper medium grade
obligations."  Factors  giving  security to  principal  and  interest of A rated
municipal  bonds are  considered  adequate,  but elements  may be present  which
suggest a susceptibility to impairment sometime in the future.

         The three highest  ratings of S&P for municipal  bonds are AAA (Prime),
AA  (High-grade),  and A (Good grade).  Bonds rated AAA have the highest  rating
assigned by S&P to a municipal  obligation.  Capacity to pay  interest and repay
principal is extremely strong. Bonds rated AA have a very strong capacity to pay
interest and repay  principal and differ from the highest rated issues only in a
small  degree.  Bonds  rated  A have a  strong  capacity  to pay  principal  and
interest,  although  they are  somewhat  susceptible  to the adverse  effects of
changes in circumstances and economic conditions.

         Moody's  ratings for  municipal  notes and other  short-term  loans are
designated Moody's Investment Grade (MIG). This distinction is in recognition of
the differences  between short-term and long-term credit risk. Loans bearing the
designation  MIG1  are  of the  best  quality,  enjoying  strong  protection  by
establishing  cash  flows of Funds for their  servicing  or by  established  and
broad-based  access to the market for  refinancing,  or both.  Loans bearing the
designation MIG2 are of high quality,  with margins of protection ample although
not as large as in the preceding group.

         S&P's  top  ratings  for  municipal   notes  are  SP-1  and  SP-2.  The
designation SP-1 indicates a very strong capacity to pay principal and interest.
A "+" is added  for those  issues  determined  to  possess  overwhelming  safety
characteristics.  An "SP-2" designation indicates a satisfactory capacity to pay
principal and interest.

         The ratings F-1+ and F-1 are the two highest ratings assigned by Fitch.
Among the factors  considered  by Fitch in  assigning  these rating are: (1) the
issuer's liquidity;  (2) its standing in the industry; (3) the size of its debt;
(4) its ability to service its debt;  (5) its  profitability;  (6) its return on
equity; (7) its alternative sources of financing;  and (8) its ability to access
the  capital  markets.  Analysis of the  relative  strength or weakness of these
factors and others  determines  whether an issuer's  commercial  paper is within
these two ratings.

Other Information

         Each AARP Fund has a fiscal year ending on September 30.

         Portfolio  securities  of the AARP Funds except AARP Global Growth Fund
are held  separately,  pursuant to a custodian  agreements  with each Trust,  by
State Street Bank and Trust Company of Boston as Custodian.

         Portfolio  securities of AARP Global  Growth Fund are held  separately,
pursuant  to a  custodian  agreement  with AARP  Growth  Trust on behalf of AARP
Global Growth Fund, by Brown Brothers Harriman & Co. of Boston as Custodian.

         Each Trust has  shareholder  servicing  agreements with Scudder Service
Corporation  ("SSC"), a subsidiary of Scudder,  Stevens & Clark, Inc. SSC is the
transfer agent, dividend disbursing and shareholder service agent for each Fund.
Shareholder  service  expenses  charged by SSC were for AARP High Quality  Money
Fund,  $1,533,555;  AARP  GNMA and U.S.  Treasury  Fund,  $8,104,169;  AARP High
Quality Bond Fund, $1,720,303;  AARP High Quality Tax Free Money Fund, $347,016;
AARP  Insured  Tax Free  General  Bond Fund,  $2,148,893;  AARP  Balanced  Fund,
$513,031; AARP Growth and Income Fund, $3,249,295; and AARP Capital Growth Fund,
$1,171,702,  for the fiscal year ended September 30, 1995. Not all of these fees
were paid in full at the fiscal year end.

         The firm of Dechert Price & Rhoads of  Washington,  D.C. is counsel for
the Trusts.

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<PAGE>

         Scudder Fund Accounting  Corporation,  Two International Place, Boston,
Massachusetts,  02110-4103,  a  subsidiary  of Scudder,  Stevens & Clark,  Inc.,
computes net asset value for each Fund.  AARP High  Quality  Money Fund and AARP
High Quality Tax Free Money Fund each pay Scudder Fund  Accounting an annual fee
equal to 0.020% on the first $150 million of average  daily net assets,  0.0060%
of such assets in excess of $150  million,  up to and  including  $1 billion and
0.0035% of such assets in excess of $1  billion,  plus  holding and  transaction
charges for this  service.  AARP Insured Tax Free General Bond Fund pays Scudder
Fund  Accounting  an annual  fee equal to 0.024% on the first  $150  million  of
average daily net assets, 0.0070% on such assets in excess of $150 million up to
and  including  $1 billion,  and 0.0040% of such assets in excess of $1 billion,
plus  holding  and  transaction  charges  for this  service.  AARP GNMA and U.S.
Treasury  Fund and AARP High Quality Bond Fund each pay Scudder Fund  Accounting
an annual  fee equal to 0.025% of the first $150  million  of average  daily net
assets,  0.0075% of such assets in excess of $150 million up to and including $1
billion,  and 0.0045% of such assets in excess of $1 billion,  plus  holding and
transaction  charges for this service.  AARP Balanced Stock and Bond Fund,  AARP
Growth  and Income  Fund and AARP  Capital  Growth  Fund each pay  Scudder  Fund
Accounting  an annual fee equal to 0.025% on the first  $150  million of average
daily net  assets,  0.0075% of such  assets in excess of $150  million up to and
including $1 billion,  and 0.0045% of such assets in excess of $1 billion,  plus
holding and  transaction  charges.  AARP Global  Growth Fund pays  Scudder  Fund
Accounting  Corporation  an annual fee equal to 0.065% on the first $150 million
of average daily net assets, 0.0400% of such assets in excess of $150 million up
to and including $1 billion, and 0.0200% of such assets in excess of $1 billion,
plus holding and transaction charges for this service.

         Many of the  investment  changes  in the  Funds  will be made at prices
different  from those  prevailing at the time they may be reflected in a regular
report to shareholders.  These  transactions will reflect  investment  decisions
made by the Fund Manager in light of the  objectives  and policies of the Funds,
and such factors as its other  portfolio  holdings and tax  considerations,  and
should  not  be  construed  as  recommendations  for  similar  action  by  other
investors.

         Costs incurred in connection  with subsequent  registrations  of shares
are being  amortized on a pro-rata  basis as the related  shares are issued.  If
other Funds are added to a Trust, the Trustees will determine whether such Funds
should bear any of such costs.

         Each Trust is located at Two International Place, Boston, Massachusetts
02110-4103 (telephone:  1-800-253-2277).  Each has filed with the Securities and
Exchange Commission,  Washington, D.C. 20549, a Registration Statement under the
Securities  Act of 1933,  as  amended,  with  respect to the shares of the Funds
offered by the  Prospectus.  The  Prospectus  and this  Statement of  Additional
Information do not contain all of the information set forth in the  Registration
Statements,  certain  parts of which are  omitted in  accordance  with Rules and
Regulations  of the SEC.  The  Registration  Statements  may be inspected at the
principal  office of the SEC at 450 Fifth  Street,  N.W.,  Washington,  D.C. and
copies thereof may be obtained from the SEC at prescribed rates.

         The following chart demonstrates that tax-free yields are equivalent to
higher  taxable yields due to their  tax-exempt  status.  For example,  tax-free
interest of 5% is the equivalent of 6.94% taxable in a 28% tax bracket.
Please refer to the chart for more examples.

Tax-Exempt Income vs. Taxable Income

         The following  table  illustrates  comparative  yields from taxable and
tax-exempt  obligations  under  federal  income tax rates in effect for the 1995
calendar year.

                                       69
<PAGE>

<TABLE>
<CAPTION>
          1995 Taxable Income                           To Equal Hypothetical Tax-Free Yields of 5%, 7%
          Brackets                                           and 9%, a Taxable Investment Would 
                                                                        Have To Earn**

                 Individual             Federal
                   Return              Tax Rates            5%                7%                9%
                   ------              ---------            --                --                --
          <S>                            <C>               <C>              <C>               <C>    

          $0 - $23,350                   15.0%             5.88%            8.24%             10.59%
          $23,351 - $56,550              28.0%             6.94%            9.72%             12.50%
          $56,551 - $117,950             31.0%             7.25%            10.14%            13.04%
          $117,951 - $256,500            36.0%             7.81%            10.94%            14.06%
          Over $256,500                  39.6%             8.28%            11.59%            14.90%

                   Joint                Federal
                   Return              Tax Rates            5%                7%                9%
                   ------              ---------            --                --                --

          $0 - $39,000                   15.0%             5.88%            8.24%             10.59%
          $39,001 - $94,250              28.0%             6.94%            9.72%             12.50%
          $94,251 - $143,600             31.0%             7.25%            10.14%            13.04%
          $143,601 - $256,500            36.0%             7.81%            10.94%            14.06%
          Over $256,500                  39.6%             8.28%            11.59%            14.90%

**       These illustrations  assume the Federal  alternative minimum tax is not applicable,  that an individual is not
         a "head  of  household"  and  claims  one  exemption  and  that  taxpayers  filing a joint  return  claim  two
         exemptions.  Note also that these  federal  income tax brackets and rates do not take into account the effects
         of (i) a reduction in the  deductibility  of itemized  deductions for taxpayers  whose federal  adjusted gross
         income exceeds $114,700 ($57,350 in the case of a married  individual  filing a separate  return),  or of (ii)
         the gradual  phaseout of the personal  exemption  amount for  taxpayers  whose federal  adjusted  gross income
         exceeds  $114,700  (for  single  individuals)  or $172,050  (for  married  individuals  filing  jointly).  The
         effective federal tax rates and equivalent yields for such taxpayers would be higher than those shown above.

</TABLE>

Example:*

         Based on 1995 federal tax rates, a married couple filing a joint return
with  two  exemptions  and  taxable  income  of  $40,000  would  have  to earn a
tax-equivalent yield of 6.94% in order to match a tax-free yield of 5%.

         There is no guarantee that a Fund will achieve a specific yield.  While
most of the income  distributed to the  shareholders of each Fund will be exempt
from federal  income  taxes,  portions of such  distributions  may be subject to
federal  income  taxes.  Distributions  may also be  subject  to state and local
taxes.

*        Net  amount  subject  to  federal  income  tax  after   deductions  and
         exemptions, exclusive of the alternative minimum tax.

                              FINANCIAL STATEMENTS

   
         The financial statements and notes, including the investment portfolio,
of each AARP Fund,  together  with the  Report of  Independent  Accountants  and
Supplementary  Information are  incorporated by reference and attached hereto on
pages 25 through 84 inclusive, in the Mid-Year Report to the Shareholders of the
AARP Funds  dated  March 31,  1996,  and are hereby  deemed to be a part of this
Statement of Additional Information.
    



                                       70
<PAGE>


Mid-Year Report
To Shareholders

March 31, 1996



AARP Investment Program
from Scudder

<PAGE>



      TABLE OF CONTENTS
      -----------------


    Letter to Shareholders                                   2

    AARP Fund Reports                                        7

    AARP High Quality Money Fund                             8

    AARP High Quality Tax Free Money Fund                    9

    AARP GNMA and U.S. Treasury Fund                        10

    AARP High Quality Bond Fund                             12

    AARP Insured Tax Free General Bond Fund                 14

    AARP Balanced Stock and Bond Fund                       16

    AARP Growth and Income Fund                             18

    AARP Global Growth Fund                                 20

    AARP Capital Growth Fund                                22

    AARP Funds' Investment Portfolios                       24

    Financial Statements                                    68

    Financial Highlights                                    75

    Notes to Financial Statements                           80

    Officers and Trustees                                   86

    Service Information                                     88

<PAGE>
      LETTER TO SHAREHOLDERS
      ----------------------

                                                         AARP Investment Program
                                                                    from Scudder

               Dear Shareholders,

               The period covered by this Mid-Year Report was a favorable yet
      volatile time for most investors, including those in the AARP Investment
      Program from Scudder. Despite some short-term volatility, all of the AARP
      Mutual Funds provided healthy returns for the six-month period ended March
      31, 1996. Descriptions elaborating on the performance of the AARP Funds
      begin on page eight. Before you turn to the performance of your particular
      Fund(s), we encourage you to read this letter. We discuss the performance
      of the stock and bond markets over the past six months, including the
      reasons for recent volatility, and provide an outlook for the next few
      months and beyond.

               THE STOCK MARKET

               The fourth quarter of 1995 ended a stellar year for the stock
      market. The unmanaged Dow Jones Industrial Average (the price-weighted
      average of 30 actively traded blue-chip stocks) continued to hit new highs
      as slow growth, moderate inflation and falling interest rates provided a
      favorable economic climate. While strong stock market performance
      continued into 1996, it has not come easily. If you look at the graph on
      page three, you see that stock market volatility, as measured by the Dow,
      has increased significantly since the beginning of the year. What's
      compelling about this graph is that the Dow not only survived several
      setbacks, but sometimes recouped most of its losses within a day or two.
      From October 1, 1995 to March 31, 1996, the Dow rose from 4761.26 to
      5587.14, posting a 17.35% gain. The unmanaged Standard & Poor's 500 Stock
      Price Index returned 11.71% for the period.

               THE BOND MARKET

               Following a favorable fourth quarter of 1995, in which declining
      interest rates caused bond prices to rise, the bond market reversed course
      in the first quarter of 1996 and interest rates rose rapidly. As you can
      see in the graph on page three, long-term interest rates, as measured by
      the 30-year Treasury bond, rose from 6.57% on October 1, 1995 to 6.67% on


                                       2
<PAGE>
      March 31, 1996. If you look closely, you will see that long-term rates
      were as low as 5.95% back in early January and as high as 6.74% in
      mid-March.

               Unlike long-term rates, short-term interest rates are directly
      driven by actions of the Federal Reserve Board (the Fed) and have remained
      low over this period. Short-term rates (as measured by the three-month
      Treasury bill) continued to decline over the past six months, from 5.40%
      on October 1, 1995 to 5.18% on March 31, 1996.

LINE CHART TITLE:          Stock Market
                           ------------
CHART PERIOD:
         (Plotted weekly from October 1, 1995 to March 31, 1996)
CHART DATE:                          
                        10/1/95            4789                        
                                           4769                        
                                           4794                       
                                           4795                       
                        11/3/95            4755                       
                                           4870                       
                                           4990                       
                                           5049                        
                        12/1/95            5074                        
                                           5157                        
                                           5177                        
                                           5098                        
                        1/5/96             5117                       
                                           5181                        
                                           5061                        
                                           5185                       
                        2/2/96             5395                        
                                           5542                        
                                           5503                        
                                           5630                        
                        3/1/96             5486                        
                                           5470                        
                                           5585                        
                                           5637                        
                        3/31/96            5587
   
CAPTION TO PRECEDING CHART:
      The stock market, as measured by the unmanaged Dow Jones Industrial
      Average, gained 17.35% over the last six months. 

 

LINE CHART TITLE:       Long-Term Interest Rates
                        ------------------------
CHART PERIOD:
         (Plotted weekly from October 1, 1995 to March 31, 1996)
CHART DATA:
                        10/1/95           6.57%      
                                          6.42
                                          6.3
                                          6.35
                        11/03/95          6.33
                                          6.32
                                          6.23
                                          6.25
                        12/1/95           6.13
                                          6.05
                                          6.09
                                          6.05
                        1/5/96            5.95
                                          6.04
                                          6.16
                                          5.97
                        2/2/96            6.03
                                          6.1
                                          6.22
                                          6.41
                        3/1/96            6.47
                                          6.69
                                          6.74
                                          6.64
                        3/31/96           6.67

CAPTION TO PRECEDING CHART:
      Long-term interest rates, as measured by the 30-year Treasury Bond,
      were 6.57% on October 1, 1995 and 6.67% at the end of March 1996.

               THE REASONS FOR RECENT VOLATILITY

               Stock and bond market volatility began in mid-January as the U.S.
      economy seemed to strengthen and doubt grew about whether the Fed would
      keep lowering short-term interest rates. On Friday, March 8 an
      unanticipated strong jobs report from the Federal Government heightened
      inflation fears, which drove the Dow down by as much as 217 points before
      ending the day down 171 points. It was the largest one-day drop in more
      than four years and the third largest point drop ever, although it
      represented only a 3.03% decline of the stock market and was ranked 18th
      in overall percentage drops. That same day the yield on the 30-year
      Treasury bond rose from 6.46% to 6.69%, causing bond prices to decline.
      The following business day was a different story. With stock prices down
      from the previous day's trading, many investors (both individuals and
      professionals, including mutual fund portfolio managers) saw buying
      opportunities, and the Dow rose again by 110 points.

               By the end of March, volatility had diminished, with the range
      between the highs and lows of major indicators such as the Dow narrowing
      from the swings of early March. Investors and traders seemed to have
      weighed the Government statistics and concluded the economy was expanding
      only moderately.

                                       3
<PAGE>

               The bond market also ended the quarter on a favorable note. The
      30-year Treasury bond declined to 6.67% by quarter end as reports on
      manufacturing and housing suggested that the U.S. economy was expanding
      slowly enough to keep inflation from accelerating.

               THE OUTLOOK

               Over the next few months, we believe that the economy will grow
      very slowly. We even think that there is significant probability that
      output could decline, which would qualify as a recession. However, if we
      look ahead to 1997, we believe the outlook should brighten with a quick
      return to growth. Even better for investors, we do not expect inflation to
      be a problem. It could decline to below 2%.

               The economy began to slow down in response to decisive interest
      rate hikes made by the Fed during 1994 and early 1995. Even though the Fed
      has eased interest rates three times in the past year, interest rates are
      far above inflation. This means that monetary policy remains "tight."
      Government spending has also slowed, even as taxes have risen rapidly,
      which means that fiscal policy is also "tight." Meanwhile, consumer
      spending has slowed down. Americans are somewhat concerned about their
      jobs, so families have been trying to save a little more and borrow a
      little less. These are all classic signs that a business expansion is
      coming to an end.

               Even if the economy does experience a recession, it is likely to
      be short and mild. The economy has many strengths including global
      technological advancements and a sound banking system.

               WHAT THIS MEANS FOR INVESTORS

               As an investor, you may be tempted to get distracted by the
      current volatility in the markets and lose sight of your long-term
      investments goals. However, history tells us that long-term investors are
      best served by putting the inevitable short-term volatility of the markets
      into proper perspective. If you can accept that both the bond and stock
      markets will have volatility, the short-term downturns in the markets
      should not be cause for alarm. In fact, these downturns often provide
      buying opportunities for investors. It is also important to diversify your
      assets in a mix of different investments such as stocks, bonds, and money
      market investments. This sensible strategy often provides a degree of
      protection from market volatility.

               THE AARP INVESTMENT PROGRAM FROM SCUDDER

               The AARP Mutual Funds are managed conservatively as the portfolio
      management teams try to provide competitive returns while moderating the
      share price volatility of your investment. This makes the AARP Funds
      distinct from many other mutual funds which may seek higher returns, but
      do not focus on reducing share price fluctuation. It is this commitment to
      conservative investing that has continued to appeal to AARP members. As of


                                       4
<PAGE>

      March 31, 1996, there were more than 650,000 investors participating in
      the Program and nearly $13 billion in assets under management.

               Of course, while the AARP Mutual Funds are conservatively
      managed, it is important that you realize that your principal is never
      insured or guaranteed, and the value of your investment and your return
      will move up and down as market conditions change.

               The Program prides itself on the introduction of new services and
      features that will help meet shareholders' changing needs. We are pleased
      to note the following services and enhancements:

               Introduction of the AARP Global Growth Fund

               We were pleased to offer our newest AARP Mutual Fund to
      shareholders on February 1, 1996 -- the AARP Global Growth Fund. You can
      read about this Fund in the current Prospectus and other communications,
      and can find information about it on page 20 of this Report.

               New Easy-Access Line Enhancements

               In October 1995 we significantly enhanced our toll-free 24-hour
      automated Easy-Access Line by making it easier to use, providing help when
      you need it, and offering more information with enhanced security. Then,
      based on shareholder reaction, we subsequently improved the service by
      allowing you to get price, yield, and total return information without
      having to give your Social Security number. When you call our toll-free
      number at 1-800-631-4636, you now have a choice. You can press the star
      key ("*") on your touch-tone phone to receive only prices, yields, total
      returns, or AARP Fund descriptions or enter your Social Security number
      and PIN to receive information on your specific account.

               New Statement Enhancements

                        -   Average Cost Information

                        Average cost information was added to your monthly
               consolidated statement (it does not appear on quarterly IRA
               statements) in January. As you know, the IRS requires you to
               report any gains or losses from the sale or exchange of non-money
               market mutual fund shares. To determine your gain or loss, first
               you need to know how much you paid for the shares you sold. To
               help you better manage your investment, we now provide you with
               an estimate of the price you paid to obtain the shares. This
               amount now appears on each of your monthly statements.

                                       5
<PAGE>

                        -    Year-to-Date Information

                        The Account Activity section of your statement now
               includes year-to-date activity. This is beneficial since it
               allows you to view all activity for the year on a monthly basis.
               You can then decide whether to keep or discard previous
               statements.

                        -    Investment Flow Summary

                        The Investment Flow Summary section was added to the
               consolidated statement of retirement plan shareholders in their
               first quarter statement mailed in April, and will be rolled out
               to other shareholders in May. It summarizes the flow of your
               transactions and market activity for each of the AARP Mutual
               Funds in your portfolio. This allows you to see easily the
               progress of your portfolio. The section adds up all your
               additions (new share purchases) then subtracts any withdrawals
               (shares sold) and notes any market value changes.

                        -    New Funds Center in New York

                        The newest Scudder Funds Center opened in New York City
               in March. When you visit us on the northwest corner of 51st
               Street and Lexington Avenue, you can obtain information on the
               AARP Mutual Funds and speak face-to-face with one of our AARP
               Mutual Fund Representatives. If you live in the New York area and
               need help in allocating your assets, have questions about
               planning for retirement, or want to learn more about the AARP
               Mutual Funds, stop in and see us. For directions, please call us
               at 1-800-253-2277.

               If you have any questions about your AARP Funds or the
      information provided in this Report, please call our knowledgeable AARP
      Mutual Fund Representatives between the hours of 8:00 A.M. to 8:00 P.M.,
      Monday through Friday, eastern time at 1-800-253-2277.



      Sincerely,

      /s/Cuyler W. Findlay       /s/Linda C. Coughlin       /s/Douglas M. Loudon

      Cuyler W. Findlay          Linda C. Coughlin          Douglas M. Loudon
      Chairman                   President                  Investment Director


                                       6
<PAGE>

      AARP Fund Reports
      -----------------


   The following pages contain a summary of each Fund in the AARP Investment
   Program from Scudder. Each AARP Mutual Fund report, except the AARP Global
   Growth Fund, contains the one-year total return, five-year total return, and
   ten-year total return (or Life of Fund total return if the Fund is less than
   10 years old). Because a one-year total return could be high or low depending
   on market conditions over a 12-month period, it is useful to have the
   perspective of the five-year and ten-year total return figures. Within each
   Fund description (except for the AARP Money Funds), one-year total return is
   broken down into two components: distribution of income and capital change.
   Distribution of income is defined to include reinvested dividends. Capital
   change is defined as the change in the price per share including any
   reinvested capital gains distributions.

   You will also note that all of the AARP Funds, except the AARP Money Funds
   and the AARP Global Growth Fund, have been compared to market indices. We are
   providing these comparisons to comply with the Securities and Exchange
   Commission's (SEC) disclosure requirements. Under these requirements, all
   mutual funds (except money funds) are required to compare their performance
   over the past ten years (or Life of Fund) to that of a broad-based securities
   market index. It is important to note, however, that these indices may have
   limited relevance to the performance of mutual funds. They do not reflect the
   deduction of any servicing, investment management, or administration
   expenses.

   Also, the AARP Mutual Funds are unique in the emphasis on seeking to reduce
   share price fluctuation. This, in turn, can have significant impact on
   performance. Therefore, when comparing an AARP Mutual Fund's performance with
   that of a major market index, remember that any comparison may be of limited
   value.


                                       7
<PAGE>

      AARP HIGH QUALITY MONEY FUND
      ----------------------------

FUND OVERVIEW

This Fund is designed to preserve your principal while you earn money market
returns. The AARP High Quality Money Fund has quality standards high enough to
have secured a AAAm rating from Standard & Poor's (S&P)*, a leading national
independent rating firm. The Fund seeks to maintain a $1.00 share price,
although there may be circumstances under which this goal cannot be achieved. It
is important to note that unlike bank savings accounts, the Fund is not insured
or guaranteed by the U.S. Government and the yield of the Fund will fluctuate.

FOR WHOM THE
FUND IS DESIGNED

This Fund may be appropriate for investors who have short-term needs or who do
not want the risks associated with investing in stocks or bonds. These investors
include those seeking money market income to help meet regular day-to-day needs,
those who need immediate access to their assets through free checkwriting, those
who want to diversify their assets with an investment designed to provide a
degree of safety and stability, and those seeking a short-term investment prior
to making longer-term investment choices.

PORTFOLIO
MANAGEMENT TEAM

Stephen L. Akers
  Lead Portfolio Manager

K. Sue Cote

Debra A. Hanson

Robert T. Neff

  Portfolio Managers


*The rating for the Fund is historical and is based on an analysis of the
portfolio's credit quality, market price exposure, and management.

 How the Fund has Performed

         As with all money funds, the performance of the AARP High Quality Money
 Fund mirrored what happened to short-term interest rates. Short-term interest
 rates, as measured by the three-month U.S. Treasury Bill, declined from 5.40%
 to 5.18% over the past six months. This trend caused a gradual decline in the
 Fund's 7-day net annualized yield from 4.97% on September 30, 1995 to 4.38% as
 of March 31, 1996.

         The Fund's one-year total return was 4.87%, which was made up entirely
 of income. The five-year cumulative total return was 20.69%; the five-year
 average annualized total return was 3.83%; the 10-year cumulative total return
 was 67.04%; and the 10-year average annualized total return was 5.26%. Of
 course past performance is not a guarantee of future results, and yield will
 fluctuate.

 The Fund's Recent Investment Strategy

         As interest rates remained low over the past six months, our aim was to
 continue to keep a long average maturity in the Fund. We maintained a barbell
 strategy in which approximately 28% of the portfolio was invested in securities
 that mature in one month or less, and 19% was invested in securities maturing
 in six to 12 months.

         As of March 31, 1996, the average maturity of the Fund was 52 days,
 which is slightly shorter than the 55 days at the beginning of October 1995. We
 have allowed the average maturity to decline somewhat by reinvesting all cash
 in securities with maturities of 60 days or less. We have taken this step as a
 result of the recent upward pressure on short-term interest rates. Although we
 do not expect short-term rates to rise in the next few months, we do expect
 continued volatility, and will therefore remain cautious as we work to offer
 you competitive yields and stability.

                                       8
<PAGE>



      AARP HIGH QUALITY TAX FREE MONEY FUND
      -------------------------------------

FUND OVERVIEW

The AARP High Quality Tax Free Money Fund is designed to offer you stability of
principal, along with income free from federal taxes.^1 The quality of the Fund
is high enough to have secured a AAAm rating from Standard & Poor's (S&P), a
leading national independent rating firm.^2 The AARP High Quality Tax Free Money
Fund is designed to maintain a $1.00 share price, although there may be
circumstances under which this goal cannot be achieved. It is important to note
that, unlike bank savings accounts, the Fund is not insured or guaranteed by the
U.S. Government, and yield will fluctuate.

FOR WHOM THE
FUND IS DESIGNED

This Fund may be appropriate for investors seeking tax-free income or who do not
want the risks associated with investing in stocks or bonds. These investors
include those seeking money market income to meet regular day-to-day expenses,
those needing immediate access to their assets through free checkwriting, those
creating a diversified portfolio who want a portion of their assets in a
conservative investment designed to offer stability, and those seeking a
short-term investment prior to making longer-term investment choices.

PORTFOLIO
MANAGEMENT TEAM

K. Sue Cote
  Lead Portfolio Manager

Donald C. Carleton
  Portfolio Manager


^1 It is the policy of the Fund not to invest in taxable issues. However, the
Fund's income may be subject to state and local taxes. Capital gains, if any,
may be subject to taxes as well. 

^2 The rating for the Fund is historical and is based on an analysis of the
portfolio's credit quality, market price exposure, and management.

How the Fund has Performed

         Over the past six months, the yield on the AARP High Quality Tax Free
Money Fund declined as short-term interest rates declined. The Fund's 7-day net
annualized yield fell from 3.37% on September 30, 1995 to 2.56% on March 31,
1996. This is a taxable equivalent yield of 4.24% for shareholders in the 39.6%
tax bracket. The Fund's one-year total return was 3.00%, which was made up
entirely of income. The five-year cumulative total return was 13.13%; the
five-year average annualized total return was 2.50%, the ten-year cumulative
total return was 46.41%; and the ten-year average annualized total return was
3.89%.*

         Please note that the five-year and ten-year figures include the
performance of the AARP Insured Tax Free Short Term Fund, which changed its name
and objective to the AARP High Quality Tax Free Money Fund on August 1, 1991. Of
course, past performance is not a guarantee of future results and yield will
fluctuate.

The Fund's Recent Investment Strategy

         As interest rates remained low, our aim was to keep our average
maturity extended as long as possible by investing in tax-exempt commercial
paper maturing in six to 12 months. As of March 31, 1996, the average maturity
of the Fund was 47 days. We would have liked to have maintained an even longer
average maturity, but the supply of longer-term securities in the six- to
12-month range was limited.

         As always, all securities we bought over the past six months are rated
within the two highest quality ratings of at least one of the three leading
national independent rating firms: Fitch Investors Service Inc., Moody's
Investor Services Inc., or S&P. For those funds rated by S&P, there are
particular guidelines with which any tax-free money fund must comply in order to
maintain its AAAm rating. In addition, Scudder credit analysts approve only a
small percentage of securities that fit within the S&P criteria. Therefore, the
number of securities that we have to choose from is much smaller and we believe
generally of better quality than other tax-free money funds.

         We expect short-term interest rates in the municipal market to remain
stable or decrease over the next six months. Consequently, the yield of the AARP
High Quality Tax Free Money Fund should decline slightly. However, we will keep
the Fund's average maturity as long as prudently possible by investing in
longer-maturity securities that are fairly valued. We believe this strategy
should continue to offer shareholders competitive tax-free income and stability.

* Total returns would have been lower had certain expenses not been reduced.


                                       9
<PAGE>


      AARP GNMA AND U.S. TREASURY FUND
      --------------------------------


FUND OVERVIEW

The AARP GNMA and U.S. Treasury Fund seeks to produce monthly income from a
conservatively managed high-quality portfolio. Although your principal is not
guaranteed as it is with an insured fixed-rate Certificate of Deposit (CD) or
savings account, the Fund is managed to help reduce share price fluctuation.
While the securities in the Fund are guaranteed as to the timely payment of
principal and interest, the guarantee is not related to the Fund's yield or
share price, both of which will fluctuate daily.


                                  Total Return
                                  ------------
                                   CUMULATIVE

                                      FUND              INDEX^+
                                      ----              -------

                    1 yr.             8.62%             10.84%

                    5 yr.            39.23%             48.20%

                    10 yr.          105.72%            139.35%
 
                                 AVERAGE ANNUAL

                                      FUND              INDEX^+
                                      ----              ------
                    1 yr.             8.62%             10.84%

                    5 yr.             6.84%             8.18%

                    10 yr.            7.48%             9.11%


How the Fund has Performed

         As stated in the Letter to Shareholders, the last quarter of 1995 was
favorable but the first quarter of 1996 was a volatile time for bond investors.
After a year of mostly declining interest rates, long-term interest rates began
to rise in 1996. Shareholders in the AARP GNMA and U.S. Treasury Fund were
shielded from some of this volatility because of the Fund's unique strategy to
keep 20% to 50% of its assets in short-term securities. It is this strategy,
however, that often causes the Fund to lag the unmanaged Lehman Brothers
Mortgage GNMA Index. When we look to the chart below, the AARP GNMA and U.S.
Treasury Fund's one-year total return of 8.62% (representing 7.07% in
distributions of income and 1.55% in capital change) underperformed the index
return of 10.84%. It is important to note that the index return does not reflect
investment in cash equivalents or the deduction of any servicing, investment
management, or administrative expenses as a mutual fund does.

         While 12-month returns for the Fund will vary from year to year, by
maintaining a long-term focus and staying invested through good and bad times,
your investment has the opportunity to grow over time and overcome down periods
in the market. As the graph to the right shows, if you invested $10,000 in the
Fund on March 31, 1986, your investment would have grown to $20,572. If you took
your distributions in cash, the value of your investment would have been $9,348,
and you would have received $7,563 in distributions.

LINE CHART TITLE:       GROWTH OF A $10,000 INVESTMENT

CHART PERIOD:           Yearly Periods ended March 31

CHART DATA:
               AARP GNMA and U.S.        Lehman Brothers 
                 Treasury Fund         Mortgage GNMA Index^+
                 -------------         ---------------------

          1986      $10000                    $10000

          1987       10952                     11039

          1988       11339                     11736

          1989       11892                     12395

          1990       13160                     14172

          1991       14775                     16150

          1992       16335                     18051

          1993       18087                     20096

          1994       18154                     20321

          1995       18939                     21594

          1996       20572                     23935



BAR CHART TITLE:          ANNUAL INVESTMENT RETURNS

CHART PERIOD:           Yearly Periods ended March 31
                               (Total Return %)

CHART DATA:
               AARP GNMA and U.S.          Lehman Brothers 
                 Treasury Fund           Mortgage GNMA Index^+
                 -------------           --------------------

          1992      10.55%                    11.77%

          1993      10.73                     11.34

          1994       0.37                      1.13

          1995       4.32                      6.26

          1996       8.62                      10.84


^+ The unmanaged Lehman Brothers Mortgage GNMA Index is a market value weighted
   measure of all fixed-rate securities backed by mortgage pools of the GNMA.
   Index returns are calculated monthly and assume reinvestment of dividends.
   Unlike Fund returns, Index returns do not reflect any fees or expenses.

   All performance is historical and 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.


                                       10
<PAGE>


The Fund's Recent Investment Strategy

         Through most of 1995, we shifted assets from shorter-term instruments
into GNMA securities, which were selling at attractive price levels. As of
year-end, approximately 75% of the portfolio was invested in GNMA securities,
with a third of the Fund's assets invested in 7% to 7 1/2% coupon mortgages.
This strategy proved successful in providing shareholders with more income
during a period of declining interest rates.

         We continued to favor GNMA securities in the first quarter of 1996, as
illustrated in the chart below. However, beginning in February we replaced our 7
1/2% coupon mortgages with lower-coupon bonds in the vicinity of 6% to 7%.
Despite their lower relative coupons, the bonds in the portfolio still produced
income above most other high-quality fixed-income investments such as
Treasuries.

CALLOUT

It has been an ongoing strategy to keep 20% to 50% of the Fund's assets in
short-term U.S. Treasury obligations and cash equivalents to help moderate share
price volatility.

         The remainder of the portfolio was invested in short-term U.S. Treasury
obligations and cash equivalents with maturities of three years or less. These
shorter-term securities helped moderate share price fluctuation. It has been an
ongoing strategy to keep some of the Fund's assets in shorter maturity bonds to
help dampen share price volatility.

         We have maintained a consistent strategy in the Fund for the past 10
years. Shareholders in this Fund should feel comfortable that the current blend
of GNMA securities will provide a competitive stream of income, while the
short-term Treasury securities and cash equivalents will continue to dampen
share price volatility.

PIE CHART TITLE:              Asset Allocation
                              ----------------

CHART PERIOD:               As of March 31, 1996 

CHART DATA:
                    Government National Mortgage
                         Association               70%
                    U.S. Treasury Obligations      29%
                    Cash Equivalents                1%
                                                  ---- 
                                                  100%
                                                  ==== 


FOR WHOM THE
FUND IS DESIGNED

The Fund is designed for conservative investors who want relatively high current
income and a degree of protection from day-to-day share price volatility.
Investors should be seeking to invest for the longer term (at least one to three
years) and be comfortable with fluctuation in the value of their principal and
yield.

PORTFOLIO
MANAGEMENT TEAM

David H. Glen

  Lead Portfolio Manager

Mark S. Boyadjian

  Portfolio Manager


                                       11
<PAGE>

      AARP HIGH QUALITY BOND FUND
      ---------------------------

FUND OVERVIEW

The AARP High Quality Bond Fund offers you monthly income and the opportunity
for higher returns than you can expect from the AARP GNMA and U.S. Treasury
Fund. In pursuing higher returns, fluctuation in the value of your principal may
also be greater. The Fund has quality standards that are among the highest of
any general bond fund currently available, with at least 65% of the portfolio
invested in AAA-rated and AA-rated issues, and the other 35% in nothing less
than A-rated bonds.


                                  Total Return
                                  ------------
                                   CUMULATIVE

                                      FUND              INDEX^+
                                      ----              ------
                   1 yr.             10.22%            10.79%

                   5 yr.             45.99%            50.29%

                   10 yr.           110.48%           128.59%

                                 AVERAGE ANNUAL

                                      FUND              INDEX^+
                                      ----              ------
                   1 yr.             10.22%            10.79%

                   5 yr.              7.86%             8.48%

                   10 yr.             7.73%             8.61%


How the Fund has Performed

         As stated in the Letter to Shareholders, the last quarter of 1995 was
favorable but the first quarter of 1996 was a volatile period for bond
investors. After a year of mostly declining interest rates, long-term interest
rates began to rise in 1996. The AARP High Quality Bond Fund was negatively
impacted by this because as interest rates rise, bonds prices fall. In addition,
the Fund's conservative strategy often causes the Fund to lag the unmanaged
Lehman Brothers Aggregate Bond Index when the bond market rallies, as it did in
1995. When we look to the chart below, the AARP High Quality Bond Fund's
one-year total return of 10.22% (representing 6.30% in distributions of income
and 3.92% in capital change) underperformed the index return of 10.79%. It is
important to note that the quality of the securities in the portfolio is higher
than those in the index, and the index return does not reflect investment in
cash equivalents or the deduction of any servicing, investment management, or
administrative expenses, as a mutual fund does.

         While 12-month returns for the Fund will vary from year to year, by
maintaining a long-term focus and staying invested through good and bad times,
your investment has the opportunity to grow over time and overcome down periods
in the market. As the graph to the right shows, if you invested $10,000 in the
Fund on March 31, 1986, your investment would have grown to $21,048. If you took
your distributions in cash, the value of your investment would have been $9,864,
and you would have received $7,303 in distributions.

LINE CHART TITLE:         GROWTH OF A $10,000 INVESTMENT

CHART PERIOD:              Yearly Periods ended March 31
CHART DATA:
                              AARP High Quality   Lehman Brothers
                                  Bond Fund      Aggregate Bond Index^+
                                  ---------      ---------------------


                    1986            $10000           $10000

                    1987             10780            10873

                    1988             11162            11404

                    1989             11806            11992

                    1990             12960            13472

                    1991             14417            15209

                    1992             15936            16945

                    1993             18009            19197

                    1994             18515            19653

                    1995             19096            20633

                    1996             21048            22859


BAR CHART TITLE:          ANNUAL INVESTMENT RETURNS

CHART PERIOD:           Yearly Periods ended March 31
                                (Total Return %)
CHART DATA:
                             AARP High Quality         Lehman Brothers
                                 Bond Fund         Aggregate Bond Index^+
                                 ---------         ---------------------

                   1992          10.54%                     11.43%

                   1993          13.01                      13.3

                   1994           2.8                        2.37

                   1995           3.14                       4.99

                   1996          10.22                      10.79


^+ The unmanaged Lehman Brothers Aggregate Bond Index is a market value weighted
   measure of treasury issues, agency issues, corporate bond issues and mortgage
   securities. Index returns are calculated monthly and assume reinvestment of
   dividends. Unlike Fund returns, Index returns do not reflect any fees or
   expenses.

   All performance is historical and 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.



                                       12
<PAGE>



The Fund's Recent Investment Strategy

         In keeping with the Fund's objective of managing share price
volatility, our investment strategy changed in early 1995 and has remained
consistent ever since. During the six-month period covered by this report, we
decided to add income to the portfolio from attractively priced mortgage-backed
and corporate securities. We put a large portion of the Fund's assets into
mortgage-backed securities (approximately 32% as of March 31, 1996) because of
their high quality, income potential, and attractive prices. We also continued
to invest in corporate securities which included issues from some of the
country's leading consumer staples, durable goods manufacturing, financial, and
transportation companies.

         We favored intermediate-term bonds in anticipation of a steeper yield
curve, which is when short-term yields decline faster than long-term yields.
This strategy proved positive for the Fund because intermediate-term bonds were
the best-performers over the past six months.

CALLOUT

The Fund attempts to reduce share price fluctuation by investing in a variety of
different sectors.

         The Fund continued to maintain its objective of investing in
high-quality securities. As of March 31, 1996, 67% of the portfolio was invested
in government, AAA-rated or AA-rated securities; 17% of the Fund was invested in
A-rated bonds; and 16% was invested in cash equivalents.

         We believe that the AARP High Quality Bond Fund's current portfolio is
well positioned and major changes are not expected over the near term. This Fund
should continue to provide shareholders with high income and less share price
fluctuation than a long-term bond. Our emphasis remains on delivering both
competitive yields and potential price appreciation, as well as on maintaining
high credit quality and diversification across various types of issues.

PIE CHART TITLE:             Asset Allocation
                             ----------------

CHART PERIOD:              As of March 31, 1996

CHART DATA:

               U.S. Government Agency Pass-Thrus       31%
               U.S. Treasury Obligations               27%
               Corporate Bonds                         20%
               Commercial Paper                        16%
               Foreign Bonds--U.S. $ Denominated        5%
               Asset Backed                             1%
                                                      ---- 
                                                      100%
                                                      ==== 


FOR WHOM THE
FUND IS DESIGNED

The Fund is designed for investors who want competitive returns from a portfolio
of high credit quality. Investors should be seeking to invest for the longer
term (at least one to three years) and be comfortable with fluctuation in the
value of their principal and yield.

PORTFOLIO
MANAGEMENT TEAM

David H. Glen

  Lead Portfolio Manager

William M. Hutchinson

Stephen A. Wohler

  Portfolio Managers



                                       13
<PAGE>

      AARP INSURED TAX FREE GENERAL BOND FUND
      ---------------------------------------


FUND OVERVIEW

The AARP Insured Tax Free General Bond Fund seeks to pay high monthly income
that is free from federal taxes.* The Fund invests in a portfolio consisting
primarily of high-grade municipal securities that are insured against default.
This insurance does not apply to the value of your shares or the yield of the
Fund, both of which will fluctuate daily. The Fund also aims to keep the value
of its shares more stable than that of a long-term municipal bond.



                                  Total Return
                                  ------------
                                   CUMULATIVE

                                      FUND              INDEX^+
                                      ----              ------

                    1 yr.             7.23%             8.38%

                    5 yr.            45.13%            47.45%

                    10 yr.          112.79%           117.13%

                                 AVERAGE ANNUAL

                                      FUND              INDEX^+
                                      ----              ------

                     1 yr.            7.23%             8.38%

                     5 yr.            7.73%             8.07%

                     10 yr.           7.84%             8.05%

* It is the policy of the Fund not to invest in taxable issues. However, the
Fund's income may be subject to state and local taxes. Gains on sales of Fund
shares and distributions of capital gains may be subject to federal, state and
local taxes.

How the Fund has Performed

         As stated in the Letter to Shareholders, the last quarter of 1995 was
favorable but the first quarter of 1996 was a volatile period for bond
investors, including those in the municipal market. Since January 1996, with
rising long-term interest rates, the value of the securities held by the Fund
decreased and the net asset value declined. When we look at the annualized total
return, as illustrated in the chart below, the AARP Insured Tax Free General
Bond Fund's one-year total return of 7.23% (representing 5.06% in distributions
of income and 2.17% in capital change) underperformed the unmanaged Lehman
Brothers Municipal Bond Index return of 8.38%. It is important to note that due
to the Fund's objective to reduce share price volatility, it will often lag
other municipal funds when the bond market rallies, as it did in 1995. However,
it may also shield the Fund when the market declines, as it did during the first
quarter of 1996.

         It is important to note that 12-month returns for the Fund will vary
from year to year. However, by maintaining a long-term focus and staying
invested through good and bad times, your investment has the opportunity to grow
over time and overcome down periods in the market. As the graph to the right
shows, if you invested $10,000 in the Fund on March 31, 1986, your investment
would have grown to $21,279. If you took your distributions in cash, the value
of your investment would have grown to $11,004, and you would have received
$6,914 in distributions.

LINE CHART TITLE:         GROWTH OF A $10,000 INVESTMENT

CHART PERIOD:              Yearly Periods ended March 31

CHART DATA:
                      AARP Insured Tax Free        Lehman Brothers
                       General Bond Fund         Municipal Bond Index^+
                       -----------------         ---------------------

                 1986         $10000                    $10000

                 1987          11233                     11097

                 1988          11104                     11376

                 1989          12322                     12196

                 1990          13470                     13482

                 1991          14662                     14726

                 1992          16024                     16197

                 1993          18266                     18225

                 1994          18595                     18648

                 1995          19844                     20034

                 1996          21279                     21713


BAR CHART TITLE:         ANNUAL INVESTMENT RETURNS

CHART PERIOD:          Yearly Periods ended March 31
                              (Total Return %)
CHART DATA:

                          AARP Insured Tax Free         Lehman Brothers
                            General Bond Fund        Municipal Bond Index^+
                            -----------------        ---------------------

                 1992               7.23%                    8.38%

                 1993               9.28                    10.01

                 1994              14.0                     12.51

                 1995               1.79                     2.32

                 1996               6.71                     7.43



^+ The unmanaged Lehman Brothers Municipal Bond Index is a market value weighted
   measure of municipal bonds with a maturity of at least two years. Index
   returns are calculated monthly and assume reinvestment of dividends. Unlike
   Fund returns, Index returns do not reflect any fees or expenses.


   All performance is historical and 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.



                                       14
<PAGE>



The Fund's Recent Investment Strategy

         Through the end of 1995, the portfolio management team continued to
shift a majority of the portfolio from long-term bonds with maturities of over
20 years to bonds with maturities of under 15 years. It continues to be heavily
weighted in intermediate-term bonds, with 42% of the portfolio invested in bonds
maturing in 10 to 15 years. This strategy has added to the Fund's favorable
performance over the past few months, because bonds with maturities in the
15-year range that were non-callable performed better than longer-term bonds.

         In addition, as of March 31, 1996, approximately 90% of the portfolio
was invested in insured securities (or securities escrowed in U.S. Treasuries
which provide the backing of the U.S. Government). Remember that this insurance
protects the bond from default but does not apply to the value of your shares or
to the yield of the Fund, both of which will fluctuate daily.

CALLOUT

Investing in insured securities of varying maturities helps dampen the price
volatility of this Fund.

         As always, we invested in securities rated within the top three ratings
by Moody's Investor Services Inc. and Standard & Poor's -- two independent
rating services.

         We believe that the Fund's strategy will continue to provide
shareholders with high income free from federal taxes as we seek to keep its
share price more stable than a long-term municipal bond.

PIE CHART TITLE: Asset Allocation -- Municipal Bond Effective Maturities

CHART PERIOD:                 As of March 31, 1996

CHART DATA:

                         Less than 1 year              8%
                         1 to less than 5 years       10%
                         5 to less than 10 years      17%
                         10 to less than 15 years     42%
                         Greater than 15 years        23%
                                                     ---- 
                                                     100%
                                                     ==== 


FOR WHOM THE
FUND IS DESIGNED

The Fund is designed for investors in higher tax brackets who want income that
is free from federal income taxes. Investors should be seeking to invest for the
longer term (at least one to three years) and be comfortable with fluctuation in
the value of their principal and yield.



PORTFOLIO
MANAGEMENT TEAM

Donald C. Carleton

  Lead Portfolio Manager

Philip G. Condon

  Portfolio Manager


                                       15
<PAGE>

      AARP BALANCED STOCK AND BOND FUND
      ---------------------------------


Fund Overview

Through a combination of stocks, bonds, and cash reserves, the AARP Balanced
Stock and Bond Fund seeks to offer you long-term growth of capital and quarterly
income. The Fund attempts to keep the value of its shares more stable than other
potentially higher returning, higher risk balanced mutual funds.


                                  Total Return
                                  ------------
                                   CUMULATIVE

                                                      BLENDED
                                      FUND             INDEX^+
                                      ----             ------

                   1 yr.             21.04%            22.90%

                   Life of
                   Fund*             25.09%            28.93%

                                 AVERAGE ANNUAL

                                                       BLENDED
                                      FUND             INDEX^+
                                      ----             ------

                   1 yr.             21.04%            22.90%

                   Life of
                   Fund^*             10.91%            12.49%

How the Fund has Performed

         The AARP Balanced Stock and Bond Fund performed well over the past six
months. While the Fund provided a solid one-year total return of 21.04%
(representing 4.43% in distributions of income and 16.61% in capital change)
over this period, it slightly underperformed the blended index's one-year total
return of 22.90%, primarily because of the Fund's conservative investment
strategy to reduce share price volatility. The blended index is made up of the
S&P Stock Price Index 50%, the Lehman Brothers Aggregate Bond Index 40%, and the
3-Month Treasury Bill Index 10%.

         It is important to note that 12-month returns for the Fund will vary
from year to year. However, by maintaining a long-term focus and staying
invested through good and bad times, your investment has the opportunity to grow
significantly over time. As the graph to the right shows, if you invested
$10,000 in the Fund when it was introduced in February of 1994, your investment
would have grown to $12,509. If you took your distributions in cash, the value
of your investment would have grown to $11,440, and you would have received $939
in distributions.

LINE CHART TITLE:         GROWTH OF A $10,000 INVESTMENT

CHART PERIOD:         Quarterly Periods from February 1, 1994
                                 to March 31, 1996
CHART DATA:


               AARP Balanced   Standard & Poor's   Lehman Brothers
              Stock and Bond   500 Stock Price     Aggregate Bond      Blended
                 Fund              Index               Index            Index^+
                 ----              -----               -----            -----

 2/1/94*       $10000             $10000              $10000           $10000

 3/31/94         9520               9304                9584             9456

 6/30/94         9623               9344                9485             9450

 9/30/94         9922               9800                9543             9740

 12/31/94        9837               9799                9579             9761

 3/31/95        10335              10753               10062            10491

 6/30/95        11077              11779               10675            11308

 9/30/95        11589              12716               10885            11929

 12/31/95       12184              13481               11349            12543

 3/31/96        12509              14205               11147            12893


BAR CHART TITLE:         ANNUAL INVESTMENT RETURNS

CHART PERIOD:          Yearly Periods ended March 31
                               (Total Return %)
CHART DATA:

                       AARP Balanced                Blended 
                     Stock and Bond Fund             Index^+
                     -------------------             -----

       2/1/94*--
       3/31/94             -4.8 %                    -5.08%

       1995                 8.56                     10.17

       1996                21.04                     22.9



^+   The performance of the blended benchmark is a weighting comprised of 50%
     Standard & Poor's 500 Stock Price Index (S&P), 40% Lehman Brothers
     Aggregate Bond Index (LBAB), and the 3-Month Treasury Bill Index (10%). The
     50/40/10 measure is meant to reflect the anticipated long range asset mix
     of the Fund, which may change over time. The unmanaged Standard & Poor's
     500 Stock Price Index is a market value-weighted measure of 500 widely held
     common stocks listed on the New York Stock Exchange, American Stock
     Exchange, and Over-the-Counter market. The unmanaged Lehman Brothers
     Aggregate Bond Index is a market value-weighted measure of treasury issues,
     agency issues, corporate bond issues and mortgage securities. Index returns
     are calculated monthly and assume reinvestment of dividends. Unlike Fund
     returns, Index returns do not reflect any fees or expenses.


     All performance is historical and 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.

^*   The Fund commenced operations on February 1, 1994.



                                       16
<PAGE>



The Fund's Recent Investment Strategy

         In general, the stock portion of the Fund (representing 53% of the
portfolio as of March 31, 1996) uses an approach similar to the AARP Growth and
Income Fund. We will usually invest in stocks that are believed to have
favorable long-term capital appreciation outlooks and have above-average
dividend yields. Since the stock portion of the Fund is managed by the same team
and with the same strategy as the AARP Growth and Income Fund, refer to the AARP
Growth and Income Fund Report on page 18 for details on specific stock
selection. (The Fund may invest up to 70% of its assets in stocks.)

         The portion of the Fund invested in bonds (representing 29% of the
portfolio as of March 31, 1996) can include corporate issues, U.S. Government
securities, mortgage-backed obligations, and other fixed-income securities. At
least 75% of these securities will be securities rated within the three highest
quality ratings by Moody's Investor Services Inc. or Standard & Poor's,
independent rating organizations. (At all times, at least 30% of the Fund's
assets will be a combination of bonds and cash equivalents.) We continued to
favor intermediate-term bonds over the past six months in anticipation of a
steeper yield curve (short-term yields moving down faster than long-term
yields). The remaining 18% of the portfolio as of March 31, 1996 were invested
in cash equivalents.

CALLOUT

The Fund attempts to reduce share price fluctuation by following the strict
yield discipline of the AARP Growth and Income Fund in the stock section of the
portfolio, by investing in securities with varying maturities on the bond side,
and by maintaining a significant cash position.

         We continue to believe that stocks will outperform bonds and cash over
the longer term and therefore a majority of the portfolio will continue to be
invested in stocks. While we are comfortable with our current asset allocation
of 53% stocks, 29% bonds, and 18% cash equivalents, this allocation may be
gradually changed depending upon our expectations for the financial markets.

PIE CHART TITLE:           ASSET ALLOCATION

CHART PERIOD:       As of March 31, 1996 CHART DATA:

                    Stocks                      53%

                    Bonds                       29%

                    Cash Equivalents            18%
                                               ---- 
                                               100%
                                               ==== 


For Whom the
Fund is Designed

This Fund is designed for investors who are seeking long-term growth of their
assets, but who want less risk than an investment solely in stocks. Investors
should be able to invest for the longer term (three years or more) and be
comfortable with the value of their principal fluctuating up and down.



Portfolio
Management Team

Robert T. Hoffman

  Lead Portfolio Manager

William M. Hutchinson

Benjamin W. Thorndike

  Portfolio Managers



                                       17
<PAGE>


      AARP GROWTH AND INCOME FUND
      ---------------------------


FUND OVERVIEW

The AARP Growth and Income Fund is a conservatively managed stock fund that
provides the potential for long-term growth and quarterly income, while still
seeking to moderate risk. It invests in above-average dividend-yielding stocks
that may offer the opportunity for long-term growth of capital.



                                  Total Return
                                  ------------

                                   CUMULATIVE

                                      FUND              INDEX^+
                                      ----              -------

                   1 yr.             31.91%            32.10%

                   5 yr.            109.01%            98.22%

                   10 yr.           235.12%           269.70%

                                 AVERAGE ANNUAL

                                      FUND              INDEX^+
                                      ----              -------

                   1 yr.             31.91%            32.10%

                   5 yr.             15.89%            14.65%

                   10 yr.            12.85%            13.96%

How the Fund has Performed

         The AARP Growth and Income Fund performed well over the past six
months. While providing a strong one-year total return of 31.91% (representing
3.62% in distributions of income and 28.29% in capital change), it slightly
underperformed the unmanaged Standard & Poor's Stock Price Index of 32.10%. The
Fund was able to perform well relative to the index for this one-year period,
and even outperform the index during the last six months. That was because the
stock market rally during the last six months was not driven by the technology
sector, as it was during the previous six months. Our strict valuation
discipline sometimes precludes us from investing in certain sectors of the
market, such as technology stocks, which are characterized by a high degree of
price volatility and minimal or nonexistent dividends.

         It is important to note that 12-month returns for the Fund will vary
from year to year. However, by maintaining a long-term focus and staying
invested through good and bad times, your investment has the opportunity to grow
significantly over time. As the graph to the right shows, if you invested
$10,000 in the Fund on March 31, 1986, your investment would have grown to
$33,512. If you took your distributions in cash, your investment would have
grown to $19,391, and you would have received $6,696 in distributions.

LINE CHART TITLE:         GROWTH OF A $10,000 INVESTMENT

CHART PERIOD:              Yearly Periods ended March 31
CHART DATA:


                            AARP Growth and      Standard & Poor's
                              Income Fund     500 Stock Price Index^+
                              -----------     -----------------------

                    1986         $10000             $10000

                    1987          11904              12620

                    1988          11070              11569

                    1989          12587              13668

                    1990          14022              16302

                    1991          16034              18652

                    1992          18397              20711

                    1993          21279              23865

                    1994          22443              24217

                    1995          25404              27987

                    1996          33512              36970


BAR CHART TITLE:         ANNUAL INVESTMENT RETURNS

CHART PERIOD:          Yearly Periods ended March 31
                              (Total Return %)
CHART DATA:
                       AARP Growth and Income     Standard & Poor's 500
                               Fund                 Stock Price Index+
                               ----                 ------------------


                   1992         14.74%                     11.03%

                   1993         15.67                      15.22

                   1994          5.47                       1.48

                   1995         13.20                      15.57

                   1996         31.91                      32.10



^+ The unmanaged Standard & Poor's 500 Stock Price Index is a market value
   weighted measure of 500 widely held common stocks listed on the New York
   Stock Exchange, American Stock Exchange, and Over-the-Counter market. Index
   returns are calculated monthly and assume reinvestment of dividends. Unlike
   Fund returns, Index returns do not reflect any fees or expenses.


   All performance is historical and 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.


                                       18
<PAGE>


The Fund's Recent Investment Strategy

         As always, our strict valuation discipline focused our attention on
those companies whose fundamental outlooks may have been misperceived by
investors, as reflected by such stocks' higher-than-average dividend yields.
With this in mind, over the period covered by this Report, we continued to favor
the health, finance, and manufacturing sectors. The Fund's largest holding in
the financial sector-- the Student Loan Marketing Association (Sallie Mae) --
turned in an exceptional performance. Sallie Mae was a unique opportunity where
unfavorable political and corporate developments had driven the stock to a
depressed level by late 1994. We began to buy the stock at that time and it
became one of the Fund's largest holdings. Sallie Mae returned 108% in 1995.
Health stocks, such as Eli Lilly, Schering Plough, and Baxter, added to the
Fund's favorable performance as the profit outlook for the industry continues to
be strong. The portfolio also benefited significantly from the dramatic
outperformance of such durable goods holdings as United Technologies, Lockheed
Martin and Rockwell. These stocks appreciated significantly as the market
rewarded them for strong and sustainable earnings, cash flow and dividend
growth, and superior management.

         Recently we have begun to reduce our exposure to some of these top
performers because we believe that their stocks are approaching fair valuation.
We have taken some profits in Sallie Mae, and trimmed several of our bank
holdings. We also reduced our position in Lockheed Martin and United
Technologies. Within the healthcare sector, we have taken partial profits from
Eli Lilly and Schering Plough. Proceeds from these sales were used to purchase
such companies as Zeneca and Bausch and Lomb -- two undervalued healthcare
stocks that we believe offer attractive total return prospects. We also
purchased some paper and forest products stocks such as Georgia Pacific and
Weyerhaeuser. We believe that their attractive valuations are already fully
discounting the possibility of a U.S. recession. (Please note that portfolio
changes should not be considered recommendations for action by individual
investors.)

CALLOUT

The Fund focuses on stocks with above-average dividends and sound fundamentals
to help reduce share price volatility.

         In general, our focus on high dividend-paying stocks tends to lead us
in the direction of value investing. This has and should continue to benefit the
Fund over time as the market recognizes the intrinsic worth of individual
stocks. We think this is a good position to be in as the economy winds down and
market leadership becomes less driven by earnings.

PIE CHART TITLE:     ASSET ALLOCATION - SECTORS OF EQUITY HOLDINGS

CHART PERIOD:                     As of March 1, 1996
CHART DATA:

                            Financial                   20%

                            Manufacturing               18%

                            Health                      12%

                            Consumer Staples             9%

                            Energy                       9%

                            Durables                     8%

                            Communications               7%

                            Consumer Discretionary       5%

                            Utilities                    4%

                            Other                        8%
                                                       ---- 
                                                       100%
                                                       ==== 


FOR WHOM THE
FUND IS DESIGNED

The Fund is suitable for investors who are seeking long-term growth of their
assets and the opportunity to keep ahead of inflation. Investors should be able
to invest for at least three years or more and be comfortable with fluctuation
to the value of their principal that is associated with investing in stocks.



PORTFOLIO
MANAGEMENT TEAM

Robert T. Hoffman

  Lead Portfolio Manager

Lori J. Ensinger

Kathleen T. Millard

G. Todd Silva

Benjamin W. Thorndike

  Portfolio Managers

                                       19
<PAGE>
      AARP GLOBAL GROWTH FUND
      -----------------------


FUND OVERVIEW

The AARP Global Growth Fund seeks to offer long-term capital growth through a
globally diversified portfolio, and to keep the value of its shares more stable
than other global stock funds.

How the Fund has Performed

         Because the AARP Global Growth Fund is so new, you will not find
performance information in this Report. However, you can all us at
1-800-253-2277 for more information.

         Since the Fund was introduced in February, the portfolio management
team has concentrated on getting the Fund's assets invested. The portfolio is
currently broadly diversified among 17 countries, including the United States,
Germany, and the United Kingdom, and more than 70 different companies.

The Fund's Recent Investment Strategy

         The strategy of the Fund is to develop global themes and search for the
appropriate stock values to represent them, rather than weight the portfolio
according to countries or economic sectors. For example, we target companies
with new technologies that secure large market shares and set the standards to
which other companies must conform. An example in the portfolio includes SAP, a
German-based software applications developer.

         Another theme focuses on corporations that are changing their structure
in order to concentrate resources on their highest value-added activities. To
succeed, these companies will also need to control the entities to whom they
outsource. Our portfolio position in Xerox currently demonstrates the successful
application of this strategy. Given the world's demographics, we believe
pharmaceutical products and health providers will continue to thrive. We favor
companies such as Sandoz and Ciba-Geigy. (Please note that portfolio changes
should not be considered recommendations for action by individual investors.)

CALLOUT

The Fund seeks to offer less share price volatility than many global growth
funds by maintaining core holdings that are from well-established companies of
mature countries.

         We expect to diversify the Fund's assets further in the coming months
and adhere to a "theme approach" of investing these assets. We also expect the
shareholders in this Fund to benefit from many global trends underway: the
global economy and capital markets in aggregate are functioning well; growth,
albeit moderate, is being achieved without inflation; and new technologies are
emerging and old industries are restructuring.

                                       20
<PAGE>

PIE CHART TITLE: Asset Allocation -- Countries of Equity Holdings

CHART PERIOD:                  As of March 31, 1996 
CHART DATA:

                    United States                 29%
                    Germany                       19%
                    United Kingdom                10%
                    Switzerland                    8%
                    The Netherlands                6%
                    Japan                          6%
                    Canada                         5%
                    Sweden                         5%
                    Brazil                         3%
                    Other                          9%
                                                  --- 
                                                 100%
                                                 ==== 

PIE CHART TITLE:   Asset Allocation -- Sectors of Equity Holdings

CHART PERIOD:                  As of March 31, 1996 
CHART DATA:

                    Financial                     21%
                    Manufacturing                 21%
                    Metals and Minerals           13%
                    Service Industries            7%
                    Construction                  6%
                    Utilities                     6%
                    Consumer Staples              5%
                    Technology                    5%
                    Media                         4%
                    Other                         12%
                                                 --- 
                                                 100%
                                                 ==== 


FOR WHOM THE
FUND IS DESIGNED

The Fund, which commenced operations on February 1, 1996, is suitable for
investors who want to add worldwide stock opportunities to their portfolio.
Investors should invest for the longer term (at least five years or more) and be
comfortable with the value of their principal fluctuating up and down. Because
the Fund invests globally, it will be affected by up and down movements in U.S.
and international stock markets. The Fund will also be subject to international
investments risks such as currency exchange risk.

Since the Fund is so new, the Growth of $10,000 Investment chart and the Annual
Investment Returns are not included.

PORTFOLIO
MANAGEMENT TEAM

William E. Holzer

  Lead Portfolio Manager

Nicholas Bratt

Alice Ho

  Portfolio Managers


                                       21
<PAGE>


      AARP CAPITAL GROWTH FUND
      ------------------------


FUND OVERVIEW

The AARP Capital Growth Fund is designed to help investors take advantage of the
high growth potential of stocks while attempting to keep the value of its shares
more stable than other potentially higher returning, higher risk capital growth
mutual funds.


                                  Total Return
                                  ------------

                                   CUMULATIVE

                                  FUND                INDEX^+
                                  ----                ------

               1 yr.             30.75%               32.10%

               5 yr.             79.05%               98.22%

               10 yr.            205.56%             269.70%

                                 AVERAGE ANNUAL

                                  FUND                INDEX^+
                                  ----                ------

               1 yr.             30.75%               32.10%

               5 yr.             12.36%               14.65%

               10 yr.            11.82%               13.96%


How the Fund has Performed

         The AARP Capital Growth Fund performed well over the past six months.
It provided a strong one-year total return of 30.75% (representing 1.30% in
distributions of income and 29.45% in capital change), although it
underperformed the unmanaged Standard & Poor's 500 Stock Price Index of 32.10%.
The Fund's objective to moderate share price fluctuation may cause it to
slightly underperform the index when the stock market strongly advances, as it
has over the past six months.

         It is important to note that 12-month returns for the Fund will vary
from year to year. However, by maintaining a long-term focus and staying
invested through good and bad times, your investment has the opportunity to grow
significantly over time. As the graph to the right shows, if you invested
$10,000 in the Fund on March 31, 1986, your investment would have grown to
$30,556. If you took your distributions in cash, the value of your investment
would have grown to $18,351, and you would have received $6,500 in
distributions.

LINE CHART TITLE:      GROWTH OF A $10,000 INVESTMENT

CHART PERIOD:           Yearly Periods ended March 31
CHART DATA:

                               AARP Capital       Standard &
                                 Growth       Poor's 500 Stock
                                  Fund          Price Index^+
                                  ----          ------------

                    1986         $10000           $10000

                    1987          11752            12620

                    1988          1122             11569

                    1989          14779            13668

                    1990          15673            16302

                    1991          17066            18652

                    1992          19663            20711

                    1993          22063            23865

                    1994          22455            24217

                    1995          23370            27987

                    1996          30556            36970


BAR CHART TITLE:         ANNUAL INVESTMENT RETURNS

CHART PERIOD:                          Yearly Periods ended March 31
                                               (Total Return %)
CHART DATA:

                                AARP Capital       Standard &
                                  Growth       Poor's 500 Stock
                                   Fund          Price Index^+
                                   ----          ------------

                    1992           15.22%            11.03%

                    1993           12.21             15.22

                    1994            1.78              1.48

                    1995            4.08             15.57

                    1996           30.75             32.10




^+ The unmanaged Standard & Poor's 500 Stock Price Index is a market value
   weighted measure of 500 widely held common stocks listed on the New York
   Stock Exchange, American Stock Exchange, and Over-the-Counter market. Index
   returns are calculated monthly and assume reinvestment of dividends. Unlike
   Fund returns, Index returns do not reflect any fees or expenses.

   All performance is historical and 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.



                                       22
<PAGE>



The Fund's Recent Investment Strategy

         Over the past six months, we continued to emphasize our strategy of
maintaining a quality portfolio diversified across many economic sectors. The
top sectors include health, finance, and technology. Health and finance, in
particular, were two of the top performing sectors of the market in late 1995.
While we continue to believe that healthcare still exhibits promising growth
prospects, we reduced positions that we thought were fully valued near term,
such as Johnson & Johnson and Merck. During the past six months, we have
purchased economically sensitive stocks whose valuations are currently more
attractive such as Lockheed Martin, TRW, and AMR Corp. Lockheed Martin is a
manufacturer of aircraft and space equipment and TRW manufactures defense
electronics, automotive parts and systems.

         We believe technology has been and will continue to be a fruitful
sector for above-average growth opportunities. Since technology stocks are
characterized by a high degree of share price volatility, we have focused our
investments in high-quality, top-tier companies such as Hewlett-Packard, Cisco
Systems and Applied Materials -- market leaders in their particular
technological niche. (Please note that portfolio changes should not be
considered recommendations for action by individual investors.)

CALLOUT

Through a broadly diversified portfolio consisting primarily of high quality,
medium- to large-sized companies with strong competitive positions in their
industries, the Fund seeks to offer less share price volatility than many growth
funds.

         Given the uncertain outlook for economic growth and individual company
profits, we continue to emphasize quality companies such as Columbia Healthcare,
McDonald's and Fannie Mae, whose profits, in our opinion, are sustainable
through varying market conditions.

PIE CHART TITLE:    ASSET ALLOCATION -- SECTORS OF EQUITY HOLDINGS

CHART PERIOD:                  As of March 31, 1996
CHART DATA:

                         Financial                   16%
                         Technology                  15%
                         Health                      14%
                         Manufacturing               13%
                         Energy                       9%
                         Consumer Discretionary       9%
                         Consumer Staples             5%
                         Durables                     5%
                         Transportation               3%
                         Other                       11%
                                                    ---- 
                                                    100%
                                                    ==== 


FOR WHOM THE
FUND IS DESIGNED

The Fund is designed for investors seeking long-term growth of their principal.
Investors should be able to invest for the longer term (five years or more) and
be comfortable with the short-term fluctuation of their principal that is
associated with investing in stocks.



PORTFOLIO
MANAGEMENT TEAM

William F. Gadsden

  Lead Portfolio Manager

Bruce F. Beaty

  Portfolio Manager

                                       23
<PAGE>


I N V E S T M E N T  P O R T F O L I O S,

F I N A N C I A L  S T A T E M E N T S

A N D  A D D I T I O N A L

I N F O R M A T I O N


                                       24



<PAGE>
 AARP HIGH QUALITY MONEY FUND

LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
Principal
Amount ($)                                                                      Value ($)
- ------------------------------------------------------------------------------------------
<S>                                                                            <C>
REPURCHASE AGREEMENTS 5.1%

   5,000,000   Repurchase Agreement with State Street Bank and Trust Company
                 dated 3/29/96 at 5% to be repurchased at $5,002,083 on
                 4/1/96 collateralized by a $4,120,000
                 U.S. Treasury Bond, 8.75%, 5/15/17 ......................       5,000,000
  14,535,000   Repurchase Agreement with Donaldson, Lufkin & Jenrette
                 dated 3/29/96 at 5.35% to be repurchased at $14,541,480 on
                 4/1/96 collateralized by a $14,600,000
                 U.S. Treasury Note, 5.625%, 1/31/98 .....................      14,535,000
                                                                               -----------
               TOTAL REPURCHASE AGREEMENTS (COST $19,535,000) ............      19,535,000
                                                                               -----------

COMMERCIAL PAPER 43.5%

HEALTH 4.3%
Pharmaceuticals
   6,500,000   Warner-Lambert Co., 5.45%, 5/6/96 .........................       6,466,849
  10,000,000   Warner-Lambert Co., 4.82%, 8/16/96 ........................       9,801,050
                                                                               -----------
                                                                                16,267,899
                                                                               -----------

COMMUNICATIONS 8.3%
Telephone/Communications
  17,000,000   American Telephone & Telegraph Co., 5.13%, 7/17/96 ........      16,735,310
  15,000,000   Ameritech Corp., 5.24%, 6/24/96 ...........................      14,814,771
                                                                               -----------
                                                                                31,550,081
                                                                               -----------

FINANCIAL 30.9%
Banks 2.5%
  10,000,000   Deutsche Bank Financial Inc., 5.18%, 9/12/96 ..............       9,762,125
                                                                               -----------
Insurance 3.9%
  15,000,000   Prudential, 5.06%, 4/23/96 ................................      14,951,795
                                                                               -----------

Other Financial Companies 24.5%
  10,000,000   American Express Credit Corp., 5%, 8/27/96 ................       9,785,192
   6,500,000   American General Finance Corp., 5.44%, 5/10/96 ............       6,462,589
  15,000,000   Associates Corp. of North America, 5.06%, 5/8/96 ..........      14,917,983
  15,000,000   E.I. duPont de Nemours & Co., 5.25%, 5/16/96 ..............      14,899,374
  17,000,000   Ford Motor Credit Corp., 5.23%, 4/11/96 ...................      16,975,303
  10,000,000   Nestle Capital Corp., 5.33%, 4/3/96 .......................       9,995,635
  13,500,000   New Center Asset Trust Co., 5.23%, 8/13/96 ................      13,237,256
   7,000,000   PREFCO, 5.57%, 4/25/96 ....................................       6,975,548
                                                                               -----------
                                                                                93,248,880
                                                                               -----------
               TOTAL COMMERCIAL PAPER (COST $165,820,397) ................     165,780,780
                                                                               -----------

U.S. GOVERNMENT AGENCIES 34.5%
   5,000,000   Federal Home Loan Bank, 5.31%, 12/12/96 ...................       4,993,750
  17,000,000   Federal National Mortgage Association, 5.17%, 7/14/99* ....      16,770,500
  25,000,000   Student Loan Marketing Association, 5.34%, 4/16/96* .......      25,007,474
  20,000,000   Student Loan Marketing Association, 5.49%, 11/27/96* ......      20,045,600
  38,690,000   Student Loan Marketing Association, 5.52%, 1/23/97* .......      38,797,171
  10,000,000   Student Loan Marketing Association, 5.47%, 10/30/97* ......       9,992,500
  16,250,000   Student Loan Marketing Association, 5.17%, 7/12/99* .......      16,046,875
                                                                               -----------
               TOTAL U.S. GOVERNMENT AGENCIES (COST $131,959,640) ........     131,653,870
                                                                               -----------
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       25

<PAGE>
 AARP HIGH QUALITY MONEY FUND

<TABLE>
<CAPTION>
Principal
Amount ($)                                                                 Value ($)
- ------------------------------------------------------------------------------------
<S>                                                                       <C>
MEDIUM-TERM AND SHORT-TERM NOTES 16.2%

FINANCIAL 13.1%
Banks
   5,000,000   Comerica Bank, Note, 6.2%, 5/28/96 .....................     5,004,848
   8,000,000   FCC National Bank, Note, 5.8%, 10/10/96 ................     8,009,541
  12,000,000   Federal Farm Credit Bank, 4.81%, 7/30/96 ...............    11,792,040
  10,000,000   J.P. Morgan & Co., Inc., 6.2%, 5/13/96 .................    10,009,086
  10,000,000   NBD Bank, NA Medium Term Note, 6.15%, 6/3/96 ...........    10,011,600
   5,000,000   Pittsburgh National Bank, Note, 5.65%, 9/18/96 .........     5,001,485
                                                                          -----------
                                                                           49,828,600
                                                                          -----------
MANUFACTURING 2.0%
Electrical Products
   7,765,000   General Electric Co. Global debenture, 7.875%, 5/1/96 ..     7,778,100
                                                                          -----------
ENERGY 1.1%
Oilfield Services/Equipment
   4,160,000   California Petroleum Transportation Corp. 1st Mortgage,
                 6.71%, 4/1/96 ........................................     4,160,153
                                                                          -----------
               TOTAL MEDIUM-TERM AND SHORT-TERM NOTES (COST $61,752,903)   61,766,853
                                                                          -----------
<CAPTION>
                                                              % OF NET
SUMMARY                                                        ASSETS
<S>                                                            <C>        <C>        
        TOTAL INVESTMENT PORTFOLIO (COST $379,067,940) (a) .    99.3      378,736,503
        OTHER ASSETS AND LIABILITIES, NET ..................     0.7        2,483,791
                                                               -----      -----------
        NET ASSETS .........................................   100.0      381,220,294
                                                               =====      ===========
</TABLE>

*   Floating rate notes are securities whose interest rates vary with a
    designated market index or market rate, such as the coupon equivalent of the
    U.S. Treasury bill rate. These securities are shown at their rate as of
    March 31, 1996.

(a) At March 31, 1996, the net unrealized depreciation on investments based on
    cost for federal income tax purposes of $379,067,940 was as follows:

<TABLE>
<S>                                                                                <C>
Aggregate gross unrealized appreciation for all investments in which there
is an excess of value over tax cost ........................................       $ 167,983
Aggregate gross unrealized depreciation for all investments in which there
is an excess of tax cost over value ........................................        (499,420)
                                                                                   --------- 
Net unrealized depreciation ................................................       $(331,437)
                                                                                   ========= 
</TABLE>

From November 1, 1994 through September 30, 1995, the Fund incurred
approximately $66,921 of net realized capital losses which the Fund intends to
elect to defer and treat as arising in the fiscal year ended September 30, 1996.

Percentage breakdown of investments is based on total net assets of the Fund.
The total net assets of the Fund are comprised of the Fund's investment
portfolio, other assets and liabilities. The percentage of the investment
portfolio may be greater or less than 100% due to the inclusion of the Fund's
assets and liabilities in the calculation. The Fund's other assets and
liabilities are disclosed in the Statement of Assets and Liabilities.

     The accompanying notes are an integral part of the financial statements

                                       26

<PAGE>
 AARP HIGH QUALITY TAX FREE MONEY FUND

LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
                                                                                       Principal        Credit
                                                                                       Amount ($)     Rating (b)     Value ($)
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                    <C>            <C>            <C>      
MUNICIPAL INVESTMENTS 99.1%
ALASKA
Alaska Housing Finance Corp., General Mortgage Revenue,
  Series 1991-A, Weekly Demand Note, 3.4%, 6/1/26* ..............................      3,000,000        A-1+         3,000,000
ARIZONA                                                                                                          
Apache County, AZ, Industrial Development Authority, Tucson Electric                                           
  Power Co., 1983 Series C, Weekly Demand Note, 3.4%, 12/15/18* .................      1,000,000        A-1+         1,000,000
Maricopa County, AZ, Pollution Control Revenue, Public Service of                                              
  New Mexico, Weekly Demand Note, 3.35%, 11/1/22 * ..............................      4,000,000        A-1+         4,000,000
Pima County, AZ, Industrial Development Authority, Tucson Electric Power Co.:                                  
  Weekly Demand Note, 3.4%, 10/1/22 * ...........................................      3,900,000        A-1          3,900,000
  1982 Series A, Weekly Demand Note, 3.4%, 7/1/22 * .............................      1,000,000        A-1+         1,000,000
Pinal County, AZ, Pollution Control Revenue, Magma Copper, Weekly                                              
  Demand Note, 3.35%, 12/1/11 * .................................................      1,900,000        A-1+         1,900,000
Salt River Agricultural Improvement District, Tax Exempt Commercial                                            
  Paper, 3.25%, 8/9/96 ..........................................................      1,000,000        A-1+         1,000,000
CALIFORNIA                                                                                                       
California School, Cash Reserve Program Authority, 1995 Series A,                                              
  4.75%, 7/3/96 (c) .............................................................      1,000,000        SP1+         1,002,448
California State Revenue Anticipation Warrants, Series C, 5.75%, 4/25/96 ........      4,500,000        SP-1         4,504,454
Fontana, CA, Unified School District, Tax and Revenue Anticipation Note,                                       
  4.5%, 7/5/96 ..................................................................      2,380,000        SP1+         2,382,067
Los Angeles County, CA, Tax and Revenue Anticipation Note, 4.5%, 7/1/96 .........      1,500,000        MIG1         1,502,513
Los Angeles County, CA, Local Educational Agencies Pool, Tax and                                               
  Revenue Anticipation Note, 4.75%, 7/5/96 ......................................      2,000,000        SP1+         2,003,238
South Coast, CA, Local Education Agencies, Pooled Tax and Revenue                                              
  Anticipation Note Program, 5%, 8/14/96 ........................................      1,000,000        SP1+         1,001,762
COLORADO                                                                                                         
Clear Creek County, CO, Colorado Counties Financing Program,                                                   
  Series 1988, Weekly Demand Note, 3.5%, 6/1/98 * ...............................        305,000        A-1+           305,000
Colorado Health Facilities Authority, Composite Issue for Kaiser                                               
  Permanente, 1995 Series A, Weekly Demand Note, 3.4%, 8/1/15 * .................      3,000,000        A-1+         3,000,000
FLORIDA                                                                                                          
Dade County, FL, Industrial Development Authority Revenue, Dolphins                                            
  Stadium Project:                                                                                               
    Series C, Weekly Demand Note, 3.4%, 1/1/16* .................................      1,000,000        A-1+         1,000,000
    Series D, Weekly Demand Note, 3.4%, 1/1/16* .................................      1,300,000        A-1+         1,300,000
Dade County, FL, Water and Sewer System Revenue, Series 1994,                                                  
  Weekly Demand Note, 3.3%, 10/5/22* (c) ........................................      2,300,000        A-1+         2,300,000
Orlando, FL, Waste Water System Revenues, Series 1990 A, Tax Exempt                                            
  Commercial Paper, 3.4%, 9/5/96 ................................................      2,000,000        A-1+         2,000,000
Putnam County, FL, Pollution Control Revenue, Seminole Electric Cooperative                                    
  Finance Corp., 1984 Series H-1, Weekly Demand Note, 3.4%, 3/15/14* ............      4,250,000        A-1+         4,250,000
GEORGIA                                                                                                          
Gordon County, GA, Development Authority Revenue, Sara Lee Corp.                                               
  Project, Series 1989, Weekly Demand Note, 3.45%, 3/1/02* ......................      1,400,000        A-1+         1,400,000
ILLINOIS                                                                                                         
State of Illinois, Revenue Anticipation Certificates, Series 1995, 4.5%, 6/10/96       1,000,000        MIG1         1,002,253
INDIANA                                                                                                          
City of Sullivan, IN, National Rural Utilities Cooperative Finance Corp.,                                      
  Hoosier Energy Rural Electric, Commercial Paper, 3.45%, 9/10/96 ...............      3,000,000        A-1+         3,000,000
</TABLE>

     The accompanying notes are an integral part of the financial statements


                                       27

<PAGE>
 AARP HIGH QUALITY TAX FREE MONEY FUND

<TABLE>
<CAPTION>
                                                                                   Principal        Credit
                                                                                   Amount ($)     Rating (b)     Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                <C>            <C>            <C>      
  Jasper County, IN, Pollution Control Revenue, Northern Indiana Public
          Service, Variable Rate Demand Bond, 3.85%, 6/1/13* ....................    600,000         A-1+           600,000
  IOWA                                                                                                   
  Iowa School Corporation Warrant Certificates, Cash Anticipation Program:                               
          Series B, 4.25%, 1/30/97 (c) ..........................................  1,750,000         SP1+         1,761,970
          Series A, Daily Demand Note, Capital Guaranty Insured, 4.75%, 6/28/96*   1,500,000         SP1+         1,503,123
  West Des Moines, IA, Commercial Development Revenue, Greyhound                                         
          Lines, Weekly Demand Note, 3.35%, 12/1/14* ............................  6,400,000         A-1+         6,400,000
  KENTUCKY                                                                                               
  Kentucky Development Finance Authority, Healthcare System, Appalachian                                 
          Regional Health Care, Series 1991, Weekly Demand Note, 3.45%, 9/1/06* .  7,300,000         MIG1         7,300,000
  MAINE                                                                                                  
  State of Maine, Tax Anticipation Notes, Series 1994, 4.5%, 6/28/96 ............  1,000,000         SP1+         1,001,740
  MARYLAND                                                                                               
  Anne Arundel County, MD, Baltimore Gas and Electric, Tax Exempt                                        
          Commercial Paper, 3.3%, 4/24/96 .......................................  1,000,000         A-1          1,000,000
  Montgomery County, MD, General Obligation, Tax Exempt Commercial Paper,                                                  
          3.2%, 4/11/96 .........................................................  2,000,000         A-1+         2,000,000
  MICHIGAN                                                                                                                 
  Michigan State General Obligation, Unlimited Tax Notes, 4%, 9/30/96 ...........  1,000,000         MIG1         1,004,897
  MINNESOTA                                                                                                                
  Cottage Grove, MN, Minnesota Mining and Manufacturing, Series 1982,                                                      
          Weekly Demand Note, 3.57%, 8/1/12 * ...................................    300,000         A-1+           300,000
  MISSISSIPPI                                                                                                              
  Perry County, MS, Pollution Control Revenue, Leaf River Forest Products,                                                 
          Daily Demand Note, 3.75%, 3/1/02* .....................................    800,000         P1             800,000
  MISSOURI                                                                                                                 
  Missouri State Environmental Improvement and Energy Resource Authority, Union                                            
          Electric Company, 1984 Series A, Optional Put, 4%, 6/1/14 .............  2,000,000         A-1+         2,000,000
  NEVADA                                                                                                                   
  Clark County, NV, Airport System, McCarran International Airport, Series A,                                              
          Weekly Demand Note, 3.3%, 7/1/12* (c) .................................  3,000,000         A-1          3,000,000
  NEW HAMPSHIRE                                                                                                            
  New Hampshire Business Finance Authority, Connecticut Light & Power,                                                     
          Weekly Demand Note, 3.35%, 12/1/22* ...................................  1,700,000         A-1+         1,700,000
  NEW YORK                                                                                                                 
  New York City, NY, Revenue Anticipation Note, 4.5%, 4/11/96 ...................  2,000,000         MIG1         2,000,342
  PENNSYLVANIA                                                                                                    
  Allegheny County, PA, General Obligation, Tender Option Bond,
          Weekly Coupon Reset, Series C38, 3.4%, 9/1/04* (c) ....................  1,000,000         MIG1         1,000,000
  Emmaus, PA, General Authority, Local Government Revenue Bond Pool Program:
          1989 Series E, Weekly Demand Note, 3.45%, 3/1/24* .....................  1,800,000         A-1          1,800,000
          1989 Series E-6, Weekly Demand Note, 3.4%, 3/1/24* ....................  2,000,000         A-1+         2,000,000
          1989 Series E-8, Weekly Demand Note, 3.4%, 3/1/24* ....................  1,200,000         A-1+         1,200,000
          1989 Series G, Weekly Demand Note, 3.4%, 3/1/24* ......................    200,000         A-1+           200,000
  Pennsylvania Higher Education Facilities Authority, Temple University,
          Series 1995, 5%, 5/22/96 ..............................................  2,000,000         SP1+         2,001,870
  TENNESSEE
  Franklin, TN, Industrial Development Revenue, Franklin Oaks Apartments,
          Weekly Demand Note, 3.3%, 12/1/07* ....................................  5,000,000         MIG1         5,000,000
  </TABLE>

     The accompanying notes are an integral part of the financial statements

                                       28

<PAGE>
<TABLE>
<CAPTION>
                                                                               Principal        Credit
                                                                               Amount ($)     Rating (b)      Value ($)
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                                            <C>            <C>           <C>      
  TEXAS
  Lone Star, TX, Airport Improvement Authority, 1995 Series A-3,
          Daily Demand Note, 3.8%, 12/1/14* ................................     200,000         MIG1           200,000
  Port Development Corp., TX, Marine Terminal Refunding Revenue, Stolt                                      
          Terminals, Series 1989, Weekly Demand Note, 3.3%, 1/15/14* .......   2,500,000         A-1+         2,500,000
  San Antonio, TX, Electric and Gas, City Public Services, Series 1995 A,                                   
          Tax Exempt Commercial Paper, 3.05%, 10/25/96 .....................   1,500,000         A-1+         1,500,000
  San Antonio, TX, Water System Revenue, Series 1995, Tax Exempt                                            
          Commercial Paper, 3.4%, 8/22/96 ..................................   1,000,000         A-1+         1,000,000
  State of Texas, Tax and Revenue Anticipation Notes, 4.75%, 8/30/96 .......   2,800,000         SP1+         2,808,302
  State of Texas, General Obligation, Veterans Housing Assistance                                           
          Refunding Bonds, Series 1995, Weekly Demand Note, 3.3%, 12/1/16* .   1,500,000         A-1+         1,500,000
  WASHINGTON                                                                                                
  Seattle, WA, Municipal Light & Power, Series 1993, Weekly Demand Note,                                    
          3.3%, 11/1/18* ...................................................   1,900,000         A-1+         1,900,000
  Washington General Obligation, Various Purpose, Series B-2, Topstar                                       
          Custodial Receipts, Weekly Demand Note, 3.4%, 8/1/02* ............   2,100,000         A-1+         2,100,000
  Washington Healthcare Facilities Authority, Yakima Valley Memorial                                        
          Hospital Association, Series 1996, 3.6%, 12/1/96 .................     800,000         AAA            800,000
  Washington Public Power Supply Authority, Projects #1 & #3,                                               
          Series 1993, Weekly Demand Note, 3.200%, 7/1/18* .................   1,995,000         A-1+         1,995,000
  Washington Public Power Supply System, Nuclear Project #1, Series 1993B,                                  
          4.1%, 7/1/96 .....................................................   1,225,000         AA           1,226,900
  WISCONSIN                                                                                                 
  Milwaukee, WI, Promissory Notes, General Obligation, Series 1996 B-6,                                     
          3.8%, 2/15/97 ....................................................   1,495,000         AA           1,503,281
  WYOMING                                                                                                   
  Sweetwater County, WY, Pollution Control Revenue Refunding, Pacificorp                                    
          Project, 1990 Series A, Weekly Demand Note, 3.4%, 7/1/15* ........   2,000,000         MIG1         2,000,000
                                                                                                            -----------
  TOTAL MUNICIPAL INVESTMENTS (COST $114,361,160)                                                           114,361,160
                                                                                                            -----------


                                                                                               % OF NET
SUMMARY                                                                                         ASSETS

        TOTAL INVESTMENT PORTFOLIO (COST $114,361,160) (a)..................                      99.1      114,361,160
        OTHER ASSETS AND LIABILITIES, NET...................................                       0.9        1,004,087
                                                                                                 -----      -----------
        NET ASSETS..........................................................                     100.0      115,365,247
                                                                                                 =====      ===========
</TABLE>

*   Floating rate demand notes are securities whose interest rates vary with a
    designated market index or market rate, such as the coupon-equivalent of the
    U.S. Treasury bill rate. Variable rate demand notes are securities whose
    interest rates are reset periodically at levels that are generally
    comparable to tax-exempt commercial paper. These securities are payable on
    demand within seven calendar days and normally incorporate an irrevocable
    letter of credit or line of credit from a major bank. Since these securities
    are payable on demand, they are valued at 100% of their principal.

(a) At March 31, 1996, the net unrealized depreciation on investments based on
    cost for federal income tax purposes of $114,570,635 was as follows:

    Aggregate gross unrealized depreciation for all investments in
    which there is an excess of tax cost over value.................. $(209,475)
                                                                      =========

(b) All of the securities held have been determined to be of appropriate credit
    quality as required by the Fund's investment objectives. Credit ratings
    shown are either Standard & Poor's Ratings Group, Moody's Investors Service,
    Inc. or Fitch Investors Service, Inc. Unrated securities (NR) and securities
    rated by Scudder (SS&C) have been determined to be of comparable quality to
    rated eligible securities.

(c) Bond is insured by one of these companies: AMBAC, FGIC, FSA, or MBIA.

     The accompanying notes are an integral part of the financial statements

                                       29

<PAGE>
 AARP HIGH QUALITY TAX FREE MONEY FUND


At September 30, 1995, and to the extent provided in regulations, the Fund had
capital loss carryforwards of approximately $1,221,584 of which $618,345 expires
September 30, 1996, $170,432 expires September 30, 1997, $19,559 expires
September 30, 1999, $323,801 expires September 30, 2000, $401 expires September
30, 2001, $89,046 expires September 30, 2003. In addition, from November 1, 1994
through September 30, 1995, the Fund incurred approximately $5,140 of net
realized capital losses which the Fund intends to elect to defer and treat as
arising in the fiscal year ended September 30, 1996.

Percentage breakdown of investments is based on total net assets of the Fund.
The total net assets of the Fund are comprised of the Fund's investment
portfolio, other assets and liabilities. The percentage of the investment
portfolio may be greater or less than 100% due to the inclusion of the Fund's
assets and liabilities in the calculation. The Fund's other assets and
liabilities are disclosed in the Statement of Assets and Liabilities.

     The accompanying notes are an integral part of the financial statements

                                       30

<PAGE>
 AARP FNMA AND U.S. TREASURY FUND
 
LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
Principal                                                                    Market
Amount ($)                                                                  Value ($)
- ---------------------------------------------------------------------------------------
<S>                                                                       <C>       
REPURCHASE AGREEMENTS 0.7%

     34,918,000  Repurchase Agreement with State Street Bank and Trust
                   Company dated 3/29/96 at 5.15% to be repurchased at
                   $34,932,986 on 4/1/96, collateralized by a
                   $36,070,000 U.S. Treasury Bill, 6/27/96,
                   (COST $34,918,000) ..................................     34,918,000
                                                                          -------------
U.S. TREASURY OBLIGATIONS 29.1%

    150,000,000   U.S. Treasury Note, 6.875%, 10/31/96 .................    151,266,000
    150,000,000   U.S. Treasury Note, 4.75%, 2/15/97 ...................    149,086,500
    300,000,000   U.S. Treasury Note, 6.625%, 3/31/97 ..................    303,186,000
    200,000,000   U.S. Treasury Note, 5.625%, 8/31/97 ..................    199,844,000
    175,000,000   U.S. Treasury Note, 6.125%, 5/15/98 ..................    176,011,500
    268,000,000   U.S. Treasury Note, 5%, 1/31/99 ......................    261,592,120
    250,000,000   U.S. Treasury Note, 5.5%, 2/28/99 ....................    247,147,500
                                                                          -------------
                  TOTAL U.S. TREASURY OBLIGATIONS (COST $1,494,088,360)   1,488,133,620
                                                                          -------------

GOVERNMENT NATIONAL MORTGAGE ASSOCIATION* 69.6%

    833,316,460   6.50% with various maturities to 10/15/25 ............    789,350,265
  1,050,515,001   7.00% with various maturities to 11/15/25 ............  1,023,565,759
     60,437,329   7.50% with various maturities to 9/15/22 .............     60,635,951
    202,582,589   8.00% with various maturities to 7/15/24 .............    207,461,859
    223,648,091   8.50% with various maturities to 9/15/22 .............    234,543,672
    504,383,170   9.00% with various maturities to 11/15/25 ............    538,712,558
    344,392,434   9.50% with various maturities to 9/15/24 .............    373,695,815
    259,222,839   10.00% with various maturities to 3/15/25 ............    286,565,357
        208,493   10.25% with various maturities to 12/15/98 ...........        217,222
     22,645,727   10.50% with various maturities to 1/20/21 ............     24,870,958
      5,060,232   11.50% with various maturities to 2/15/16 ............      5,727,254
      9,268,659   12.00% with various maturities to 9/15/15 ............     10,640,209
       6,972,43   12.50% with various maturities to 8/15/15 ............      8,107,983
      1,781,662   13.00% with various maturities to 11/15/15 ...........      2,091,809
      1,002,780   13.50% with various maturities to 12/15/14 ...........      1,193,148
        336,216   14.00% with various maturities to 11/15/14 ...........        406,236
         96,312   14.50% with various maturities to 10/15/14 ...........        116,867
        255,549   15.00% with various maturities to 10/15/12 ...........        309,007
        325,676   16.00% with various maturities to 2/15/12 ............        383,991
                                                                          -------------
                  TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION
                    (COST $3,549,159,375) ..............................  3,568,595,920
                                                                          -------------

<CAPTION>
                                                              % OF NET     
SUMMARY                                                        ASSETS     
<S>                                                           <C>         <C>          
        TOTAL INVESTMENT PORTFOLIO (COST $5,078,165,735)(a)     99.4      5,091,647,540
        OTHER ASSETS AND LIABILITIES, NET ..................     0.6         29,432,387
                                                               -----      -------------
        NET ASSETS .........................................   100.0      5,121,079,927
                                                               =====      =============
</TABLE>
                                                                      
     The accompanying notes are an integral part of the financial statements

                                       31

<PAGE>
 AARP FNMA AND U.S. TREASURY FUND
 
*   Effective maturities will be shorter due to amortization and prepayments.

(a) At March 31, 1996, the net unrealized appreciation on investments based on
    cost for federal income tax purposes of $5,078,165,735 was as follows:

<TABLE>
<S>                                                                       <C>          
    Aggregate gross unrealized appreciation for all
    investments in which there is an excess of value over
    tax cost .........................................................    $  57,942,542
    Aggregate gross unrealized depreciation for all
    investments in which there is an excess of tax cost over
    value ............................................................      (44,460,737)
                                                                          -------------
    Net unrealized appreciation ......................................    $  13,481,805
                                                                          =============
</TABLE>

Purchases and sales of investment securities, all of which were U.S. Government
obligations and U.S. Government Agencies (excluding short-term investments), for
six months ended March 31, 1996, aggregated $1,829,665,187 and $1,445,069,328,
respectively.

At September 30, 1995, and to the extent provided in regulations, the Fund had
capital loss carryforwards of approximately $348,540,975 all of which expires
September 30, 2003. In addition, from November 1, 1994 through September 30,
1995, the Fund incurred approximately $10,756,284 of net realized capital losses
which the Fund intends to elect to defer and treat as arising in the fiscal year
ended September 30, 1996.

Percentage breakdown of investments is based on total net assets of the Fund.
The total net assets of the Fund are comprised of the Fund's investment
portfolio, other assets and liabilities. The percentage of the investment
portfolio may be greater or less than 100% due to the inclusion of the Fund's
assets and liabilities in the calculation. The Fund's other assets and
liabilities are disclosed in the Statement of Assets and Liabilities.

     The accompanying notes are an integral part of the financial statements

                                       32

<PAGE>
 AARP HIGH QUALITY BOND FUND

LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
Principal                                                                        Market
Amount ($)                                                                      Value ($)
- -----------------------------------------------------------------------------------------
<S>                                                                           <C>       
COMMERCIAL PAPER 17.0%

  26,211,795   American Express Credit Corp., 5.4%, 4/1/96 .................   26,211,795
  26,211,795   Associates Corp. of North America, 5.4%, 4/1/96 .............   26,211,795
  11,496,413   Ford Motor Credit Co., 5.38%, 4/1/96 ........................   11,496,413
  26,210,795   Household Finance Corp., 5.4%, 4/1/96 .......................   26,210,795
                                                                              -----------
               TOTAL COMMERCIAL PAPER (COST $90,130,797) ...................   90,130,798
                                                                              -----------

U.S. TREASURY OBLIGATIONS 28.3%

  30,000,000   U.S. Treasury Note, 6.75%, 5/31/99 ..........................   30,646,800
  25,000,000   U.S. Treasury Note, 6.875%, 7/31/99 .........................   25,652,250
  25,000,000   U.S. Treasury Note, 6.875%, 8/31/99 .........................   25,656,250
  22,500,000   U.S. Treasury Note, 6.375%, 1/15/00 .........................   22,770,675
  15,000,000   U.S. Treasury Note, 6.25%, 5/31/00 ..........................   15,093,750
  30,000,000   U.S. Treasury Note, 6.125%, 7/31/00 .........................   30,018,600
                                                                              -----------
               TOTAL U.S. TREASURY OBLIGATIONS (COST $152,054,689) .........  149,838,325
                                                                              -----------

U.S. GOVERNMENT AGENCY PASS-THRUS* 31.8%

  24,480,503   Federal Home Loan Mortgage Corp., 6.5%, 1/1/26 ..............   23,271,656
   7,493,821   Federal National Mortgage Association, 8%, 5/1/07 ...........    7,725,605
  10,484,618   Federal National Mortgage Association, 8.5%, 11/1/09 ........   10,939,965
  19,645,281   Federal National Mortgage Association, 6.5%, 2/1/24 .........   18,650,640
  30,000,000   Federal National Mortgage Association, 7%, 3/1/24 ...........   29,231,100
   6,914,076   Federal National Mortgage Association, 6.5%, 10/1/25 ........    6,564,016
  29,460,695   Federal National Mortgage Association, 6.5%, 11/1/25 ........   27,969,100
  40,956,071   Government National Mortgage Association, 9%, 2/15/21 .......   43,724,702
                                                                              -----------
               TOTAL U.S. GOVERNMENT AGENCY PASS-THRUS (COST $168,783,903) .  168,076,784
                                                                              -----------

FOREIGN BONDS - U.S.$ DENOMINATED 5.4%

  15,000,000   Abbey National PLC, Global Medium Term Note, 6.69%, 10/17/05    14,625,000
  15,000,000   Province of Ontario, Global Medium Term Note, 6%, 2/21/06 ...   14,061,150
                                                                              -----------
               TOTAL FOREIGN BONDS - U.S.$ DENOMINATED (COST $29,928,700) ..   28,686,150
                                                                              -----------

ASSET BACKED 0.9%

MANUFACTURED HOUSING
   4,500,000   Merrill Lynch Mortgage Investors Inc., "B", Series 1991-D,
               9.85%, 7/15/11 (COST $4,459,219) ............................    4,723,560
                                                                              -----------
CORPORATE BONDS 20.3%

CONSUMER STAPLES 3.2%
  15,000,000   Coca Cola Enterprises, Inc., 8.5%, 2/1/22 ...................   16,720,650
                                                                              -----------
FINANCIAL 4.1%
   1,500,000   American Express Credit Corp., 11.625%, 12/12/00 ............    1,657,500
  20,000,000   Fleet Financial Group Inc., 6%, 10/26/98 ....................   19,923,600
                                                                              -----------
                                                                               21,581,100
                                                                              -----------
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       33

<PAGE>
 AARP HIGH QUALITY BOND FUND

<TABLE>
<CAPTION>
Principal                                                                     Market
Amount ($)                                                                   Value ($)
- -----------------------------------------------------------------------------------------
<S>                                                                         <C>       
MANUFACTURING 2.4%
  10,000,000   ARCO Chemical Co., 9.8%, 2/1/20 ...........................   12,470,700
                                                                            -----------
TECHNOLOGY 2.6%
  15,000,000   International Business Machines Corp., 7%, 10/30/45 .......   13,979,400
                                                                            -----------
ENERGY 6.3%
  15,000,000   Atlantic Richfield Co., 9.125%, 8/1/31 ....................   17,944,950
  15,000,000   Norsk Hydro AS, 7.75%, 6/15/23 ............................   15,368,550
                                                                            -----------
                                                                             33,313,500
                                                                            -----------
UTILITIES 1.7%
  10,000,000   Public Service Electric & Gas Co., 1st Refunding Mortgage,
               6.25%, 1/1/07 .............................................    9,314,400
                                                                            -----------
               TOTAL CORPORATE BONDS (COST $107,123,958) .................  107,379,750
                                                                            -----------

<CAPTION>
                                                              % OF NET 
SUMMARY                                                        ASSETS
<S>                                                             <C>         <C>        
        TOTAL INVESTMENT PORTFOLIO (COST $552,481,266) (a) ..   103.7       548,835,367
        OTHER ASSETS AND LIABILITIES, NET ...................    (3.7)      (19,717,984)
                                                                -----       -----------
        NET ASSETS ..........................................   100.0       529,117,383
                                                                =====       ===========
<FN>

*   Effective maturities will be shorter due to amortization
    and prepayments.

(a) At March 31, 1996, the net unrealized depreciation on
    investments based on cost for federal income tax
    purposes of $552,481,266 was as follows:

    Aggregate gross unrealized appreciation for all
    investments in which there is an excess of value over
    tax cost ...........................................................   $  2,932,523

    Aggregate gross unrealized depreciation for all
    investments in which there is an excess of tax cost over
    value ..............................................................     (6,578,422)
                                                                           ------------
    Net unrealized depreciation ........................................   $ (3,645,899)
                                                                           ============
    The aggregate face value of futures contracts opened and closed during the
    six months ended March 31, 1996 was $1,340,675,474 and $1,340,675,474,
    respectively.

    For the six months ended March 31, 1996, purchases and sales of investment
    securities (excluding short-term investments) aggregated $74,533,500 and
    $53,358,630, respectively. Purchases and sales of U.S. Government
    obligations and U.S. Government Agencies aggregated $415,460,419 and
    $443,696,208, respectively.

    At September 30, 1995, and to the extent provided in regulations, the Fund
    had capital loss carryforwards of approximately $8,691,826 which expires
    September 30, 2003. In addition, from November 1, 1994 through September 30,
    1995, the Fund incurred approximately $1,533,583 of net realized capital
    losses which the Fund intends to elect to defer and treat as arising in the
    fiscal year ended September 30, 1996.

    Percentage breakdown of investments is based on total net assets of the
    Fund. The total net assets of the Fund are comprised of the Fund's
    investment portfolio, other assets and liabilities. The percentage of the
    investment portfolio may be greater or less than 100% due to the inclusion
    of the Fund's assets and liabilities in the calculation. The Fund's other
    assets and liabilities are disclosed in the Statement of Assets and
    Liabilities.

</FN>
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       34

<PAGE>
 AARP INSURED TAX FREE GENERAL BOND FUND

LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
                                                                                  Principal      Credit         Market
                                                                                  Amount ($)    Rating (b)    Value ($)
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>             <C>        <C>      
SHORT-TERM MUNICIPAL INVESTMENTS (Under 1 year) - 6.2%

  ALABAMA
  Phenix City, AL, Industrial Development Bond, Mead Coated Board Project,
          Daily Demand Note, 3.85%, 10/1/25* .................................     2,100,000      A-1         2,100,000
  CALIFORNIA                                                                                                
  State of California Revenue Anticipation Warrants:                                                        
          Series C, 5.75%, 4/25/96 ...........................................    15,000,000      SP-1       15,019,800
          Series D, 6.5%, 4/25/96 ............................................     5,000,000      SP-2        5,005,900
  Irvine, CA, Improvement Bond, Assessment District 89-10, Daily                                            
          Demand Bond, 3.5%, 9/2/15* .........................................       100,000      MIG-1         100,000
  DELAWARE                                                                                                  
  Wilmington DE, Hospital Revenue, Franciscan Health System, Series B,                                      
          Daily Demand Note, 3.8%, 7/1/11* ...................................       400,000      A-1+          400,000
  DISTRICT OF COLUMBIA                                                                                      
  District of Columbia, General Obligation, Refunding Bonds:                                                
          Series A-2, Daily Demand Note, 3.85%, 10/1/07* .....................       100,000      MIG-1         100,000
          Series A-6, Daily Demand Note, 3.85%, 10/1/07* .....................       400,000      MIG-1         400,000
  FLORIDA                                                                                                   
  Halifax Hospital Medical Center, FL, Hospital Revenue, Auction Reset                                      
          Security, Series A, 3.9%, 10/1/19 (c) ..............................    10,000,000      AAA        10,000,000
  ILLINOIS                                                                                                  
  Illinois Educational Facilities Authority, University Pooled Finance Program,                             
          Weekly Demand Note, 4.35%, 12/1/05* (c) ............................     9,325,000      MIG-1       9,325,000
  Illinois Health Facilities Authority Rush Presbyterian, Series 1989 A, Tax                                
          Exempt Commercial Paper, 3.1%, 4/8/96 ..............................     1,100,000      A-1+        1,100,000
  KANSAS                                                                                                    
  Burlington, KS, Environmental Improvement Revenue, Kansas City                                            
          Power & Light, Series B, Municipal Auction Security, 3.47%, 12/1/23      5,000,000      A           5,000,000
  LOUISIANA                                                                                                 
  Louisiana Public Facilities Authority, Industrial Development Authority,                                  
          Daily Demand Note, 3.85%, 12/1/15* .................................       400,000      P-1           400,000
  Louisiana Recovery District, Sales Tax Revenue Bonds, Series 1988,                                        
          Daily Demand Note, 3.8%, 7/1/97* (c) ...............................     2,200,000      MIG-1       2,200,000
  MASSACHUSETTS                                                                                             
  Commonwealth of Massachusetts, General Obligation, Dedicated Income Tax:                                  
          Series B, Daily Demand Note, 3.5%, 12/1/97* ........................     1,300,000      MIG-1       1,300,000
          Series E, Daily Demand Note, 3.5%, 12/1/97* ........................       300,000      MIG-1         300,000
  MICHIGAN                                                                                                  
  Michigan State Strategic Funds, Pollution Control Revenue:                                                
          Consumers Power Company, Series 1988 A, Daily Demand Note,                                        
            3.7%, 4/15/18* ...................................................       300,000      P-1           300,000
          Detroit Edison, Daily Demand Note, 3.65%, 9/1/30* ..................     6,100,000      A-1+        6,100,000
  MINNESOTA                                                                                                 
  Regents of the University of Minnesota, Series 1996 A, Tax Exempt                                         
          Commercial Paper, 3.15%, 4/4/96 ....................................     1,000,000      A-1+          999,980
  MISSISSIPPI                                                                                               
  Jackson County, MI, Chevron USA Project, Pollution Control Revenue Bonds,                                 
          Daily Demand Notes, 3.7%, 12/1/16* .................................       600,000      MIG-1         600,000
  NEW YORK                                                                                                  
  New York City, NY, Municipal Water Finance Authority:                                                     
          Series C, Daily Demand Note, 3.8%, 6/15/23* (c) ....................    10,200,000      AAA        10,200,000
          Series 4, Tax Exempt Commercial Paper, 3.35%, 5/3/96 ...............     3,400,000      AA-2        3,400,000
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       35

<PAGE>
 AARP INSURED TAX FREE GENERAL BOND FUND


<TABLE>
<CAPTION>
                                                                                  Principal      Credit         Market
                                                                                  Amount ($)    Rating (b)    Value ($)
- -----------------------------------------------------------------------------------------------------------------------
<S>                                                                                <C>            <C>        <C>      
          Series 1994 G, Variable Rate Demand Note, 3.7%, 6/15/24* (c) .........    3,500,000     MIG-1        3,500,000
  New York City, NY, General Obligation, Series A-4, Daily Demand Note,                                
          3.85%, 8/1/22* .......................................................      800,000     P-1            800,000
  New York State Energy Research and Development, Brooklyn Union Gas,                                  
          Select Auction Variable Rate Securities, Series 1993, 3.45%, 4/1/20 ..   10,000,000     A           10,000,000
  TENNESSEE                                                                                            
  Clarksville, TN, Public Building Authority, Pooled Financing Revenue,                                
          Series 1990, Weekly Demand Note, 3.05%, 12/1/00* (c) .................    1,100,000     AAA          1,100,000
  Metropolitan Nashville Airport Authority, TN, Special Facilities Authority,                          
          Daily Demand Note, 3.8%, 10/1/12* ....................................      500,000     A-1+           500,000
  TEXAS                                                                                                
  Brazos, TX, Harbor Industrial Development Corporation, Dow Chemical Co.,                             
          Tax Exempt Commercial Paper, 3.15%, 5/8/96 ...........................    3,500,000     P-1          3,500,000
  Grapevine, TX, Industrial Development Authority Corp.:                                               
          Series A1, Daily Demand Notes, 3.8%, 12/1/24* ........................      100,000     P-1            100,000
          Series B1, Daily Demand Notes, 3.8%, 12/1/24* ........................      400,000     P-1            400,000
  Lone Star, TX, Airport Improvement Authority, Series 1984 B1, Daily                                  
          Demand Bond, 3.8%, 12/1/14* ..........................................      600,000     MIG-1          600,000
  Texas Tax and Revenue Anticipation Notes, 4.75%, 8/30/96 .....................    8,000,000     SP-1+        8,042,880
  VIRGINIA                                                                                             
  Henrico County, VA, Industrial Development Authority, Health Facility,                               
          Hermitage Project, Daily Demand Note, 3.85%, 5/1/24* .................      200,000     MIG-1          200,000
  Peninsula Port Authority of Virginia, Shell Oil, Daily Demand Note,                                  
          3.75%, 12/1/05* ......................................................      400,000     AAA            400,000
  WASHINGTON                                                                                           
  Washington Health Care Facilities Authority, Fred Hutchinson Cancer                                  
          Research Center, Series A, Daily Demand Note, 3.85%, 1/1/18* .........      575,000     MIG-1          575,000
  WYOMING                                                                                              
  Lincoln County, WY, Pollution Control Revenue, Exxon Project:                                        
          Series 1984 A, Daily Demand Note, 3.8%, 11/1/14* .....................      500,000     A-1+           500,000
          Series 1984 B, Daily Demand Note, 3.8%, 11/1/14* .....................    1,000,000     A-1+         1,000,000
          Daily Demand Note, 3.8%, 8/1/15* .....................................      700,000     A-1+           700,000
  Sweetwater County, WY, Pollution Control Revenue, PACIFICORP                                         
          Project, Series 1984, Daily Demand Note, 3.7%, 12/1/14* ..............      700,000     A-1+           700,000
  Uinta County, WY, Pollution Control Revenue, Chevron U.S.A. Project,                                 
          Daily Demand Note, Series 1993, 3.7%, 8/15/20* .......................    3,100,000     P-1          3,100,000
                                                                                                             -----------          
  Total Short-Term Municipal Investments (COST $110,031,433) ...................                             110,068,560          
                                                                                                             -----------          
                                                                                                       
  LONG-TERM MUNICIPAL INVESTMENTS (Over 1 year) - 93.4%                                                
                                                                                                       
  ALASKA                                                                                               
  Alaska State Housing Finance Corp., Veterans Mortgage Project,                                       
          GNMA Collateralized, Series F, 8.1%, 9/1/20 ..........................    6,050,000     AAA          6,350,080
  Anchorage, AK, Electric Utility Revenue, Senior Lien, 6.5%, 12/1/07 (c) ......    2,620,000     AAA          2,927,169
  North Slope Borough, AK, General Obligation:                                                         
          Capital Appreciation, Series A, Zero Coupon, 6/30/06 (c) .............    4,000,000     AAA          2,323,280
          Capital Appreciation, Series B, Zero Coupon, 6/30/04 (c) .............   15,500,000     AAA         10,090,035
          Capital Appreciation, Series B, Zero Coupon, 6/30/05 (c) .............   25,600,000     AAA         15,678,208
          Series B, Zero Coupon, 1/1/03 (c) ....................................   16,000,000     AAA         11,483,840
  ARIZONA                                                                                              
  Arizona Municipal Finance Program, Certificate of Participation, Series 25,                          
          7.875%, 8/1/14 (c) ...................................................    3,500,000     AAA          4,485,565
  Maricopa County, AZ:                                                                                 
          School District #28, Kyrene Elementary, Series B, Zero Coupon, 1/1/04                        
            (c) ................................................................    6,000,000     AAA          4,084,680
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       36

<PAGE>
<TABLE>
<CAPTION>
                                                                                     Principal      Credit         Market
                                                                                     Amount ($)    Rating (b)    Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>             <C>       <C>      
          School District #6, Washington Elementary, Series B, 4.1%, 7/1/13 (c) ...   2,950,000      AAA        2,440,801
          School District #41, Gilbert School, Capital Appreciation Refunding,                                
                  Zero Coupon, 1/1/05 (c) .........................................   5,280,000      AAA        3,391,555
          Unified School District #68, Alhambra Elementary, Zero Coupon:                                      
                  7/1/03 (c) ......................................................   2,860,000      AAA        1,995,880
                  7/1/04 (c) ......................................................   2,860,000      AAA        1,884,111
                  7/1/05 (c) ......................................................   2,850,000      AAA        1,768,938
  Scottsdale, AZ, Industrial Development Authority, Scottsdale Memorial Hospital,                             
          8.5%, 9/1/17 (c) ........................................................   1,050,000      AAA        1,127,039
  CALIFORNIA                                                                                                  
  Alameda County, CA, Certificate of Participation, Santa Rita Jail Project,                                  
          5.375%, 6/1/09 (c) ......................................................  10,415,000      AAA       10,351,052
  Banning, CA, Wastewater, Certificate of Participation:                                                      
          8%, 1/1/19 (c) ..........................................................     960,000      AAA        1,239,418
          8%, 1/1/19 (c) ..........................................................   1,080,000      AAA        1,394,345
  California Housing Finance Agency Revenue:                                                                  
          5.3%, 8/1/14 (c) ........................................................   4,000,000      AAA        3,930,200
          5.7%, 8/1/16 (c) ........................................................   7,210,000      AAA        7,048,208
  California State Department of Water Resources, Central Valley Project,                                     
          Series M, 4.9%, 12/1/09 (c) .............................................   4,485,000      AAA        4,227,561
  California State Public Works Board, Lease Revenue:                                                         
          Department of Corrections:                                                                          
                  Del Norte/Imperial, Series 1993 C, 5%, 12/1/07 (c) ..............   6,000,000      AAA        5,900,700
                  Series A, 5.25%, 12/1/07 (c) ....................................   9,000,000      AAA        8,991,540
                  Series A, 5.25%, 12/1/08 (c) ....................................   3,000,000      AAA        2,983,320
          Secretary of State, Series A, 6.3%, 12/1/06 (c) .........................   8,095,000      AAA        8,914,214
  California Statewide Communities Development Corporation,                                                   
          Certificate of Participation, Children's Hospital, 5%, 6/1/06 (c) .......   2,035,000      AAA        2,010,926
  Escondido, CA, Joint Powers Financing Authority, Lease Revenue, Capital                                     
          Appreciation, Center for the Arts Projects, Zero Coupon, 9/1/05 (c) .....   3,255,000      AAA        1,981,091
  Irvine Ranch, CA, Water District, Joint Powers Agency, 7.875%, 2/15/23 ..........   3,000,000      A          3,159,660
  Los Angeles County, CA, Capital Asset Leasing, 6%, 12/1/06 (c) ..................   9,000,000      AAA        9,690,300
  Los Angeles County, CA, Convention & Exhibition Center Authority:                                           
          Certificate of Participation, Zero Coupon, 8/15/02 (c) ..................   5,000,000      AAA        3,640,000
          Certificate of Participation, Zero Coupon, 8/15/03 (c) ..................   6,270,000      AAA        4,311,754
  Los Angeles County, CA, Public Works Finance Authority, Lease                                               
          Revenue, Multiple Projects IV, 4.75%, 12/1/10 (c) .......................  11,140,000      AAA       10,158,566
  Madera County, CA, Certificates of Participation, Valley Children's                                         
          Hospital Project, Series 1995, 6.5%, 3/15/10 (c) ........................   2,840,000      AAA        3,102,558
  Oakland, CA, Redevelopment Agency, Tax Allocation, 6%, 2/1/07 (c) ...............   2,000,000      AAA        2,137,980
  Palomar Pomerado, CA, Health Systems, Series B, Zero Coupon, 11/1/02 (c) ........   3,080,000      AAA        2,233,092
  Riverside, CA, Transportation Commission, Sales Tax Revenue:                                                
          Series A, 5.7%, 6/1/06 (c) ..............................................   5,400,000      AAA        5,649,858
          Series A, 5.75%, 6/1/07 (c) .............................................   3,000,000      AAA        3,140,850
  San Diego County, CA, Regional Transportation, Community Sales Tax Revenue,                                 
          Series A, 5.25%, 4/1/07 (c) .............................................   2,500,000      AAA        2,497,925
  San Diego Water Authority, CA, Certificate of Participation:                                                
          5.632%, 4/25/07 (c) .....................................................   6,300,000      AAA        6,472,053
          5.681%, 4/22/09 (c) .....................................................   4,500,000      AAA        4,574,565
  San Francisco, CA, Bay Area Rapid Transit District, Sales Tax Revenue Refunding,                            
          6.75%, 7/1/10 (c) .......................................................   2,000,000      AAA        2,274,420
  San Joaquin, CA, Certificate of Participation, County Public Facilities Project,                            
          5.5%, 11/15/13 (c) ......................................................   2,000,000      AAA        1,962,260
  State of California General, General Obligation, 6.4%, 2/1/06 (c) ...............   4,500,000      AAA        4,962,465
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       37

<PAGE>
 AARP INSURED TAX FREE GENERAL BOND FUND
<TABLE>
<CAPTION>
                                                                                     Principal      Credit         Market
                                                                                     Amount ($)    Rating (b)    Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>             <C>        <C>      
  Sweetwater, CA, Water Revenue, 5.25%, 4/1/10 (c) ...............................   13,240,000       AAA       12,944,880
  Three Valleys Municipal Water District, Certificates of Participation,                                      
          5%, 11/1/14 (c) ........................................................    3,000,000       AAA        2,725,830
  Whittier, CA, Presbyterian Intercommunity Hospital, Health Facilities Revenue,                              
          6.25%, 6/1/08 (c) ......................................................    1,780,000       AAA        1,940,129
  COLORADO                                                                                                    
  Castle Rock Ranch, CO, Public Facilities Revenue, Series 1996:                                              
          6.3%, 12/1/07 ..........................................................    3,115,000       AA         3,258,913
          6.4%, 12/1/08 ..........................................................    3,310,000       AA         3,470,998
          6.375%, 12/1/11 ........................................................    2,000,000       AA         2,040,600
  DISTRICT OF COLUMBIA                                                                                        
  District of Columbia, General Obligation:                                                                   
          Series A1, 6.5%, 6/1/10 (c) ............................................    2,270,000       AAA        2,526,828
          Refunding, 1993 Series B, 5.875%, 6/1/05 (c) ...........................    4,750,000       AAA        4,931,973
          Series A, Prerefunded 6/1/99 at 102, 7.5%, 6/1/09 (c)*** ...............    5,000,000       AAA        5,556,700
          Series B, Zero Coupon, 6/1/00 (c) ......................................    3,500,000       AAA        2,863,385
          Series B, 6.125%, 6/1/03 (c) ...........................................    4,000,000       AAA        4,233,520
          Series B, 5.4%, 6/1/06 (c) .............................................   18,905,000       AAA       18,801,212
          Series B, 5.4%, 6/1/06 (c) .............................................   10,000,000       AAA        9,945,100
          Series B, 5.5%, 6/1/07 (c) .............................................   25,000,000       AAA       24,936,000
          Series B, 5.5%, 6/1/08 (c) .............................................   21,300,000       AAA       21,111,921
          Series B, 5.5%, 6/1/09 (c) .............................................   15,150,000       AAA       14,953,353
          Series B, 5.5%, 6/1/09 (c) .............................................    2,840,000       AAA        2,803,137
          Series B, 5.5%, 6/1/10 (c) .............................................   15,590,000       AAA       15,258,713
          Series B, 5.5%, 6/1/12 (c) .............................................    1,050,000       AAA        1,011,812
  District of Columbia, Georgetown University, 7.1%, 4/1/12 ......................    3,000,000       A          3,209,880
  FLORIDA                                                                                                     
  Florida Department of Environmental Preservation, Series A, 4.75%, 7/1/12 ......   10,000,000       AAA        8,913,200
  Florida Municipal Power Agency, Stanton II Project, 4.5%, 10/1/16 ..............    4,400,000       AAA        3,682,008
  Orange County, FL, Health Facilities Authority Refunding Program,                                           
          1985 Series A, 7.875%, 12/1/25 (c) .....................................   16,880,000       AAA       17,786,456
  Orlando, FL, Utility Commission, Water & Electric Refunding Revenue,                                        
          5.9%, 10/1/08 ..........................................................    4,000,000       AA         4,249,040
  Sarasota County, FL, School Board Finance Corp., Lease Revenue:                                             
          Refunding Revenue, 5%, 7/1/09 (c) ......................................    5,595,000       AAA        5,389,719
          5%, 7/1/10 (c) .........................................................    5,750,000       AAA        5,473,425
  GEORGIA                                                                                                     
  Cobb County, GA, Kennestone Hospital Authority, Series A, 5.625%,  4/1/11 (c) ..    5,305,000       AAA        5,337,095
  Macon-Bibb County, GA, Hospital Authority, Medical Center of Central Georgia,                               
          Series C, 5.25%, 8/1/11 (c) ............................................   10,225,000       AAA        9,941,052
  Municipal Electric Authority of Georgia:                                                                    
          5th Crossover, Project #1, 6.4%, 1/1/13 (c) ............................    3,500,000       AAA        3,801,420
          Power Revenue, 5.5%, 1/1/12 (c) ........................................    1,600,000       AAA        1,583,248
  Putnam County, GA, 7.25%, 7/1/21 (c) ...........................................    3,000,000       AAA        3,083,760
  ILLINOIS                                                                                                    
  Central Lake County, IL, Joint Action Water Agency, Refunding Revenue:                                      
          Zero Coupon, 5/1/02 (c) ................................................    2,245,000       AAA        1,659,998
          5.3%, 5/1/06 (c) .......................................................    2,120,000       AAA        2,143,002
          5.4%, 5/1/07 (c) .......................................................    2,280,000       AAA        2,293,498
  Chicago O'Hare International Airport, IL, Revenue Refunding,                                                
          Series C, 5%, 1/1/11 (c) ...............................................    6,500,000       AAA        6,117,540
  Chicago, IL, Board of Education, 6.125%, 1/1/06 (c) ............................    4,000,000       AAA        4,286,240
  Chicago, IL, Wastewater Transmission Revenue:                                                               
          5.5%, 1/1/09 (c) .......................................................   11,990,000       AAA       12,010,743
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       38

<PAGE>
<TABLE>
<CAPTION>
                                                                                     Principal      Credit         Market
                                                                                     Amount ($)    Rating (b)    Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                 <C>              <C>        <C>      
          5.5%, 1/1/10 (c) ......................................................    7,220,000       AAA         7,178,052
  Chicago, IL, School Finance Authority ,Series A, 5%, 6/1/09 (c) ...............    5,425,000       AAA         5,167,855
  Chicago, IL, General Obligation:                                                                            
          6.25%, 1/1/11 (c) .....................................................    3,000,000       AAA         3,234,540
          Emergency Telephone System, 5.55%, 1/1/08 (c) .........................    5,820,000       AAA         5,925,167
          Series A, 5.375%, 1/1/13 (c) ..........................................   15,410,000       AAA        14,856,473
          Series B, 5%, 1/1/08 (c) ..............................................    3,485,000       AAA         3,391,149
          Series B, 5%, 1/1/10 (c) ..............................................    5,200,000       AAA         4,946,136
          Series B, 5%, 1/1/11 ..................................................    1,620,000       AAA         1,524,679
          Series B, 5%, 1/1/12 (c) ..............................................    5,000,000       AAA         4,663,450
          Series B, 5.125%, 1/1/15 (c) ..........................................    9,550,000       AAA         8,807,774
  Chicago, IL, General Obligation Lease, Board of Education, Series A:                                        
          6.25%, 1/1/15 (c) .....................................................   23,000,000       AAA        24,036,840
          6.25%, 1/1/10 (c) .....................................................    6,800,000       AAA         7,369,160
          6%, 1/1/16 (c) ........................................................   11,025,000       AAA        11,426,200
          6%, 1/1/20 (c) ........................................................   36,625,000       AAA        37,799,198
  Chicago, IL, Motor Fuel Tax Revenue, Prerefunded 1/1/01 at 100, 6.5%, 1/1/16                                
          (c)*** ................................................................    2,000,000       AAA         2,164,020
  Chicago, IL, Public Building Commission, Building Revenue, Series A:                                        
          5.25%, 12/1/07 (c) ....................................................    3,500,000       AAA         3,499,720
          5.25%, 12/1/09 (c) ....................................................   10,420,000       AAA        10,239,838
          5.25%, 12/1/11 (c) ....................................................    9,705,000       AAA         9,343,101
  Chicago, IL, Public Building Commission, Board of Education, Series A,                                      
          Zero Coupon, 1/1/06 (c) ...............................................    2,430,000       AAA         1,462,909
  Chicago, IL, School Finance Authority, General Obligation,                                                  
          Series A, 4.8%, 6/1/01 (c) ............................................    2,255,000       AAA         2,274,370
  Cook County, IL, General Obligation:                                                                        
          Zero Coupon, 11/1/04 (c) ..............................................    3,205,000       AAA         2,072,641
          Series C, 6%, 11/15/07 (c) ............................................    5,000,000       AAA         5,345,400
  Decatur, IL, General Obligation, Series 1991:                                                               
          Zero Coupon, 10/1/03 (c) ..............................................    1,455,000       AAA           995,569
          Zero Coupon, 10/1/04 (c) ..............................................    1,415,000       AAA           912,873
  Decatur, IL, Public Building Commission, General Obligation,                                                
          Certificate of Participation:                                                                       
                  6.5%, 1/1/03 (c) ..............................................    1,725,000       AAA         1,881,941
                  6.5%, 1/1/06 (c) ..............................................    1,500,000       AAA         1,648,785
  Illinois Dedicated Tax Revenue, Civic Center Project:                                                       
          Series A, 6.5%, 12/15/07 ..............................................    3,000,000       AAA         3,352,560
          Series A, 6.5%, 12/15/08 (c) ..........................................    5,255,000       AAA         5,889,331
          6.25%, 12/15/11 (c) ...................................................    3,000,000       AAA         3,244,230
          6.25%, 12/15/20 (c) ...................................................    6,975,000       AAA         7,317,682
  Illinois Educational Facilities Authority, Loyola University:                                               
          Zero Coupon, 7/1/05 (c) ...............................................    4,000,000       AAA         2,460,440
          1991 Series A, Zero Coupon, 7/1/04 (c) ................................    2,860,000       AAA         1,869,010
  Illinois Health Facilities Authority, Brokaw-Mennonite Healthcare:                                          
          6%, 8/15/06 (c) .......................................................    1,380,000       AAA         1,466,443
          6%, 8/15/07 (c) .......................................................    1,460,000       AAA         1,545,103
          6%, 8/15/08 (c) .......................................................    1,550,000       AAA         1,637,358
          6%, 8/15/09 (c) .......................................................    1,640,000       AAA         1,723,181
  Illinois Health Facilities Authority:                                                                       
          Children's Memorial Hospital, 6.25%, 8/15/13 (c) ......................    2,000,000       AAA         2,113,340
          Felician Healthcare Inc., Series A, 6.25%, 12/1/15 (c) ................   17,000,000       AAA        18,006,230
          Memorial Medical Center, 6.75%, 10/1/11 (c) ...........................    2,135,000       AAA         2,263,997
          Methodist Health Service, Series 1985 G, 8%, 8/1/15 (c) ...............   10,110,000       AAA        11,191,669
          Sherman Hospital, 6.75%, 8/1/11 (c) ...................................    2,700,000       AAA         2,886,705
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       39

<PAGE>
 AARP INSURED TAX FREE GENERAL BOND FUND
<TABLE>
<CAPTION>
                                                                                     Principal      Credit         Market
                                                                                     Amount ($)    Rating (b)    Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>             <C>        <C>      
          SSM Healthcare System, 6.4%, 6/1/08 (c) ................................    1,350,000      AAA         1,488,470
  Joliet, IL, Junior College Assistance Corp., Lease Revenue, North Campus                              
          Extension Center, 6.7%, 9/1/12 (c) .....................................    2,500,000      AAA         2,824,450
  Kendall,Kane and Will Counties, IL, Community Unit School District Number 308,                        
          Oswego:                                                                                       
                  Zero Coupon, 3/1/02 (c) ........................................    1,055,000      AAA           786,566
                  Zero Coupon, 3/1/05 (c) ........................................    1,540,000      AAA           963,994
                  Zero Coupon, 3/1/06 (c) ........................................    1,595,000      AAA           938,243
  Metropolitan Pier & Exposition Authority, IL, McCormick Place Expansion Project:                      
          Zero Coupon, 12/15/03 (c) ..............................................    3,200,000      AAA         2,166,944
          Zero Coupon, 6/15/04 (c) ...............................................   10,300,000      AAA         6,746,500
  Northwest Suburban Municipal Joint Action Water Agency, IL, Supply System                             
          Revenue, 6.45%, 5/1/07 (c) .............................................    2,575,000      AAA         2,829,822
  Rosemont, IL, Tax Increment, Series C:                                                                
          Zero Coupon, 12/1/05 (c) ...............................................    4,455,000      AAA         2,681,019
          Zero Coupon, 12/1/07 (c) ...............................................    2,655,000      AAA         1,398,203
  State University Retirement System, IL, Special Revenue, Zero Coupon,                                 
          10/1/03 (c) ............................................................    2,750,000      AAA         1,881,660
  University of Illinois, Board of Trustees, Series 1991:                                               
          Zero Coupon, 4/1/03 (c) ................................................    3,890,000      AAA         2,729,846
          Zero Coupon, 4/1/05 (c) ................................................    3,830,000      AAA         2,386,971
  Will County, IL, Community Unit School District #201-U, Crete-Monee,                                  
          Capital Appreciation:                                                                         
                  Zero Coupon, 12/15/00 (c) ......................................    1,325,000      AAA         1,063,564
                  Zero Coupon, 12/15/01 (c) ......................................    1,730,000      AAA         1,310,665
  INDIANA                                                                                               
  Fort Wayne, IN, Parkview Memorial Hospital, Series A, 6.5%, 11/15/12 (c) .......    1,400,000      AAA         1,477,364
  Indiana Health Facilities Finance Authority, Hospital Revenue:                                        
          Ancilla Systems Inc., Series A, 6%, 7/1/18 (c) .........................   27,635,000      AAA        28,388,054
          Community Hospital Project, 6.4%, 5/1/12 (c) ...........................    5,000,000      AAA         5,204,300
  Indiana Municipal Power Agency:                                                                       
          Power Supply Revenue, 5.8%, 1/1/08 (c) .................................   10,000,000      AAA        10,484,200
          Power Supply System, Series B, 6%, 1/1/12 (c) ..........................    2,000,000      AAA         2,106,440
  Indiana University:                                                                                   
          Student Fee Revenue, Series J, 5%, 8/1/18 (c) ..........................    4,200,000      AAA         3,729,012
          Revenue Refunding:                                                                            
                  Series H, Zero Coupon, 8/1/06 (c) ..............................    8,500,000      AAA         4,889,795
                  Student Fee Revenue, Series H, Zero Coupon, 8/1/08 (c) .........   10,000,000      AAA         5,016,400
  Madison County, IN, Community Hospital of Anderson, Prerefunded 1/1/98                                
          at 102, 8%, 1/1/14 (c)*** ..............................................    7,055,000      AAA         7,661,025
  Merrillville, IN, Multiple School Building Corp., First Mortgage,                                     
          Zero Coupon, 1/15/11 (c) ...............................................    4,000,000      AAA         1,687,360
  Porter County, IN, Hospital Authority, Porter Memorial Hospital, Series 1993,                         
          5.25%, 6/1/14 (c) ......................................................    8,750,000      AAA         8,111,163
  IOWA                                                                                                  
  Polk County, IA, Mercy Hospital, 6.75%, 11/1/05 (c) ............................    5,000,000      AAA         5,469,950
  KANSAS                                                                                                
  Kansas City, KS, Utility System Revenue:                                                              
          ETM, Zero Coupon, 9/1/04** .............................................    3,575,000      AAA         2,350,777
          ETM, Zero Coupon, 9/1/05** .............................................    5,300,000      AAA         3,291,565
          Zero Coupon, 9/1/04 ....................................................    2,640,000      AAA         1,717,531
          Zero Coupon, 9/1/05 ....................................................    3,950,000      AAA         2,419,573
          Zero Coupon, 9/1/06 ....................................................    1,875,000      AAA         1,092,206
          Zero Coupon, 9/1/06 ....................................................    1,375,000      AAA           791,491
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       40

<PAGE>
<TABLE>
<CAPTION>
                                                                                     Principal      Credit         Market
                                                                                     Amount ($)    Rating (b)    Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>             <C>        <C>      
  LOUISIANA
  Louisiana Public Facilities Authority, Prerefunded 2/15/08 at 100, 4.75%,
          5/1/16*** ...............................................................   5,765,000      AAA         5,527,078
  New Orleans, LA, General Obligation:                                                                  
          Zero Coupon, 7/15/06 ....................................................   2,750,000      AAA         1,472,598
          Zero Coupon, 9/1/07 (c) .................................................  10,000,000      AAA         5,368,900
  Orleans, LA, Levee District, Levee Improvement Bonds, Series 1986,                                    
          5.95%, 11/1/14 (c) ......................................................   2,000,000      AAA         2,001,560
  MASSACHUSETTS                                                                                         
  Massachusetts Bay Transportation Authority, General Transportation System,                            
          Series A, 5.4%, 3/1/07 (c) ..............................................   5,000,000      AAA         5,104,900
  Massachusetts, General Obligation:                                                                    
          Series A, 7%, 3/1/99 (c) ................................................   4,850,000      AAA         5,198,909
          Series A, 6%, 7/1/05 (c) ................................................   4,000,000      AAA         4,290,080
          Series D, Prerefunded 10/1/99 at 102, 7%, 10/1/03 (c)*** ................   7,000,000      AAA         7,724,710
  Massachusetts Municipal Wholesale Electric Company, Power Supply System                               
          Revenue, Series A, 5.1%, 7/1/07 (c) .....................................   1,640,000      AAA         1,620,943
  MICHIGAN                                                                                              
  Brighton, MI, Area School District, Series I, Zero Coupon, Prerefunded 5/1/05                         
          at 34.134, 5/1/20 (c)*** ................................................  22,000,000      AAA         4,659,820
  Detroit, MI, General Obligation, Distributable State Aid Refunding:                                   
          5.2%, 5/1/07 (c) ........................................................   3,000,000      AAA         2,969,730
          5.25%, 5/1/08 (c) .......................................................   1,500,000      AAA         1,477,515
  Kalamazoo, MI, Hospital Finance Authority, Hospital Revenue, Borgess                                  
          Medical Center, Series A, Prerefunded 7/1/99 at 100, 6%, 7/1/09 (c)*** ..   8,250,000      AAA         8,671,245
  Michigan Hospital Finance Authority, Sisters of Mercy Healthcorp                                      
          Obligated Group, Series P:                                                                    
                  5.1%, 8/15/07 (c) ...............................................   3,000,000      AAA         2,967,450
                  5.25%, 8/15/08 (c) ..............................................   8,655,000      AAA         8,569,142
  Michigan Housing Development Authority, Rental Revenue, Series B,                                     
          5.7%, 4/1/12 (c) ........................................................   6,275,000      A+          6,146,112
  MISSISSIPPI                                                                                           
  Mississippi Hospital Equipment Facilities Authority, North Mississippi                                
          Health Services, 5.5%, 5/15/09 (c) ......................................   4,350,000      AAA         4,317,593
  MISSOURI                                                                                              
  Missouri Health & Educational Facilities Authority, SSM Healthcare, 1992 Series                       
          AA:                                                                                                   
          6.35%, 6/1/08 (c) .......................................................   8,125,000      AAA         8,919,138
          6.4%, 6/1/09 (c) ........................................................   8,640,000      AAA         9,514,800
  NEVADA                                                                                                
  Clark County, NV, School District, General Obligation, Series B,                                      
          Zero Coupon, 3/1/05 (c) .................................................   8,070,000      AAA         5,073,528
  NEW JERSEY                                                                                            
  New Jersey Housing and Finance Agency, Home Mortgage Purchase Revenue,                                
          Zero Coupon, 10/1/16 (c) ................................................   5,155,000      AAA           608,084
  New Jersey Turnpike Authority, 6.5%, 1/1/09 (c) .................................   5,000,000      AAA         5,600,050
  NEW YORK                                                                                              
  New York City, NY, General Obligation:                                                                
          5.8%, 8/1/04 ............................................................   5,000,000      AAA         5,300,450
          5.9%, 2/1/05 ............................................................   5,500,000      AAA         5,843,255
          Prerefunded 11/1/97 at 101.50, 8.125%, 11/1/05 (c)*** ...................   1,400,000      AAA         1,513,120
          Series A, Prerefunded 11/1/97 at 101.50, 8%, 11/1/01 (c)*** .............     760,000      AAA           819,956
          Series A, ETM, 8%, 11/1/01 (c)** ........................................     740,000      AAA           813,016
          Series A, 3%, 8/15/02 (c) ...............................................   9,000,000      AAA         8,202,240
          Series C, 6.4%, 8/1/04 (c) ..............................................     500,000      AAA           545,180
          Series C, 6.4%, 8/1/05 (c) ..............................................     430,000      AAA           466,408
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       41

<PAGE>
 AARP INSURED TAX FREE GENERAL BOND FUND

<TABLE>
<CAPTION>
                                                                                     Principal      Credit         Market
                                                                                     Amount ($)    Rating (b)    Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>                <C>        <C>      
          Series C, Prerefunded 8/1/02 at 101.50, 6.4%, 8/1/05 (c)*** .........   10,000,000         AAA        11,085,800
          Series D, 8%, 8/1/05 ................................................      170,000         AAA           180,880
          Series D, Prerefunded 8/1/97 at 102, 8%, 8/1/05*** ..................      830,000         AAA           893,196
          Series D, 6%, 8/1/06 (c) ............................................      140,000         AAA           144,984
          Series D, 6%, 8/1/08 (c) ............................................      370,000         AAA           379,161
          Series E, ETM, 7%, 12/1/07 (c)** ....................................    1,385,000         AAA         1,469,042
          Series E, 7%, 12/1/07 (c) ...........................................      115,000         AAA           121,211
  New York State Dormitory Authority:                                                                         
          College and University Pooled Capital Program, 7.8%, 12/1/05 (c) ....   10,890,000         AAA        11,812,819
          State University of New York, 6%, 7/1/09 (c) ........................    2,000,000         AAA         2,127,980
  New York State Dormitory Authority Revenue, City University:                                                
          Series C, 7.5%, 7/1/10 (c) ..........................................    5,750,000         AAA         6,964,975
          Series D, 7%, 7/1/09 (c) ............................................    4,000,000         AAA         4,653,720
  New York State Energy Research and Development Authority, Pollution                                         
          Control Revenue, Electric and Gas, 5.9%, 12/1/06 (c) ................    5,300,000         AAA         5,638,034
  New York State Urban Development Corporation, Correctional Facilities:                                      
          Series A, 5%, 1/1/07 (c) ............................................    4,315,000         AAA         4,279,272
          6.5%, 1/1/11 ........................................................    4,500,000         AAA         4,955,085
  Suffolk County, NY, Industrial Development Agency, Southwest Sewer System,                                  
          6%, 2/1/07 (c) ......................................................    8,000,000         AAA         8,593,200
  NORTH CAROLINA                                                                                              
  North Carolina Eastern Municipal Power Agency:                                                              
          5.5%, 1/1/07 (c) ....................................................    2,000,000         AAA         2,020,860
          Power System Revenue, Series B, 6%, 1/1/18 (c) ......................    8,775,000         AAA         9,099,938
  North Carolina Municipal Power Agency, Catawba Electric Revenue:                                            
          5%, 1/1/08 (c) ......................................................    2,500,000         AAA         2,488,950
          6%, 1/1/11 (c) ......................................................    8,235,000         AAA         8,697,889
          7.5%, 1/1/17 ........................................................    4,520,000         A           4,794,002
  NORTH DAKOTA                                                                                                
  Bismarck, ND, Hospital Revenue, St. Alexius Medical Center, Series 1991,                                    
          Zero Coupon, 5/1/02 (c) .............................................    2,850,000         AAA         2,107,347
  OHIO                                                                                                        
  Cleveland, OH, Waterworks Revenue Authority,  5.3%, 1/1/05 ..................    3,000,000         AAA         3,073,620
  Cleveland, OH, Refunding Revenue, Series 1993, 5.2%, 9/1/06 .................    4,000,000         AAA         4,070,720
  Hamilton County, OH, Electric System Mortgage Revenue, Series B,                                            
          Prerefunded 10/15/98 at 102, 8%, 10/15/22 (c)*** ....................    3,720,000         AAA         4,132,250
  Ohio Air Quality Development Authority, Ohio Power Company, Series B,                                       
          7.4%, 8/1/09 (c) ....................................................    5,000,000         AAA         5,470,200
  OKLAHOMA                                                                                                    
  Tulsa, OK, Industrial Development Authority:                                                                
          St. John's Medical Center, Zero Coupon, 12/1/02 (c) .................    3,930,000         AAA         2,813,919
          Hospital Revenue, St. John's Medical Center, Zero Coupon, 12/1/04 (c)    5,430,000         AAA         3,487,852
  PENNSYLVANIA                                                                                                
  Pennsylvania Industrial Development Authority, Economic Development Revenue:                                
          5.8%, 1/1/08 (c) ....................................................    4,250,000         AAA         4,455,785
          5.8%, 7/1/08 (c) ....................................................    4,875,000         AAA         5,118,263
          5.8%, 1/1/09 (c) ....................................................    2,500,000         AAA         2,606,575
  Philadelphia, PA, Water & Wastewater Refunding Revenue, 5.625%, 6/15/09 .....   20,000,000         AAA        20,466,800
  Philadelphia, PA, Water & Wastewater Revenue:                                                               
          5.5%, 6/15/07 (c) ...................................................    5,000,000         AAA         5,079,050
          5.625%, 6/15/08 (c) .................................................    2,100,000         AAA         2,165,373
          5.625%, 6/15/09 (c) .................................................   10,855,000         AAA        11,108,356
  Philadelphia, PA, Municipal Authority Revenue, Justice Lease, Series B,                                     
          Prerefunded 11/15/01 at 102, 6.9%, 11/15/03 (c)*** ..................    2,000,000         AAA         2,260,900
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       42

<PAGE>
<TABLE>
<CAPTION>
                                                                                      Principal     Credit         Market
                                                                                      Amount ($)   Rating (b)     Value ($)
- ----------------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>             <C>        <C>      
  Westmoreland County, PA, Industrial Development Revenue,
          Westmoreland Health System, 5.375%, 7/1/11 (c) ........................      7,300,000      AAA          7,150,642
  PUERTO RICO                                                                                                   
  Commonwealth of Puerto Rico, Highway & Transportation Authority Revenue,                                      
          5.5%, 7/1/09 ..........................................................     10,940,000      AAA         11,145,453
  RHODE ISLAND                                                                                                  
  Rhode Island Clean Water Protection Agency, Pollution Control Revenue,                                        
          Revolving Fund, Series A, 5.4%, 10/1/15 (c) ...........................      2,000,000      AAA          1,916,280
  Rhode Island Convention Center Authority, Refunding Revenue:                                                  
          Series 1993 B, 5%, 5/15/10 (c) ........................................      5,000,000      AAA          4,779,950
          1993 Series B, 5.25%, 5/15/15 (c) .....................................     22,000,000      AAA         20,517,200
  Rhode Island Depositors Economic Protection Corp., Special Obligation:                                        
          Series B, 5.8%, 8/1/10 (c) ............................................      6,200,000      AAA          6,394,742
          Series B, 5.8%, 8/1/11 (c) ............................................      4,525,000      AAA          4,631,021
          Series B, 5.8%, 8/1/12 (c) ............................................      2,500,000      AAA          2,547,475
          Series B, 5.8%, 8/1/13 ................................................      7,340,000      AAA          7,443,788
  Rhode Island Public Building Authority, Public Projects, Series A,                                            
          Prerefunded 2/1/98 at 102, 8.2%, 2/1/08 (c)*** ........................      2,200,000      AAA          2,403,390
  SOUTH CAROLINA                                                                                                
  Piedmont Municipal Power Agency, SC, Electric Revenue:                                                        
          5.5%, 1/1/08 ..........................................................      1,915,000      AAA          1,948,015
          Series A, 6.5%, 1/1/16 (c) ............................................      3,000,000      AAA          3,293,310
          Series C, 5.5%, 1/1/12 (c) ............................................      5,000,000      AAA          4,937,350
  SOUTH DAKOTA                                                                                                  
  South Dakota Building Authority, Certificate of Participation, Series A,                                      
          7.5%, 12/1/16 .........................................................     15,000,000      A           15,563,100
  TENNESSEE                                                                                                     
  Knox County, TN, Health & Educational Hospital Facilities Board,                                              
          Fort Sanders Alliance:                                                                                
                  5.75%, 1/1/11 (c) .............................................     15,405,000      AAA         15,726,656
                  5.75%, 1/1/12 (c) .............................................     17,880,000      AAA         18,175,378
                  6.25%, 1/1/13 (c) .............................................      4,000,000      AAA          4,307,000
                  7.25%, 1/1/09 (c) .............................................      3,150,000      AAA          3,723,584
  Knox County, TN, Health, Education and Housing Facilities Board,                                              
          5.75%, 1/1/14 (c) .....................................................      2,000,000      AAA          2,028,780
  TEXAS                                                                                                         
  Austin, TX, Utility System, Zero Coupon, 11/15/12 (c) .........................      3,300,000      AAA          1,254,924
  Dallas, TX, Housing Finance Corp., Single Family Mortgage Revenue,                                            
          Zero Coupon, 10/1/16 (c) ..............................................      7,450,000      AAA            878,802
  Dallas-Fort Worth, TX, Airport Revenue:                                                                       
          7.75%, 11/1/03 (c) ....................................................      1,000,000      AAA          1,177,370
          7.8%, 11/1/05 (c) .....................................................      2,000,000      AAA          2,341,400
          7.8%, 11/1/06 (c) .....................................................      2,025,000      AAA          2,373,604
          7.375%, 11/1/08 (c) ...................................................      4,500,000      AAA          5,134,455
          7.375%, 11/1/10 (c) ...................................................      3,500,000      AAA          3,981,075
  Harris County, TX, General Obligation:                                                                        
          Capital Appreciation Bond, Zero Coupon, 10/1/06 (c) ...................      9,035,000      AAA          5,177,868
          Flood Control District, Zero Coupon, 10/1/00 (c) ......................      1,000,000      AAA            812,210
          Toll Road Authority, Subordinate Lien:                                                                
                  Series A, Zero Coupon, 8/15/04 ................................      2,050,000      AAA          1,336,703
                  Series A, Zero Coupon, 8/15/05 ................................      4,025,000      AAA          2,471,229
                  Series A, Zero Coupon, 8/15/06 (c) ............................      4,010,000      AAA          2,313,730
  Houston, TX, Water & Sewer System Authority, Series C:                                                        
          Zero Coupon, 12/1/06 (c) ..............................................     14,575,000      AAA          8,279,329
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       43

<PAGE>
 AARP INSURED TAX FREE GENERAL BOND FUND

<TABLE>
<CAPTION>
                                                                                     Principal      Credit         Market
                                                                                     Amount ($)    Rating (b)    Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>             <C>        <C>      
          Zero Coupon, 12/1/08 (c) ...............................................   19,000,000      AAA         9,412,980
          Zero Coupon, 12/1/09 (c) ...............................................   14,750,000      AAA         6,822,023
  Lubbock, TX, Health Facilities Development Corp.:                                                            
          Methodist Hospital, Series B:                                                                        
                  5.5%, 12/1/06 (c) ..............................................    3,945,000      AAA         4,037,431
                  5.6%, 12/1/07 (c) ..............................................    2,415,000      AAA         2,483,634
                  5.625%, 12/1/08 (c) ............................................    4,400,000      AAA         4,540,668
          Series B, 5.625%, 12/1/09 ..............................................    4,640,000      AAA         4,750,896
  Montgomery County, TX, General Obligation, Library Refunding:                                                
          Zero Coupon, 9/1/03 (c) ................................................    3,475,000      AAA         2,396,430
          Zero Coupon, 9/1/04 (c) ................................................    3,475,000      AAA         2,260,766
          Zero Coupon, 9/1/05 (c) ................................................    3,475,000      AAA         2,128,611
  North Central Texas Health Facilities Development Corp., Presbyterian                                        
          Hospital, Prerefunded 12/1/97 at 102, 8.75%, 12/1/15 (c)*** ............    5,000,000      AAA         5,499,950
  San Antonio, TX, Electric and Gas, Revenue Refunding, Series A:                                              
          Zero Coupon, 2/1/05 (c) ................................................    2,500,000      AAA         1,578,550
          Zero Coupon, 2/1/05 (c) ................................................    8,000,000      AAA         5,051,360
          Zero Coupon, 2/1/06 (c) ................................................   17,900,000      AAA        10,627,230
  San Antonio, TX, Electric and Gas, Zero Coupon, 2/1/08 (c) .....................    8,115,000      AAA         4,210,387
  Tarrant County, TX, Health Facilities Development Corp., Hospital Refunding                                  
          Revenue, Fort Worth Osteopathic Hospital:                                                            
                  6%, 5/15/11 (c) ................................................    4,615,000      AAA         4,854,426
                  6%, 5/15/21 (c) ................................................    6,235,000      AAA         6,457,278
  Texas General Obligation:                                                                                    
          Capital Appreciation Bond, Super Collider, Series C, Zero Coupon,
          4/1/06 (c) .............................................................    7,385,000      AAA         4,345,925
          Superconductor Revenue, Series C, Zero Coupon, 4/1/05 (c) ..............    8,390,000      AAA         5,251,888
  Texas Municipal Power Agency:                                                                                
          6.1%, 9/1/07 (c) .......................................................    9,250,000      AAA        10,001,285
          5.25%, 9/1/07 (c) ......................................................    1,500,000      AAA         1,514,055
          6.1%, 9/1/09 (c) .......................................................    4,435,000      AAA         4,794,679
          5.25%, 9/1/09 (c) ......................................................    6,235,000      AAA         6,187,302
  Texas Municipal Power Agency Revenue, 5.25%, 9/1/12 ............................    2,900,000      AAA         2,747,083
  Texas State Public Finance Authority, Building Authority:                                                    
          Zero Coupon, 2/1/06 (c) ................................................   13,915,000      AAA         8,261,336
          Series B, 6.25%, 2/1/08 (c) ............................................    5,190,000      AAA         5,662,031
  Texas Turnpike Authority, North Dallas Thruway Revenue, Zero Coupon,                                         
          1/1/08 (c) .............................................................    2,500,000      AAA         1,310,575
  UTAH                                                                                                         
  Associated Municipal Power System, UT, Hunter Project, Refunding Revenue:                                    
          Zero Coupon, 7/1/00 (c) ................................................    2,755,000      AAA         2,258,935
          Zero Coupon, 7/1/02 (c) ................................................    5,200,000      AAA         3,801,720
          Zero Coupon, 7/1/04 (c) ................................................    5,895,000      AAA         3,836,938
          Zero Coupon, 7/1/05 (c) ................................................    5,900,000      AAA         3,612,806
          Zero Coupon, 7/1/06 (c) ................................................    5,895,000      AAA         3,389,448
          Zero Coupon, 7/1/07 (c) ................................................    3,750,000      AAA         2,009,550
  Intermountain Power Agency, UT, Power Supply Revenue:                                                        
          Series A, Zero Coupon, 7/1/02 (c) ......................................    1,655,000      AAA         1,213,678
          Series A, Zero Coupon, 7/1/03 (c) ......................................    1,000,000      AAA           692,940
          Series A, Zero Coupon, 7/1/04 (c) ......................................    1,730,000      AAA         1,130,555
          Series B, Zero Coupon, 7/1/02 (c) ......................................    8,230,000      AAA         6,035,388
          5%, 7/1/12 (c) .........................................................    1,000,000      AAA           923,370
  Intermountain Power Agency, UT, Special Obligation, 2nd Crossover,                                           
          7.5%, 7/1/16 (c) .......................................................    5,000,000      AA          5,138,750
  Provo, UT, Electric System Revenue, ETM, 10.375%, 9/15/15** ....................    1,800,000      AAA         2,508,408
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       44

<PAGE>
<TABLE>
<CAPTION>
                                                                                     Principal      Credit         Market
                                                                                     Amount ($)    Rating (b)    Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>             <C>       <C>      
  VIRGINIA
  Roanoke, VA, Industrial Development Authority, Roanoke Memorial
          Hospital, Series B, 6.125%, 7/1/17 (c) ..................................   5,500,000      AAA        5,792,270
  Southeastern Public Service Authority, VA, Refunding Revenue,                                              
          Series A, 5.25%, 7/1/10 (c) .............................................   7,380,000      AAA        7,270,259
  Virginia Beach, VA, Development Authority, Virginia Beach General                                          
          Hospital Project:                                                                                  
                  5%, 2/15/06 (c) .................................................   1,750,000      AAA        1,752,608
                  5%, 2/15/07 (c) .................................................   1,800,000      AAA        1,787,976
                  5.1%, 2/15/08 (c) ...............................................   1,345,000      AAA        1,333,460
                  6%, 2/15/11 (c) .................................................   1,595,000      AAA        1,688,531
                  5.125%, 2/15/18 (c) .............................................   3,000,000      AAA        2,761,050
  Winchester County, VA, Industrial Development Authority, Hospital Revenue,                                 
          6%, 1/1/15 (c) ..........................................................   5,700,000      AAA        5,427,939
  WASHINGTON                                                                                                 
  Clark County, WA, Public Utility District No. 1, 6%, 1/1/06 (c) .................   7,500,000      AAA        7,965,675
  King County, WA, Public Hospital District #1, Valley Medical Center,                                       
          Series 1992, 5.5%, 9/1/17 (c) ...........................................   3,500,000      AAA        3,282,335
  North Shore, WA, General Obligation, School District #417, 5.6%, 12/1/10 (c) ....   1,650,000      AAA        1,669,652
  Snohomish County, WA, School District #6, 6.5%, 12/1/07 (c) .....................   3,325,000      AAA        3,699,362
  Snohomish County, WA, Public Utilities District #1, 5.5%, 1/1/15 (c) ............   1,350,000      AAA        1,289,088
  Tacoma, WA, Electric System Revenue, 6.514%, 1/2/15 (c) .........................   6,000,000      AAA        6,282,960
  Washington Health Care Facilities Authority, Empire Health Services-Spokane:                               
          5.65%, 11/1/05 (c) ......................................................   2,155,000      AAA        2,242,234
          5.7%, 11/1/06 (c) .......................................................   3,440,000      AAA        3,581,350
          5.75%, 11/1/07 (c) ......................................................   3,675,000      AAA        3,826,337
          5.8%, 11/1/09 (c) .......................................................   4,595,000      AAA        4,771,908
          5.8%, 11/1/10 (c) .......................................................   2,100,000      AAA        2,177,490
  Washington Public Power Supply System, Revenue Refunding:                                                  
          Nuclear Project #1, Series A, Prerefunded 7/1/99 at 102, 7.5%, 
            7/1/15 (c)*** .........................................................   2,405,000      AAA        2,678,136
          Nuclear Project #1, Series A, 7%, 7/1/11 (c) ............................   3,830,000      AAA        4,182,054
          Nuclear Project #1, Series A, 7.5%, 7/1/15 (c) ..........................   1,595,000      AAA        1,747,992
          Nuclear Project #1, Series B, 7.25%, 7/1/12 (c) .........................  10,895,000      AAA       11,946,803
          Nuclear Project #2, Series A, 7.25%, 7/1/03 (c) .........................   2,000,000      AAA        2,206,840
          Nuclear Project #2, Series A, 5.7%, 7/1/08 (c) ..........................   5,000,000      AAA        5,078,000
          Nuclear Project #2, Series C, 7%, 7/1/01 (c) ............................  10,000,000      AAA       10,995,600
          Nuclear Project #2, Series C, Prerefunded 1/1/01 at 120, 7.375%, 
            7/1/11 (c)*** .........................................................   1,370,000      AAA        1,555,183
          Nuclear Project #3, Series A, Prerefunded 7/1/99 at 102, 7.25%, 
            7/1/16 (c)*** .........................................................   3,630,000      AAA        4,014,962
          Nuclear Project #3, Series A, Zero Coupon, 7/1/04 (c) ...................   3,625,000      AAA        2,359,440
          Nuclear Project #3, Series A, Zero Coupon, 7/1/05 (c) ...................   4,125,000      AAA        2,537,329
          Nuclear Project #3, 7.5%, 7/1/08 ........................................   4,000,000      AAA        4,733,560
  Washington State Housing Finance, Series A, 7.1%, 12/1/17 .......................  10,125,000      AAA       10,512,281
  WEST VIRGINIA                                                                                              
  West Virginia, School Building Authority Revenue, Series B, 6.75%, 7/1/10 .......   4,000,000      AAA        4,282,000
  WISCONSIN                                                                                                  
  Kenosha, WI, General Obligation, Series C, Zero Coupon, 6/1/04 (c) ..............   3,475,000      AAA        2,289,782
  Wisconsin Health & Educational Facilities Authority:                                                       
          Aurora Medical, 5.75%, 11/15/06 .........................................   2,000,000      AAA        2,080,520
          Aurora Medical, 5.75%, 11/15/07 .........................................   1,500,000      AAA        1,551,345
          Aurora Medical, 6%, 11/15/08 (c) ........................................   4,085,000      AAA        4,249,993
          Aurora Medical, 6%, 11/15/09 (c) ........................................   4,330,000      AAA        4,552,389
          Felician Healthcare Inc., Series B, 6.25%, 1/1/22 (c) ...................   5,285,000      AAA        5,615,101
          Hospital Sisters Services Inc., Obligated Group, 5.375%, 6/1/18 .........   4,800,000      AAA        4,439,889
          Riverview Hospital Association Project, 9%, 5/1/11 (c) ..................   2,500,000      AAA        2,560,275
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       45

<PAGE>
 AARP INSURED TAX FREE GENERAL BOND FUND

<TABLE>
<CAPTION>
                                                                                 Principal      Credit         Market
                                                                                 Amount ($)    Rating (b)    Value ($)
- ----------------------------------------------------------------------------------------------------------------------
<S>                                                                            <C>                <C>    <C>      
          SSM Healthcare, Series 1992 AA, 6.4%, 6/1/08 (c) ..................      2,335,000      AAA        2,571,862
          SSM Healthcare, Series 1992 AA, 6.45%, 6/1/09 (c) .................      2,485,000      AAA        2,743,291
          SSM Healthcare, Series 1992 AA, 6.45%, 6/1/10 (c) .................      2,650,000      AAA        2,920,088
          SSM Healthcare, Series 1992 AA, 6.5%, 6/1/12 (c) ..................      3,000,000      AAA        3,321,750
          SSM Healthcare, Series 1992 AA, 6.5%, 6/1/22 (c) ..................      2,820,000      AAA        3,067,793
          St. Luke's Medical Center, 7.1%, 8/15/11 (c) ......................      2,000,000      AAA        2,199,540
          Villa St. Francis Inc., Series C, 6.25%, 1/1/22 (c) ...............      9,230,000      AAA        9,806,506
          Wheaton Franciscan Services, 6.1%, 8/15/08 ........................      4,580,000      AAA        4,948,095
                                                                                                         -------------
  TOTAL LONG-TERM MUNICIPAL INVESTMENTS (COST $1,588,859,499) ...............                            1,668,852,111    
                                                                                                         -------------

<CAPTION>
                                                                                           % OF NET 
SUMMARY                                                                                     ASSETS
<S>                                                                                          <C>         <C>          
        TOTAL INVESTMENT PORTFOLIO (COST $1,698,890,932) (a) ................                 99.6       1,778,920,671
        OTHER ASSETS AND LIABILITIES, NET ...................................                  0.4           6,919,149
                                                                                             -----       -------------
        NET ASSETS ..........................................................                100.0       1,785,839,820
                                                                                             =====       =============
</TABLE>

*   Floating rate demand notes are securities whose interest rates vary with a
    designated market index or market rate, such as the coupon-equivalent of the
    U.S. Treasury bill rate. Variable rate demand notes are securities whose
    interest rates are reset periodically at levels that are generally
    comparable to tax-exempt commercial paper. These securities are payable on
    demand within seven calendar days and normally incorporate an irrevocable
    letter of credit or line of credit from a major bank. Since these securities
    are payable on demand, they are valued at 100% of their principal.

**  ETM: Bonds bearing the description ETM (escrowed to maturity) are
    collateralized by U.S. Treasury securities which are held in escrow by a
    trustee and used to pay principal and interest on bonds so designated.

*** Prerefunded: Bonds which are prerefunded are collateralized by U.S. Treasury
    securities which are held in escrow and are used to pay principal and
    interest on tax-exempt issue and to retire the bonds in full at the earliest
    refunding date.

(a) At March 31, 1996, the net unrealized appreciation on investments based on
    cost for federal income tax purposes of $1,699,187,591 was as follows:

<TABLE>
<S>                                                                                                      <C>         
    Aggregate gross unrealized appreciation for all
    investments in which there is an excess of value over
    tax cost.................................................................                            $ 85,381,864
    Aggregate gross unrealized depreciation for all
    investments in which there is an excess of tax cost over
    value....................................................................                              (5,648,784)
                                                                                                         ------------
    Net unrealized appreciation..............................................                            $ 79,733,080
                                                                                                         ============
</TABLE>

(b) All of the securities held have been determined to be of appropriate credit
    quality as required by the Fund's investment objectives. Credit ratings
    shown are either Standard & Poor's Ratings Group or Moody's Investors
    Service, Inc. Unrated securities (NR) and securities rated by Scudder (SS&C)
    have been determined to be of comparable quality to rated eligible
    securities.

(c) Bond is insured by one of these companies: AMBAC, MBIA, FGIC, FSA or Capital
    Guaranty

(d) At March 31, 1996, these securities, in whole or in part, have been pledged
    to cover initial margin requirements for open futures contracts.

    At March 31, 1996, open futures contracts sold short were as follows 
    (Note 1):

<TABLE>
<CAPTION>
                                                                 Aggregate          Market    
Futures                     Expiration         Contracts       Face Value ($)      Value ($) 
- -------                     ----------         ---------       --------------      ---------
<S>                         <C>                  <C>            <C>               <C>        
U.S. Treasury Bond ......   June 1996            1,150          129,513,875       128,189,063
                                                                -----------       -----------

Total net unrealized appreciation on open futures contracts sold short ......       1,324,812
                                                                                  ===========
</TABLE>            

    The aggregate face value of futures contracts opened and closed during the
    six months ended March 31, 1996 was $471,760,636 and $513,132,497,
    respectively.

    Purchases and sales of investment securities (excluding short-term
    investments), for the six months ended March 31, 1996, aggregated
    $356,038,954 and $375,096,784, respectively.

    At September 30, 1995, and to the extent provided in regulations, the Fund
    had capital loss carryforwards of approximately $3,587,586 which expires
    September 30, 2003. In addition, from November 1, 1994 through September 30,
    1995, the Fund incurred approximately $12,265,621 of net realized capital
    losses which the Fund intends to elect to defer and treat as arising in the
    fiscal year ended September 30, 1996.

    Percentage breakdown of investments is based on total net assets of the
    Fund. The total net assets of the Fund are comprised of the Fund's
    investment portfolio, other assets and liabilities. The percentage of the
    investment portfolio may be greater or less than 100% due to the inclusion
    of the Fund's assets and liabilities in the calculation. The Fund's other
    assets and liabilities are disclosed in the Statement of Assets and
    Liabilities.

     The accompanying notes are an integral part of the financial statements

                                       46

<PAGE>
 AARP BALANCED STOCK AND BOND FUND

LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
Principal                                                                             Market
Amount ($)                                                                           Value ($)
- -----------------------------------------------------------------------------------------------
<S>                                                                                  <C>       
REPURCHASE AGREEMENTS 8.7%

  27,910,000   Repurchase Agreement with Donaldson, Lufkin & Jenrette
                 dated 3/29/96 at 5.35% to be repurchased at $27,922,443
                 on 4/1/96, collateralized by a $28,265,000
                 U.S. Treasury Bill, 4/18/96 (COST $27,910,000) ................     27,910,000
                                                                                     ----------
COMMERCIAL PAPER 9.4%

  10,000,000   American Telephone & Telegraph Co., 5.09%, 5/3/96 ...............      9,951,875
  10,000,000   General Electric Capital Corp., 5.16%, 4/25/96 ..................      9,963,056
  10,000,000   Prudential Funding Corp., 5.32%, 4/24/96 ........................      9,964,533
                                                                                     ----------
               TOTAL COMMERCIAL PAPER (COST $29,886,367) .......................     29,879,464
                                                                                     ----------
U.S. TREASURY OBLIGATIONS 17.5%

   4,600,000   U.S. Treasury Bond, 7.25%, 5/15/16 ..............................      4,799,088
     750,000   U.S. Treasury Bond, 7.875%, 2/15/21 .............................        837,420
   2,500,000   U.S. Treasury Bond, 6.25%, 8/15/23 ..............................      2,311,325
   4,000,000   U.S. Treasury Note, 5.5%, 9/30/97 ...............................      3,990,000
   2,500,000   U.S. Treasury Note, 5.13%, 4/30/98 ..............................      2,467,175
   2,500,000   U.S. Treasury Note, 5.875%, 3/31/99 .............................      2,495,300
   3,000,000   U.S. Treasury Note, 6.75%, 5/31/99 ..............................      3,064,680
   6,000,000   U.S. Treasury Note, 6.875%, 7/31/99 .............................      6,156,540
   4,500,000   U.S. Treasury Note, 6%, 10/15/99 ................................      4,501,395
   2,000,000   U.S. Treasury Note, 6.125%, 7/31/00 .............................      2,001,240
   9,000,000   U.S. Treasury Note, 5.75%, 10/31/00 .............................      8,869,230
   5,000,000   U.S. Treasury Note, 6.375%, 8/15/02 .............................      5,028,900
   4,600,000   U.S. Treasury Note, 5.75%, 8/15/03 ..............................      4,442,588
   3,500,000   U.S. Treasury Note, 5.875%, 2/15/04 .............................      3,395,000
   3,500,000   U.S. Treasury Separate Trading Registered Interest and Principal,
                 2/15/09 (4.67%***) ............................................      1,479,800
                                                                                     ----------
               TOTAL U.S. TREASURY OBLIGATIONS (COST $55,644,008) ..............     55,839,681
                                                                                     ----------
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION** 0.9%

   2,438,030   Government National Mortgage Association, 10%,
               2/15/25 (COST $2,624,693) .......................................      2,698,582
                                                                                     ----------
U.S. GOVERNMENT AGENCY MORTGAGE PASS-THRUS** 3.4%

   5,186,449   Federal National Mortgage Association, 7%, 9/1/25 ...............      5,053,520
   2,946,709   Federal National Mortgage Association, 6.5%, 11/1/25 ............      2,797,517
   1,970,731   Federal National Mortgage Association, 6.5%, 1/1/26 .............      1,870,953
   1,221,575   Federal National Mortgage Association, 6.5%, 2/1/26 .............      1,159,727
                                                                                     ----------
               TOTAL U.S. GOVERNMENT AGENCY MORTGAGE PASS-THRUS (COST $11,156,300)   10,881,717
                                                                                     ----------
FOREIGN BONDS - U.S. DENOMINATED 1.2%

 1,000,000     ABN-AMRO Bank NV, Subordinated Note, 7.13%, 10/15/2093  .........        930,790
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       47

<PAGE>
 AARP BALANCED STOCK AND BOND FUND

<TABLE>
<CAPTION>
Principal                                                                               Market
Amount ($)                                                                             Value ($)
- ------------------------------------------------------------------------------------------------
<S>                                                                                    <C>       
        3,000,000     Province of Ontario, Global Medium Term Note, 6%, 2/21/06 ....    2,812,230
                                                                                       ----------
                      TOTAL FOREIGN BONDS - U.S.$ DENOMINATED (COST $3,842,211) ....    3,743,020
                                                                                       ----------

FOREIGN BONDS - NON-U.S. DENOMINATED 0.7%

DEM     3,400,000     Federal Republic of Germany, 6.5%, 7/15/03 (COST $2,426,307) .    2,348,115
                                                                                       ----------

ASSET BACKED 0.6%

CREDIT CARD RECEIVABLES 0.6%
        2,000,000     Sears Credit Account Master Trust Series 1995-4, 6.25%,
                        1/15/03 (COST $ 1,997,500) .................................    2,006,860
                                                                                       ----------

CORPORATE BONDS 5.0%

CONSUMER STAPLES 0.5%
        2,000,000     Borden Inc., 7.875%, 2/15/23 .................................    1,727,500
                                                                                       ----------
COMMUNICATIONS 1.3%
        2,000,000     360 Communications Co., 7.5%, 3/1/06 .........................    1,951,620
        2,000,000     TCI Communications, Inc., 8%, 8/1/05 .........................    2,051,860
                                                                                       ----------
                                                                                        4,003,480
                                                                                       ----------
FINANCIAL 1.1%
        2,000,000     Capital One Bank Medium Term Note, 5.95%, 2/15/01 ............    1,924,700
        1,000,000     General Electric Capital Services, 7.5%, 8/21/35 .............    1,025,020
          575,000     Royal Bank of Scotland, 6.375%, 2/1/11 .......................      527,988
                                                                                       ----------
                                                                                        3,477,708
                                                                                       ----------
DURABLES 1.6%
        1,000,000     Boeing Co., 6.875%, 10/15/43 .................................      924,580
        1,000,000     Comdisco, Inc., Senior Note, 5.75%, 2/15/01 ..................      962,610
        1,000,000     Ford Motor Co., 8.875%, 1/15/22 ..............................    1,139,670
        1,000,000     General Motors Acceptance Corp., 5.75%, 4/4/96 ...............    1,000,010
        1,000,000     McDonnell Douglas Corp., 9.75%, 4/1/12 .......................    1,214,530
                                                                                       ----------
                                                                                        5,241,400
                                                                                       ----------
TECHNOLOGY 0.5%
        1,500,000     Loral Corp., 8.375%, 6/15/24 .................................    1,618,140
                                                                                       ----------
                      TOTAL CORPORATE BONDS (COST $16,032,215) .....................   16,068,228
                                                                                       ----------

CONVERTIBLE BONDS 0.5%

HEALTH 0.1%
Pharmaceuticals
          290,000     Sandoz Capital BVI Ltd., 2%, 10/6/02 .........................      321,900
                                                                                       ----------
FINANCIAL 0.1%
Other Financial Companies
          200,000     First Financial Management Corp., 5%, 12/15/99 ...............      338,340
                                                                                       ----------
SERVICE INDUSTRIES 0.2%
Miscellaneous Commercial Services
        1,000,000     ADT Operations Inc., Zero Coupon, Liquid Yield Option
                        Note, 7/6/10 ...............................................      522,500
                                                                                       ----------
TECHNOLOGY 0.1%
Computer Software
          410,000     Softkey International, Inc., 5.5%, 11/1/00 ...................      328,000
                                                                                       ----------
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       48

<PAGE>
<TABLE>
<CAPTION>
Principal                                                              Market
Amount ($)                                                            Value ($)
- -------------------------------------------------------------------------------
<S>                                                                   <C>       
CONSTRUCTION 0.0%
Homebuilding
     30,000   Empresa ICA Sociedad Controladora S.A., 5%, 
                  3/15/04 .........................................      17,925
                                                                      ---------
              TOTAL CONVERTIBLE BONDS (COST $1,300,816) ...........   1,528,665
                                                                      ---------
CONVERTIBLE PREFERRED STOCKS 1.5%

Shares
- ------
HEALTH 0.6%
Health Industry Services
     70,400   FHP International Corp.,"A", Cum. $1.25 .............   1,971,200
                                                                      ---------
FINANCIAL 0.5%
Consumer Finance
     33,100   Advanta Corp. 6.75% .................................   1,539,150
                                                                      ---------
SERVICE INDUSTRIES 0.1%
Miscellaneous Commercial Services
    260,000   Jardine Strategic Holdings Ltd., 7.5%, 5/7/49 .......     288,600
                                                                      ---------
MANUFACTURING 0.3%
Containers & Paper 0.1%
      3,300   Boise Cascade Corp. "G", Cum $1.58 ..................     113,850
      4,100   Bowater, Inc. 7% "B" ................................     129,150
      2,100   International Paper Co. 5.25% .......................      97,125
                                                                      ---------
                                                                        340,125
                                                                      ---------
Industrial Specialty 0.2%
     31,300   Cooper Industries, Inc. 6% ..........................     504,713
                                                                      ---------
ENERGY 0.0%
Oil & Gas Production
      4,200   Parker & Parsley Capital Corp. ......................     206,850
                                                                      ---------
              TOTAL CONVERTIBLE PREFERRED STOCKS (COST $4,170,800)    4,850,638
                                                                      ---------
PREFERRED STOCKS 0.1%

FINANCIAL 0.1%
Real Estate
     14,600   Security Capital Industrial Trust "B" (COST $365,402)     343,100
                                                                      ---------
COMMON STOCKS 52.0%

CONSUMER DISCRETIONARY 2.7%
Department & Chain Stores 2.4%
     43,500   J.C. Penney Co., Inc. ...............................   2,164,125
     18,600   May Department Stores ...............................     897,450
     21,800   Melville Corp. ......................................     782,075
     57,400   Rite Aid Corp. ......................................   1,772,225
     44,700   Sears, Roebuck & Co. ................................   2,179,125
                                                                      ---------
                                                                      7,795,000
                                                                      ---------
Specialty Retail 0.3%
     43,000   Intimate Brands, Inc. ...............................     833,125
                                                                      ---------
CONSUMER STAPLES 5.5%
Alcohol & Tobacco 0.6%
     26,600   Anheuser Busch Companies, Inc. ......................   1,792,175
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       49

<PAGE>
 AARP BALANCED STOCK AND BOND FUND

<TABLE>
<CAPTION>
                                                            Market
Shares                                                     Value ($)
- --------------------------------------------------------------------                                                         
<S>                                                       <C>
       3,510   Schweitzer-Mauduit International, Inc.* .      96,525
                                                          ----------
                                                           1,888,700
                                                          ----------
Food & Beverage 2.3%                                     
       1,064   Earthgrains Co.* ........................      31,787
      33,800   General Mills, Inc. .....................   1,973,075
      90,250   H.J. Heinz Co. ..........................   2,989,531
      66,800   Quaker Oats Co. .........................   2,229,450
                                                          ----------
                                                           7,223,843
                                                          ----------
Package Goods/Cosmetics 2.6%                             
      21,900   Avon Products Inc. ......................   1,877,925
      21,000   Clorox Co. ..............................   1,808,614
      11,500   Colgate-Palmolive Co. ...................     895,563
      35,100   Kimberly-Clark Corp. ....................   2,614,950
      23,300   Tambrands Inc. ..........................   1,089,275
                                                          ----------
                                                           8,286,327
                                                          ----------
                                                         
HEALTH 6.9%                                              
Health Industry Services 0.1%                            
       9,300   U.S. HealthCare, Inc. ...................     426,638
                                                          ----------
Medical Supply & Specialty 0.8%                          
      63,000   Bausch & Lomb, Inc. .....................   2,331,000
                                                          ----------
Pharmaceuticals 6.0%                                     
      19,200   American Home Products Corp. ............   2,080,800
      67,600   Baxter International Inc. ...............   3,058,900
      25,300   Bristol-Myers Squibb Co. ................   2,166,313
      33,100   Eli Lilly & Co. .........................   2,151,500
      47,700   Schering-Plough Corp. ...................   2,772,563
      39,200   SmithKline Beecham PLC (ADR) ............   2,018,800
      23,400   Warner-Lambert Co. ......................   2,416,050
     122,100   Zeneca Group PLC ........................   2,530,786
                                                          ----------
                                                          19,195,712
                                                          ----------
COMMUNICATIONS 3.6%                                      
Cellular Telephone 0.1%                                  
      13,533   360 Communications Co.* .................     323,100
                                                          ----------
Telephone/Communications 3.5%                            
      80,600   Alltel Corp. ............................   2,498,600
      51,200   GTE Corp. ...............................   2,246,400
      54,600   Hong Kong Telecommunications Ltd. (ADR) .   1,092,000
      40,400   Koninklijke PTT Nederland ...............   1,589,492
      17,600   NYNEX Corp. .............................     877,800
      47,700   Sprint Corp. ............................   1,812,600
      29,900   Tele Danmark A/S (ADR) ..................     773,663
      75,000   Telecom Corp. of New Zealand ............     337,169
                                                          ----------
                                                          11,227,724
                                                          ----------
FINANCIAL 10.7%                                          
Banks 3.7%                                               
      36,600   Bankers Trust New York Corp. ............   2,594,025
      34,000   Chemical Banking Corp. ..................   2,397,000
      54,900   CoreStates Financial Corp. ..............   2,326,388
      36,800   First Bank System Inc. ..................   2,194,200
      27,300   J.P. Morgan & Co., Inc. .................   2,265,900
                                                          ----------
                                                          11,777,513
                                                          ----------
Insurance 2.1%                                           
      25,029   Allstate Corp. ..........................   1,054,347
</TABLE>                                               

     The accompanying notes are an integral part of the financial statements

                                       50

<PAGE>
<TABLE>
<CAPTION>
                                                                  Market
Shares                                                           Value ($)
- --------------------------------------------------------------------------                                                         
<S>                                                              <C>
     25,800   EXEL, Ltd. .....................................   1,780,200
     17,400   Hartford Steam Boiler Inspection & Insurance Co.     880,875
      3,360   Highlands Insurance Group* .....................      66,360
     56,700   Lincoln National Corp. .........................   2,877,525
                                                                 ---------
                                                                 6,659,307
                                                                 ---------
Other Financial Companies 2.0%
     69,500   Federal National Mortgage Association ..........   2,215,313
     53,800   Student Loan Marketing Association .............   4,115,700
                                                                 ---------
                                                                 6,331,013
                                                                 ---------
Real Estate 2.9%
     65,000   DeBartolo Realty Corp. (REIT) ..................     975,000
     11,400   Developers Diversified Realty Corp. (REIT) .....     334,875
     31,872   HGI Realty, Inc. (REIT) ........................     673,296
     57,000   Health Care Property Investment Inc. (REIT) ....   1,795,500
     61,700   Meditrust SBI (REIT) ...........................   2,090,088
    101,600   Nationwide Health Properties Inc. (REIT) .......   2,133,600
     26,000   Omega Healthcare Investors (REIT) ..............     744,250
     32,200   Security Capital Industrial Trust (REIT) .......     563,500
                                                                 ---------
                                                                 9,310,109
                                                                 ---------
MEDIA 0.2%
Print Media
     17,200   Reader's Digest Association Inc. "A" ...........     812,700
                                                                 ---------
SERVICE INDUSTRIES 1.3%
Miscellaneous Consumer Services 0.8%
     70,100   H & R Block Inc. ...............................   2,532,363
                                                                 ---------
Printing/Publishing 0.5%
     28,100   Deluxe Corp. ...................................     881,638
     11,800   Dun & Bradstreet Corp. .........................     715,375
                                                                 ---------
                                                                 1,597,013
                                                                 ---------
DURABLES 4.3%
Aerospace 2.9%
     25,700   AAR Corp. ......................................     523,638
     32,672   Lockheed Martin Corp. ..........................   2,478,988
     47,900   Rockwell International Corp. ...................   2,820,113
     31,400   United Technologies Corp. ......................   3,524,650
                                                                 ---------
                                                                 9,347,389
                                                                 ---------
Automobiles 1.4%
     33,800   Dana Corp. .....................................   1,128,075
     15,000   Eaton Corp. ....................................     903,750
     55,700   Ford Motor Co. .................................   1,914,688
      9,400   Genuine Parts Co. ..............................     423,000
                                                                 ---------
                                                                 4,369,513
                                                                 ---------
Construction/Agricultural Equipment 0.0%
      1,900   PACCAR, Inc. ...................................      92,625
                                                                 ---------
MANUFACTURING 8.3%
Chemicals 2.1%
     19,300   Dow Chemical Co. ...............................   1,676,688
     36,200   E.I. du Pont de Nemours & Co. ..................   3,004,600
      7,000   Lubrizol Corp. .................................     206,500
     55,400   Lyondell Petrochemical Co. .....................   1,689,700
                                                                 ---------
                                                                 6,577,488
                                                                 ---------
Containers & Paper 0.4%
     30,200   Stone Container Corp. ..........................     422,800
</TABLE>

     The accompanying notes are an integral part of the financial statements


                                       51

<PAGE>
 AARP BALANCED STOCK AND BOND FUND

<TABLE>
<CAPTION>
                                                              Market
Shares                                                       Value ($)
- ----------------------------------------------------------------------                                                         
<S>                                                         <C>
      26,100   Westvaco Corp. ...........................      766,688
                                                            ----------
                                                             1,189,488
                                                            ----------
Diversified Manufacturing 2.2%
      56,100   Dresser Industries Inc. ..................    1,711,050
      15,200   Olin Corp. ...............................    1,322,400
      46,200   TRW Inc. .................................    4,117,575
                                                            ----------
                                                             7,151,025
                                                            ----------
Electrical Products 0.7%
      17,300   Philips NV (New York shares) .............      629,288
      21,600   Thomas & Betts Corp. .....................    1,620,000
                                                            ----------
                                                             2,249,288
                                                            ----------
Industrial Specialty 0.2%
      16,100   Corning Inc. .............................      563,500
                                                            ----------
Machinery/Components/Controls 0.2%
      10,400   Timken Co. ...............................      479,700
                                                            ----------
Office Equipment/Supplies 1.4%
      36,000   Xerox Corp. ..............................    4,518,000
                                                            ----------
Specialty Chemicals 1.0%
      41,900   Betz Laboratories Inc. ...................    1,948,350
      38,700   Witco Corp. ..............................    1,364,175
                                                            ----------
                                                             3,312,525
                                                            ----------
Wholesale Distributors 0.1%
       4,700   Alco Standard Corp. (b) ..................      446,500
                                                            ----------
ENERGY 4.5%
Oil Companies 4.3%
      15,000   Exxon Corp. ..............................    1,224,375
      41,800   Murphy Oil Corp. .........................    1,792,175
      29,200   Pennzoil Co. .............................    1,160,700
      30,500   Repsol SA (ADR) ..........................    1,139,938
      13,800   Royal Dutch Petroleum Co. (New York shares)   1,949,250
      47,281   Societe Nationale Elf Aquitaine (ADR) ....    1,601,644
      15,700   Texaco Inc. ..............................    1,350,200
      49,490   Total SA (ADR) ...........................    1,682,660
      95,200   YPF S.A. "D" (ADR) .......................    1,915,900
                                                            ----------
                                                            13,816,842
                                                            ----------
Oilfield Services/Equipment 0.2%
       8,700   Halliburton Co. ..........................      494,813
                                                            ----------
METALS & MINERALS 1.1%
Steel & Metals
      64,800   Freeport McMoRan Copper & Gold, Inc. "A" .    1,992,600
     101,500   Oregon Steel Mills Inc. ..................    1,433,688
                                                            ----------
                                                             3,426,288
                                                            ----------
CONSTRUCTION 0.7%
Forest Products
      23,200   Georgia Pacific Corp. ....................    1,609,500
      15,300   Weyerhaeuser Co. .........................      705,713
                                                            ----------
                                                             2,315,213
                                                            ----------
TRANSPORTATION 0.3%
Railroads
      59,100   Canadian National Railway Co. ............    1,019,475
                                                            ----------
UTILITIES 1.9%
Electric Utilities
      25,200   CINergy Corp. ............................      756,000
</TABLE>

     The accompanying notes are an integral part of the financial statements


                                       52

<PAGE>
<TABLE>
<CAPTION>
                                                                 Market
Shares                                                          Value ($)
- -------------------------------------------------------------------------
<S>                                                         <C>
     20,700   CMS Energy Corp. ..........................         610,650
     42,500   National Power PLC (ADR) ..................         871,250
     26,100   PacifiCorp ................................         544,838
      9,800   Pacific Gas & Electric Co. ................         221,725
     44,400   PowerGen PLC (ADR) ........................       1,065,600
     30,900   Southern Company ..........................         737,738
     10,500   Texas Utilities Co., Inc. .................         434,438
     35,100   Unicom Corp. ..............................         947,700
                                                              -----------
                                                                6,189,939      
                                                              -----------
              TOTAL COMMON STOCKS (COST $134,812,021) ...     166,110,798
                                                              -----------
<CAPTION>
                                                    % OF NET 
SUMMARY                                              ASSETS
<S>                                                  <C>      <C>        
              TOTAL INVESTMENT PORTFOLIO 
                (COST $292,168,640) (a) ..........   101.5    324,208,868
              OTHER ASSETS AND LIABILITIES, NET ..    (1.5)    (4,873,568)
                                                     -----    -----------
              NET ASSETS..........................   100.0    319,335,300
                                                     =====    ===========
<FN>

REIT   Real Estate Investment Trust

   *   Nonincome producing security.

  **   Effective maturities will be shorter due to amortization and prepayments.

 ***   Yield; bond equivalent yield to maturity; not a coupon rate.

(a)    At March 31, 1996, the net unrealized appreciation on investments based
       on cost for federal income tax purposes of $292,302,744 was as follows:

       Aggregate gross unrealized appreciation for all
       investments in which there is an excess of value over
       tax cost ......................................        $34,816,838

       Aggregate gross unrealized depreciation for all
       investments in which there is an excess of tax cost
       over value ......................................       (2,910,714)
                                                              -----------

       Net unrealized appreciation ........................   $31,906,124
                                                              ===========

(b)    Security valued in good faith by the Valuation Committee of the Board of
       Trustees amounted to $446,500 (0.14% of net assets). The cost of this
       security at March 31, 1996 was $363,663.

       For the six months ended March 31, 1996, purchases and sales of
       investment securities (excluding short-term investments) aggregated
       $55,166,965 and $28,972,951, respectively. Purchases and sales of U.S.
       Government obligations and U.S. Government Agencies aggregated
       $42,069,174 and $18,428,081, respectively.

       The aggregate face value of future contracts closed during the six months
       ended March 31, 1996 was $3,641,641.

       Percentage breakdown of investments is based on total net assets of the
       Fund. The total net assets of the Fund are comprised of the Fund's
       investment portfolio, other assets and liabilities. The percentage of the
       investment portfolio may be greater or less than 100% due to the
       inclusion of the Fund's assets and liabilities in the calculation. The
       Fund's other assets and liabilities are disclosed in the Statement of
       Assets and Liabilities.
</FN>
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       53

<PAGE>
 AARP GROWTH AND INCOME FUND

LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
Principal                                                                     Market
Amount ($)                                                                   Value ($)
- ---------------------------------------------------------------------------------------
<S>                                                                          <C>       
REPURCHASE AGREEMENTS 1.2%
        45,076,000  Repurchase Agreement with Donaldson, Lufkin & Jenrette
                      dated 3/29/96 at 5.35% to be repurchased at
                      $45,096,096 on 4/1/96, collateralized by a
                      $38,098,000 U.S. Treasury Note, 8.5%, 2/15/20 (COST
                      $45,076,000) .......................................   45,076,000
                                                                             ----------
COMMERCIAL PAPER 2.6%
        20,000,000  American Express Credit Corp., 5.22%, 8/28/96 ........   19,567,500
        30,000,000  American Telephone & Telegraph Co., 5.24%, 7/24/96 ...   29,502,625
        15,000,000  Associates Corp. of North America, 5.67%, 4/16/96 ....   14,964,533
        10,000,000  Corporate Asset Funding Co., Inc., 5.37%, 5/14/96 ....    9,935,833
        20,000,000  Ford Motor Credit Co., 5.31%, 6/6/96 .................   19,805,328
                                                                             ----------
        TOTAL COMMERCIAL PAPER (COST $93,815,822) ........................   93,775,819
                                                                             ----------
FOREIGN BONDS - NON-U.S. DENOMINATED 0.1%
GBP      2,500,000  National Power PLC, 6.25%, 9/23/08 (COST $4,425,505) .    4,149,627
                                                                             ----------
CORPORATE BONDS 0.2%
FINANCIAL
         4,500,000  Siemens Capital Corp. with warrants, 8%, 6/24/02
                      (COST $5,885,818) ..................................    6,277,500
                                                                             ----------
CONVERTIBLE BONDS 2.6%
CONSUMER DISCRETIONARY 0.1%
Department & Chain Stores
         4,000,000  Federated Department Stores, Inc., debenture,
                      5%, 10/1/03 ........................................    4,460,000
                                                                             ----------
HEALTH 0.2%
Pharmaceuticals
         6,260,000  Sandoz Capital BVI Ltd., 2%, 10/6/02 .................    6,948,600
                                                                             ----------
COMMUNICATIONS 0.0%
Telephone/Communications
         1,000,000  Compania de Telefonos de Chile, S.A., 4.5%, 1/15/03 ..    1,110,000
                                                                             ----------
FINANCIAL 0.7%
Banks 0.5%
        17,290,000  MBL International Finance Bermuda, 3%, 11/30/02 ......   19,062,225
                                                                             ----------
Other Financial Companies 0.2%
         5,200,000  First Financial Management Corp., 5%, 12/15/99 .......    8,796,840
                                                                             ----------
SERVICE INDUSTRIES 0.4%
Miscellaneous Commercial Services
        25,000,000  ADT Operations Inc., Zero Coupon, Liquid Yield Option
                      Note, 7/6/10 .......................................   13,062,500
                                                                             ----------
DURABLES 0.0%
Automobiles
         1,500,000  Magna International, Inc., 5%, 10/15/02 ..............    1,552,500
                                                                             ----------
MANUFACTURING 0.2%
Diversified Manufacturing
         5,000,000  Thermo Electron Corp., 4.25%, 1/1/03 .................    6,050,000
                                                                             ----------
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                    54

<PAGE>
<TABLE>
<CAPTION>
Principal                                                              Market
Amount ($)                                                            Value ($)
- --------------------------------------------------------------------------------
<S>                                                                   <C>       
  TECHNOLOGY 0.4%
  Computer Software 0.2%
    8,710,000   Softkey International, Inc., 5.5%, 11/1/00 ........    6,968,000
                                                                      ----------
  Electronic Data Processing 0.1%
    8,000,000   Silicon Graphics Inc., 11/5/13 ....................    4,080,000
                                                                      ----------
  Precision Instruments 0.1%
    1,000,000   Thermo Instruments Systems Inc., 6.625%, 8/15/01 ..    3,200,000
                                                                      ----------
  CONSTRUCTION 0.2%
  Homebuilding
   10,670,000   Empresa ICA Sociedad Controladora S.A., 5%, 3/15/04    6,375,325
                                                                      ----------
  TRANSPORTATION 0.4%
  Airlines
   13,500,000   Delta Air Lines, Inc., 3.23%, 6/15/03 .............   13,871,250
                                                                      ----------
                TOTAL CONVERTIBLE BONDS (COST $85,121,323) ........   95,537,240
                                                                      ----------
  CONVERTIBLE PREFERRED STOCKS 2.7%
  Shares
  -----------
  HEALTH 0.8%
  Health Industry Services 0.8%
    1,091,200   FHP International Corp., "A", Cum. $1.25 ..........   30,553,600
                                                                      ----------
  Medical Supply & Specialty 0.0%
       25,000   US Surgical Corp. "A" .............................      815,625
                                                                      ----------
  FINANCIAL 0.2%
  Consumer Finance
      129,000   Advanta Corp. 6.75% ...............................    5,998,500
                                                                      ----------
  SERVICE INDUSTRIES 0.2%
  Miscellaneous Commercial Services
    7,036,000   Jardine Strategic Holdings Ltd., 7.5%, 5/7/2049 ...    7,809,960
                                                                      ----------
  MANUFACTURING 0.7%
  Containers & Paper 0.1%
       61,900   Boise Cascade Corp. "G", Cum $1.58 ................    2,135,550
       50,200   International Paper Co. 5.25% .....................    2,321,750
                                                                      ----------
                                                                       4,457,300
                                                                      ----------
  Industrial Specialty 0.3%
      652,400   Cooper Industries, Inc. 6% ........................   10,519,950
                                                                      ----------
  Wholesale Distributors 0.3%
      102,800   Alco Standard Corp. 6.50% (b) .....................    9,766,000
                                                                      ----------
  TECHNOLOGY 0.1%
  Electronic Data Processing
       50,000   Ceridian Corp. 5.5% ...............................    4,825,000
                                                                      ----------
  ENERGY 0.3%
  Oil & Gas Production
      215,300   Parker & Parsley Capital Corp. ....................   10,603,525
                                                                      ----------
  METALS & MINERALS 0.4%
  Precious Metals
      500,000   Freeport McMoRan Copper & Gold, Inc., Cum. $1.25 ..   14,000,000
                                                                      ----------
                TOTAL CONVERTIBLE PREFERRED STOCKS
                  (COST $86,215,116) ..............................   99,349,460
                                                                      ----------
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                    55

<PAGE>
 AARP GROWTH AND INCOME FUND

<TABLE>
<CAPTION>
                                                                    Market
Shares                                                             Value ($)
- -----------------------------------------------------------------------------
<S>                                                              <C>       
PREFERRED STOCKS 0.2%

COMMUNICATIONS 0.0%
Telephone/Communications
       37,100   Philippine Long Distance Telephone Co. .......      1,919,925
                                                                  -----------                                              
FINANCIAL 0.2%                                                    
Real Estate                                              
      302,400   Security Capital Industrial Trust "B" ........      7,106,400
                                                                  -----------                                              
                TOTAL PREFERRED STOCKS (COST $9,423,310) .....      9,026,325
                                                                  -----------                                              
COMMON STOCKS 89.9%
CONSUMER DISCRETIONARY 4.3%
Department & Chain Stores 3.8%
      880,200   J.C. Penney Co., Inc. ........................     43,789,950
      126,600   May Department Stores ........................      6,108,450
      426,800   Melville Corp. ...............................     15,311,450
    1,165,100   Rite Aid Corp. ...............................     35,972,463
      812,900   Sears, Roebuck & Co. .........................     39,628,875
                                                                  -----------                                              
                                                                  140,811,188                                              
                                                                  -----------                                              
Specialty Retail 0.5%                                      
      919,700   Intimate Brands, Inc. ........................     17,819,188
                                                                  -----------                                              
CONSUMER STAPLES 9.0%                                      
Alcohol & Tobacco 1.2%                                     
      631,300   Anheuser Busch Companies, Inc. ...............     42,533,837
                                                                  -----------                                              
Consumer Specialties 0.1%                                  
      320,900   A.T. Cross Co. "A" ...........................      5,054,175
                                                                  -----------                                              
Food & Beverage 3.4%                                       
       25,252   Earthgrains Co. ..............................        754,404
      598,400   General Mills, Inc. ..........................     34,931,600
    1,683,900   H.J. Heinz Co. ...............................     55,779,188
    1,039,700   Quaker Oats Co. ..............................     34,699,988
                                                                  -----------                                              
                                                                  126,165,180                                              
                                                                  -----------                                              
Package Goods/Cosmetics 4.3%                               
      419,000   Avon Products Inc. ...........................     35,929,250
      402,100   Clorox Co. ...................................     34,630,862
      136,500   Colgate-Palmolive Co. ........................     10,629,938
      701,300   Kimberly-Clark Corp. .........................     52,246,850
      480,800   Tambrands Inc. ...............................     22,477,400
                                                                  -----------                                              
                                                                  155,914,300                                              
                                                                  -----------                                              
HEALTH 10.9%                                               
Health Industry Services 0.3%                              
      221,900   U.S. HealthCare, Inc. ........................     10,179,663
                                                                  -----------                                              
Medical Supply & Specialty 1.3%                            
    1,224,800   Bausch & Lomb, Inc. ..........................     45,317,600
                                                                  -----------                                              
Pharmaceuticals 9.3%                                       
      386,400   American Home Products Corp. .................     41,876,100
    1,166,300   Baxter International Inc. ....................     52,775,075
      464,300   Bristol-Myers Squibb Co. .....................     39,755,686
      670,600   Eli Lilly & Co. ..............................     43,589,000
      905,500   Schering-Plough Corp. ........................     52,632,188
      661,300   SmithKline Beecham PLC (ADR) .................     34,056,950
</TABLE>
                                                 
     The accompanying notes are an integral part of the financial statements

                                    56

<PAGE>


<TABLE>
<CAPTION>
                                                                    Market
Shares                                                             Value ($)
- -----------------------------------------------------------------------------
<S>                                                              <C>       
      463,300   Warner-Lambert Co. ............................    47,835,725
    1,446,900   Zeneca Group PLC ..............................    29,990,126
          300   Zeneca Group PLC (ADR) ........................        19,125
                                                                  -----------
                                                                  342,529,975
                                                                  -----------
COMMUNICATIONS 6.4%
Cellular Telephone 0.2%
      275,400   360 Communications Co. ........................     6,575,175
                                                                  -----------
Telephone/Communications 6.2%
    1,465,300   Alltel Corp. ..................................    45,424,300
    1,068,500   GTE Corp. .....................................    46,880,438
    1,170,500   Hong Kong Telecommunications Ltd. (ADR) .......    23,410,000
      862,000   Koninklijke PTT Nederland .....................    33,914,412
      363,800   NYNEX Corp. ...................................    18,144,525
      880,200   Sprint Corp. ..................................    33,447,600
      802,100   Tele Danmark A/S (ADR) ........................    20,754,338
    1,565,390   Telecom Corp. of New Zealand ..................     7,037,354
                                                                  -----------
                                                                  229,012,967
                                                                  -----------
FINANCIAL 17.9%
Banks 7.8%
      286,000   AmSouth Bancorp. ..............................    11,118,250
      590,000   Argentaria Corporacion Bancaria de Espana .....    24,956,693
      804,600   Bankers Trust New York Corp. ..................    57,026,025
      649,200   Chemical Banking Corp. ........................    45,768,600
      983,800   CoreStates Financial Corp. ....................    41,688,525
      807,200   First Bank System Inc. ........................    48,129,300
      574,800   J.P. Morgan & Co., Inc. .......................    47,708,400
      128,500   Nordbanken AB* ................................     2,121,840
      295,300   Wilmington Trust Corp. ........................     9,523,425
                                                                  -----------
                                                                  288,041,058
                                                                  -----------
Insurance 3.5%
      477,423   Allstate Corp. ................................    20,111,446
      489,550   EXEL, Ltd. ....................................    33,778,950
      306,600   Hartford Steam Boiler Inspection & Insurance Co.   15,521,625
       71,770   Highlands Insurance Group .....................     1,417,458
    1,110,200   Lincoln National Corp. ........................    56,342,650
                                                                  -----------
                                                                  127,172,129
                                                                  -----------
Other Financial Companies 3.6%
    1,463,900   Federal National Mortgage Association .........    46,661,813
    1,107,700   Student Loan Marketing Association ............    84,739,050
                                                                  -----------
                                                                  131,400,863
                                                                  -----------
Real Estate 3.0%
      245,800   Avalon Properties, Inc. (REIT) ................     5,284,700
      386,200   Camden Property Trust (REIT) ..................     8,930,875
       88,500   Charles E. Smith Residential Realty, Inc. (REIT)    2,101,875
      235,000   Developers Diversified Realty Corp. (REIT) ....     6,903,125
       28,000   Equity Residential Properties Trust (REIT) ....       875,000
      836,100   General Growth Properties, Inc. (REIT) ........    19,648,350
      409,800   Health Care Property Investment Inc. (REIT) ...    12,908,700
       31,100   Mark Centers Trust (REIT) .....................       338,213
      457,900   Meditrust SBI (REIT) ..........................    15,511,363
      680,800   Nationwide Health Properties Inc. (REIT) ......    14,296,800
       71,200   Post Properties Inc. (REIT) ...................     2,314,000
      398,500   Security Capital Industrial Trust (REIT) ......     6,973,750
      451,200   South West Property Trust Inc. (REIT) .........     6,034,800
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                    57

<PAGE>
 AARP GROWTH AND INCOME FUND



<TABLE>
<CAPTION>
                                                              Market
Shares                                                       Value ($)
- ----------------------------------------------------------------------
<S>                                                         <C>       
      150,000   Spieker Properties, Inc. (REIT) .........     3,806,250
      102,100   Vornado Realty Trust (REIT) .............     3,879,800
                                                            -----------                                               
                                                            109,807,601                                               
                                                            -----------                                               
MEDIA 0.5%                                                  
Print Media                                                 
      336,400   Reader's Digest Association Inc. "A" ....    15,894,900
                                                            -----------                                               
SERVICE INDUSTRIES 2.4%                                     
Miscellaneous Consumer Services 1.5%                        
    1,531,000   H & R Block Inc. ........................    55,307,375
                                                            -----------                                               
Printing/Publishing 0.9%                                    
      579,600   Deluxe Corp. ............................    18,184,950
      242,200   Dun & Bradstreet Corp. ..................    14,683,375
                                                            -----------                                               
                                                             32,868,325                                               
                                                            -----------                                               
DURABLES 7.5%                                               
Aerospace 4.9%                                              
      459,600   AAR Corp. ...............................     9,364,349
      604,700   Lockheed Martin Corp. ...................    45,881,613
      934,300   Rockwell International Corp. ............    55,006,913
      638,200   United Technologies Corp. ...............    71,637,950
                                                            -----------                                               
                                                            181,890,825                                               
                                                            -----------                                               
Automobiles 2.5%                                            
      706,800   Dana Corp. ..............................    23,589,450
      322,000   Eaton Corp. .............................    19,400,500
    1,145,700   Ford Motor Co. ..........................    39,383,438
      206,000   Genuine Parts Co. .......................     9,270,000
                                                            -----------                                               
                                                             91,643,388                                               
                                                            -----------                                               
Construction/Agricultural Equipment 0.1%                    
       59,200   PACCAR, Inc. ............................     2,886,000
                                                            -----------                                               
MANUFACTURING 16.0%                                         
Chemicals 4.0%                                              
      518,300   Dow Chemical Co. ........................    45,027,313
      730,400   E.I. du Pont de Nemours & Co. ...........    60,623,200
      160,000   Lubrizol Corp. ..........................     4,720,000
    1,211,000   Lyondell Petrochemical Co. ..............    36,935,500
                                                            -----------                                               
                                                            147,306,013                                               
                                                            -----------                                               
Containers & Paper 0.7%                                     
      842,400   Stone Container Corp. ...................    11,793,600
      565,100   Westvaco Corp. ..........................    16,599,813
                                                            -----------                                               
                                                             28,393,413                                               
                                                            -----------                                               
Diversified Manufacturing 3.9%                              
    1,232,300   Dresser Industries Inc. .................    37,585,150
      292,900   Olin Corp. ..............................    25,482,300
      887,300   TRW Inc. ................................    79,080,613
                                                            -----------                                               
                                                            142,148,063                                               
                                                            -----------                                               
Electrical Products 1.3%                                    
      209,000   Philips Electronics N.V. ................     7,602,990
      313,700   Philips NV (New York shares) ............    11,410,838
      377,100   Thomas & Betts Corp. ....................    28,282,500
                                                            -----------                                               
                                                             47,296,328                                               
                                                            -----------                                               
Industrial Specialty 0.5%                                   
      525,600   Corning Inc. ............................    18,396,000
                                                            -----------                                               
Machinery/Components/Controls 0.8%                          
      925,000   S.K.F. AB "B" (Free) ....................    20,388,302
</TABLE>
                                                        
     The accompanying notes are an integral part of the financial statements

                                    58

<PAGE>


<TABLE>
<CAPTION>
                                                               Market
Shares                                                        Value ($)
- ------------------------------------------------------------------------
<S>                                                          <C>       
      214,500   Timken Co. ...............................     9,893,813
                                                             -----------
                                                              30,282,115
                                                             -----------
Office Equipment/Supplies 2.5%
      730,700   Xerox Corp. ..............................    91,702,850
                                                             -----------
Specialty Chemicals 2.3%
      204,800   ARCO Chemical Co. ........................    10,624,000
      709,000   Betz Laboratories Inc. ...................    32,968,500
      306,400   Petrolite Corp. ..........................     9,268,600
      849,200   Witco Corp. ..............................    29,934,300
                                                             -----------
                                                              82,795,400
                                                             -----------
ENERGY 7.8%
Oil Companies 7.5%
      309,500   Exxon Corp. ..............................    25,262,938
      395,300   Murphy Oil Corp. .........................    16,948,488
      564,500   Pennzoil Co. .............................    22,438,875
      545,900   Repsol SA (ADR) ..........................    20,403,013
      264,700   Royal Dutch Petroleum Co. (New York shares)   37,388,875
      488,800   Societe Nationale Elf Aquitaine ..........    33,136,516
      305,100   Texaco Inc. ..............................    26,238,600
      544,061   Total SA "B" .............................    36,720,742
      554,825   Total SA (ADR) ...........................    18,864,050
    1,941,300   YPF S.A. "D" (ADR) .......................    39,068,663
                                                             -----------
                                                             276,470,760
                                                             -----------
Oilfield Services/Equipment 0.3%
      189,700   Halliburton Co. ..........................    10,789,188
                                                             -----------
METALS & MINERALS 0.8%
Precious Metals 0.3%
      405,000   De Beers Consolidated Mines Ltd. (ADR) ...    12,757,500
                                                             -----------
Steel & Metals 0.5%
      579,010   Freeport McMoRan Copper & Gold, Inc. "A" .    17,804,558
                                                             -----------
CONSTRUCTION 1.4%
Forest Products
      509,600   Georgia Pacific Corp. ....................    35,353,500
      353,000   Weyerhaeuser Co. .........................    16,282,125
                                                             -----------
                                                              51,635,625
                                                             -----------
TRANSPORTATION 1.2%
Railroads
    1,200,900   Canadian National Railway Co. ............    20,715,525
      141,100   Norfolk Southern Corp. ...................    11,993,500
      165,600   Union Pacific Corp. ......................    11,364,300
                                                             -----------
                                                              44,073,325
                                                             -----------
UTILITIES 3.8%
Electric Utilities
      519,300   CINergy Corp. ............................    15,579,000
      261,200   CMS Energy Corp. .........................     7,705,400
    1,468,800   China Light & Power Co., Ltd. (ADR) ......     6,653,662
      250,000   National Power PLC (ADR) .................     5,125,000
      553,600   PacifiCorp ...............................    11,556,400
      237,800   Pacific Gas & Electric Co. ...............     5,380,225
    3,256,000   PowerGen PLC .............................    19,480,964
      942,503   PowerGen PLC (ADR) .......................    22,620,072
      636,400   Southern Company .........................    15,194,050
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                    59

<PAGE>
 AARP GROWTH AND INCOME FUND



<TABLE>
<CAPTION>
                                                                           Market
Shares                                                                    Value ($)
- ------------------------------------------------------------------------------------
<S>                                                                    <C>       
      224,600   Texas Utilities Co., Inc. ...................              9,292,824
      723,900   Unicom Corp. ................................             19,545,300
                                                                       -------------
                                                                         138,132,897
                                                                       -------------
                TOTAL COMMON STOCKS (COST $2,491,658,519)....          3,298,809,747
                                                                       -------------

<CAPTION>
                                                            % OF NET             
SUMMARY                                                      ASSETS
<S>                                                          <C>       <C>
                TOTAL INVESTMENT PORTFOLIO 
                  (COST $2,821,621,413) (a).................   99.5    3,652,001,718
                OTHER ASSETS AND LIABILITIES, NET...........    0.5       16,649,957
                                                              -----    -------------
                NET ASSETS..................................  100.0    3,668,651,675
                                                              =====    =============
<FN>

REIT   Real Estate Investment Trust

*      Nonincome producing security.

(a)    At March 31, 1996, the net unrealized appreciation on investments
       based on cost for federal income tax purposes of $2,819,638,846 was
       as follows:

       Aggregate gross unrealized appreciation for all
       investments in which there is an excess of value over
       tax cost..................................................       $854,718,471
                                                                
       Aggregate gross unrealized depreciation for all          
       investments in which there is an excess of tax cost      
       over value................................................        (22,355,599)
                                                                        ------------
       Net unrealized appreciation...............................       $832,362,872
                                                                        ============
                                                           
(b)    Security valued in good faith by the Valuation Committee of the Board of
       Trustees amounted to $9,766,000 (0.27% of net assets). The cost of this
       security at March 31, 1996 was $7,954,150.

       Purchases and sales of investment securities (excluding short-term
       investments) for the six months ended March 31, 1996, aggregated
       $691,052,550 and $481,803,581 respectively.

       Percentage breakdown of investments is based on total net assets of the
       Fund. The total net assets of the Fund are comprised of the Fund's
       investment portfolio, other assets and liabilities. The percentage of the
       investment portfolio may be greater or less than 100% due to the
       inclusion of the Fund's assets and liabilities in the calculation. The
       Fund's other assets and liabilities are disclosed in the Statement of
       Assets and Liabilities.
</FN>
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       60

<PAGE>
 AARP GLOBAL GROWTH FUND

LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
Principal                                                                         Market
Amount ($)                                                                       Value ($)
- ------------------------------------------------------------------------------------------
<S>                                                                              <C>
REPURCHASE AGREEMENTS 6.8%

  1,913,000   Repurchase Agreement with Donaldson, Lufkin & Jenrette dated
                3/29/96 at 5.35% to be repurchased at $1,913,853 on 4/1/96,
                collateralized by a $1,902,000 U.S. Treasury Note, 6.25%,
                1/31/97 (COST $1,913,000) ......................................  1,913,000
                                                                                  ---------
COMMERCIAL PAPER 10.5%

    750,000   E.I. duPont de Nemours & Co., 5.25%, 5/16/96 .....................    744,969
  1,000,000   Ford Motor Credit Co., 5.34%, 4/25/96 ............................    996,306
    700,000   General Electric Capital Corp., 5.1%, 5/29/96 ....................    693,977
    500,000   Prudential Funding Corp., 5.46%, 4/3/96 ..........................    499,778
                                                                                  ---------
              TOTAL COMMERCIAL PAPER (COST $2,935,614) .........................  2,935,030
                                                                                  ---------
FIXED TIME DEPOSITS 2.7%

    750,000   American Express Credit Corp., 5.06%, 7/30/96 (COST $750,000).....    749,669
                                                                                  ---------

CONVERTIBLE BONDS 0.0%

     13,000   Ashanti Capital Corp., 5.5%, 3/15/03 (COST $13,000) ..............     13,390
                                                                                  ---------
PREFERRED STOCKS 3.0%

<CAPTION>
Shares
- ------
GERMANY
<S>                                                                               <C>
     17,322   RWE AG (Producer and marketer of petroleum and chemical
              products) ........................................................    523,878
      2,125   SAP AG (Computer software manufacturer) ..........................    306,008
                                                                                  ---------
              TOTAL PREFERRED STOCKS (COST $831,199) ...........................    829,886
                                                                                  ---------

COMMON STOCKS 84.4%

AUSTRALIA 1.7%
      3,400   Ampol Exploration Ltd.* (Oil and gas exploration company) ........     11,425
    271,698   Foster's Brewing Group, Ltd. (Leading brewery) ...................    469,224
                                                                                  ---------
                                                                                    480,649
                                                                                  ---------
BERMUDA 0.5%
      3,450   Mid Ocean Limited (Property and casualty insurance company) ......    133,256
                                                                                  ---------
BRAZIL 2.3%
     36,900   Aracruz Celulose S.A. (ADR) (Producer of eucalyptus kraft
              pulp) ............................................................    295,200
  1,275,000   Centrais Eletricas Brasileiras S/A "B" (Electric utility).........    332,996
    771,000   Companhia Energetica de Minas Gerais (Electric power utility) ....     21,619
                                                                                  ---------
                                                                                    649,815
                                                                                  ---------
CANADA 4.8%
     14,960   Barrick Gold Corp. (Gold exploration and production in
              North and South America) .........................................    455,412
     21,610   Canadian Pacific Ltd. (Ord.) (Transportation and natural
              resource conglomerate) ...........................................    429,981
     15,620   Placer Dome Inc. (Gold, silver and copper mining company) ........    446,859
                                                                                  ---------
                                                                                  1,332,252
                                                                                  ---------
FRANCE 0.6%
      1,825   Alcatel Alsthom (Manufacturer of transportation, telecommunication
              and energy equipment) ............................................    169,150
                                                                                  ---------
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       61

<PAGE>
 AARP GLOBAL GROWTH FUND


<TABLE>
<CAPTION>
                                                                                   Market
Shares                                                                            Value ($)
- -------------------------------------------------------------------------------------------
<S>                                                                               <C>    
GERMANY 13.3%
      1,410   Bayer AG (Leading chemical producer) ...........................      480,299
     14,215   Bayerische Vereinsbank Girozentrale (Commercial bank) ..........      436,170
        938   Daimler-Benz AG (Automobile and truck manufacturer) ............      510,187
      1,410   Hoechst AG (Chemical producer) .................................      499,495
      1,189   Mannesmann AG (Bearer) (Diversified construction and technology
                company) .....................................................      433,286
        263   Muenchener Rueckversicherungs AG (Insurance company) ...........      463,169
        745   Siemens AG (Bearer) (Manufacturer of electrical and electronic
                equipment) ...................................................      410,006
     10,016   VEBA AG (Electric utility, distributor of oil and chemicals) ...      486,773
                                                                                  ---------
                                                                                  3,719,385
                                                                                  ---------
GHANA 1.4%
     11,300   Ashanti Goldfields Co., Ltd. (ADS) (Leading gold producer) .....      282,500
      4,100   Ashanti Goldfields Co., Ltd. (GDS) .............................      102,500
                                                                                  ---------
                                                                                    385,000
                                                                                  ---------
HONG KONG 1.8%
     40,000   Hutchison Whampoa, Ltd. (Container terminal and real estate
                company) .....................................................      251,358
     69,000   Television Broadcasts, Ltd. (Television broadcasting) ..........      253,821
                                                                                  ---------
                                                                                    505,179
                                                                                  ---------
INDONESIA 0.1%
     38,500   Indah Kiat Pulp & Paper (Foreign registered) (Producer
                of pulp and paper) ...........................................       30,052
      1,000   Pabrik Kertas Tjiwi Kimia (Operator of pulp and paper factory)..          973
                                                                                  ---------
                                                                                     31,025
                                                                                  ---------
JAPAN 5.4%
     25,000   Canon Inc. (Leading producer of visual image and information
                equipment) ...................................................      476,858
     14,000   Hitachi Ltd. (General electronics manufacturer) ................      136,138
     28,000   Matsushita Electrical Industrial Co., Ltd. (Consumer electronic
                products manufacturer) .......................................      455,540
      1,000   Nichiei Co., Ltd. (Finance company for small- and medium-sized
                firms) .......................................................       66,854
     38,000   Sumitomo Metal Mining Co., Ltd. (Leading gold, nickel and
                copper mining company) .......................................      365,965
                                                                                  ---------
                                                                                  1,501,355
                                                                                  ---------
KOREA 0.6%
      3,900   Korea Electric Power Corp. (ADR) (Electric utility) ............       89,700
      5,250   Korea Express Co., Ltd. (EDR) (General freight transport
                company) .....................................................       90,563
                                                                                  ---------
                                                                                    180,263
                                                                                  ---------
NETHERLANDS 5.4%
     11,239   AEGON Insurance Group NV (Insurance company) ...................      530,623
      7,273   Internationale-Nederlanden Groep CVA (Banking and insurance
                holding company) .............................................      528,273
      3,163   Royal Dutch Petroleum Co. (Majority shareholder of Royal
                Dutch/Shell Group of companies, involved in all phases of the 
                petroleum industry) ..........................................      448,001
         54   Royal Dutch Petroleum Co. (New York shares) ....................        7,628
                                                                                  ---------
                                                                                  1,514,525
                                                                                  ---------
NEW ZEALAND 0.6%
     37,400   Telecom Corp. of New Zealand (Telecommunication services) ......      168,135
                                                                                  ---------
SWEDEN 4.4%
     10,445   Astra AB "A" (Free) (Pharmaceutical company) ...................      483,077
     18,815   S.K.F. AB "B" (Free) (Manufacturer of roller bearings) .........      414,709
     15,522   Skandia Foersaekrings AB (Free) (Financial conglomerate) .......      342,127
                                                                                  ---------
                                                                                  1,239,913
                                                                                  ---------
SWITZERLAND 6.9%
        260   Ciba-Geigy AG (Bearer) (Pharmaceutical company) ................      322,486
        545   Micronas Semiconductor Holding AG* (Bearer) (Developer and 
                producer of mixed-signal integrated circuits and systems) ....      390,464
        374   Nestle SA (Registered) (Food manufacturer) .....................      422,055
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       62

<PAGE>


<TABLE>
<CAPTION>
                                                                                      Market
Shares                                                                               Value ($)
- ----------------------------------------------------------------------------------------------
<S>                                                                                 <C>    
          2   Sandoz Ltd. AG (Bearer) (Pharmaceutical company) ..................        2,328
        102   Sandoz Ltd. AG (Registered) (Pharmaceutical company) ..............      119,652
        226   Swiss Reinsurance (Registered) (Life, accident and health insurance
                company) ........................................................      229,193
      1,539   Zurich Insurance Group (Registered) (Insurance company) ...........      442,598
                                                                                    ----------
                                                                                     1,928,776
                                                                                    ----------
UNITED KINGDOM 9.0%
     77,208   Carlton Communications PLC (Television post production
                products and services) ..........................................      536,184
     57,670   Grand Metropolitan PLC (Food and drink producer and retailer) .....      371,452
     68,715   Lonrho PLC (Widely diversified industrial holding company) ........      224,967
     55,455   PowerGen PLC (Electric utility) ...................................      451,560
     34,600   RTZ Corp. PLC (Mining and finance company) ........................      501,167
     41,221   Reuters Holdings PLC (International news agency) ..................      447,330
                                                                                    ----------
                                                                                     2,532,660
                                                                                    ----------
UNITED STATES 25.6%
      6,950   AT&T (Telecommunication services and business systems) ............      425,686
      5,960   EXEL, Ltd. (Provider of liability insurance) ......................      411,240
     11,610   Enron Corp. (Major natural gas pipeline system) ...................      428,119
     11,650   First Data Corp. (Credit-card processing services) ................      821,325
      1,700   General Re Corp. (Property and casualty reinsurance) ..............      247,775
     23,850   Homestake Mining Co. (Major international gold producer) ..........      462,094
      3,450   International Business Machines Corp. (Principal manufacturer
                and servicer of business and computing machines) ................      383,381
      5,100   J.P. Morgan & Co., Inc. (Commercial banking and financial
                services) .......................................................      423,300
     22,400   LaFarge Corp. (Leading cement producer) ...........................      422,800
     22,770   Louisiana-Pacific Corp. (Producer of lumber, plywood and
                pulp) ...........................................................      555,019
      5,510   MBIA Inc. (Insurer of municipal bonds) ............................      413,250
     11,300   National Semiconductor Corp.* (Manufacturer of integrated
                circuits and transistors) .......................................      156,788
      7,600   Newmont Mining Corp. (International gold exploration and
                mining company) .................................................      430,350
      3,800   Times Mirror Co. "A" (Newspaper publisher) ........................      149,625
      8,600   UNUM Corp. (Provider of disability, health and life insurance
                and group pension products) .....................................      511,700
     14,950   WMX Technologies Inc. (Solid and chemical waste management
                services) .......................................................      474,663
      3,650   Xerox Corp. (Leading manufacturer of copiers and duplicators) .....      458,075
                                                                                    ----------
                                                                                     7,175,190
                                                                                    ----------
              TOTAL COMMON STOCKS (COST $23,257,214) ............................   23,646,528
                                                                                    ==========

<CAPTION>
                                                                       % OF NET 
SUMMARY                                                                 ASSETS
<S>                                                                      <C>        <C>       
              TOTAL INVESTMENT PORTFOLIO (COST $29,700,027) (a) .....    107.4      30,087,503
              OTHER ASSETS AND LIABILITIES, NET .....................     (7.4)     (2,078,893)
                                                                         -----      ----------
              NET ASSETS ............................................    100.0      28,008,610
                                                                         =====      ==========
<FN>
*      Nonincome producing security.

(a)    At March 31, 1996, the net unrealized appreciation on investments based
       on cost for federal income tax purposes of $29,700,027 was as follows:

       Aggregate gross unrealized appreciation for all
       investments in which there is an excess of value over
       tax cost ...................................................    $ 603,012

       Aggregate gross unrealized depreciation for all
       investments in which there is an excess of tax cost
       over value .................................................     (215,536)
                                                                       ---------
       Net unrealized appreciation ................................    $ 387,476
                                                                       =========
       Purchases of investment securities, (excluding short-term investments)
       from February 1, 1996 through March 31, 1996, aggregated $24,101,413.

       Percentage breakdown of investments is based on total net assets of the
       Fund. The total net assets of the Fund are comprised of the Fund's
       investment portfolio, other assets and liabilities. The percentage of the
       investment portfolio may be greater or less than 100% due to the
       inclusion of the Fund's assets and liabilities in the calculation. The
       Fund's other assets and liabilities are disclosed in the Statement of
       Assets and Liabilities.

       Sector breakdown of the Fund's equity securities is noted on page 21.
</FN>
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       63

<PAGE>
 AARP CAPITAL GROWTH FUND

LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
Principal                                                                          Market
Amount ($)                                                                        Value ($)
- -------------------------------------------------------------------------------------------
<S>                                                                              <C>
REPURCHASE AGREEMENTS 2.9%

        21,996,000  Repurchase Agreement with Donaldson, Lufkin & Jenrette
                      dated 3/29/96 at 5.35% to be repurchased at $22,005,807 
                      on 4/1/96, collateralized by a $22,471,000 U.S.
                      Treasury Bill, 6/20/96 (COST $21,996,000) ..............   21,996,000
                                                                                 ----------

PREFERRED STOCKS 0.3%

Shares
- ------
TECHNOLOGY
Computer Software
      16,200   SAP AG (COST $2,524,657) ......................................    2,332,861
                                                                                 ----------
                                                                                
COMMON STOCKS 97.8%                                                             
                                                                                
CONSUMER DISCRETIONARY 8.4%                                                     
Department & Chain Stores 3.6%                                                  
     200,000   J.C. Penney Co., Inc. .........................................    9,950,000
     200,000   May Department Stores .........................................    9,650,000
     250,000   Walgreen Co. ..................................................    8,156,250
                                                                                 ----------
                                                                                 27,756,250
                                                                                 ----------
Hotels & Casinos 0.9%                                                           
     235,000   Grand Casinos Inc.* ...........................................    7,050,000
                                                                                 ----------
Restaurants 2.0%                                                                
     310,000   McDonald's Corp. ..............................................   14,880,000
                                                                                 ----------
Specialty Retail 1.9%                                                           
     346,800   Intimate Brands, Inc. .........................................    6,719,250
     300,000   Toys "R" Us Inc.* .............................................    8,100,000
                                                                                 ----------
                                                                                 14,819,250
                                                                                 ----------
CONSUMER STAPLES 4.9%                                                           
Food & Beverage 0.9%                                                            
     185,000   Albertson's Inc. ..............................................    6,868,125
                                                                                 ----------
Package Goods/Cosmetics 3.5%                                                    
     150,000   Clorox Co. ....................................................   12,918,750
     145,600   Estee Lauder Companies "A" ....................................    5,205,200
     100,000   Procter & Gamble Co. ..........................................    8,475,000
                                                                                 ----------
                                                                                 26,598,950
                                                                                 ----------
Textiles 0.5%                                                                   
      87,500   Gucci Group* (New York Shares) ................................    4,200,000
                                                                                 ----------
HEALTH 14.2%                                                                    
Health Industry Services 1.0%                                                   
     300,000   Bergen Brunswig Corp. "A" .....................................    7,837,500
                                                                                 ----------
Hospital Management 3.2%                                                        
     420,000   Columbia/HCA Healthcare Corp. .................................   24,255,000
                                                                                 ----------
Medical Supply & Specialty 3.0%                                                 
     179,000   Becton, Dickinson & Co. .......................................   14,655,625
     134,000   Medtronic Inc. ................................................    7,989,750
                                                                                 ----------
                                                                                 22,645,375
                                                                                 ----------
Pharmaceuticals 7.0%                                                            
     115,000   American Home Products Corp. ..................................   12,463,125
     315,000   Astra AB "B" (Free) ...........................................   14,474,481
      90,000   Johnson & Johnson .............................................    8,302,500
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       64

<PAGE>

<TABLE>
<CAPTION>
                                                         Market
Shares                                                  Value ($)
- -----------------------------------------------------------------
<S>                                                    <C>
     150,000   Merck & Co. Inc. .....................   9,337,500
     150,000   Schering-Plough Corp. ................   8,718,750
                                                       ----------
                                                       53,296,356
                                                       ----------
COMMUNICATIONS 0.8%
Telephone/Communications
     225,000   Tele Danmark A/S (ADR) ...............   5,821,875
                                                       ----------
FINANCIAL 15.5%
Banks 4.0%
     125,000   First Chicago NBD Corp. ..............   5,187,500
      80,000   J.P. Morgan & Co., Inc. ..............   6,640,000
     141,600   MBNA Corp. ...........................   4,194,900
     200,000   Norwest Corp. ........................   7,350,000
     160,000   Wachovia Corp. .......................   7,160,000
                                                       ----------
                                                       30,532,400
                                                       ----------
Insurance 6.4%
     180,000   American International Group, Inc. ...  16,852,500
      26,900   Chubb Corp. ..........................   2,525,238
     180,000   EXEL, Ltd. ...........................  12,420,000
      24,000   General Re Corp. .....................   3,498,000
     176,000   MBIA Inc. ............................  13,200,000
                                                       ----------
                                                       48,495,738
                                                       ----------
Other Financial Companies 5.1%
     330,000   American Express Credit Corp. ........  16,293,750
     720,000   Federal National Mortgage Association   22,950,000
                                                       ----------
                                                       39,243,750
                                                       ----------
MEDIA 2.8%
Broadcasting & Entertainment 2.3%
     280,000   Walt Disney Co. ......................  17,885,000
                                                       ----------
Print Media 0.5%
      56,000   Gannett Co., Inc. ....................   3,766,000
                                                       ----------
SERVICE INDUSTRIES 2.8%
Environmental Services 0.2%
     145,500   Destec Energy Inc.* ..................   1,800,563
                                                       ----------
Investment 2.6%
      75,000   Dean Witter, Discover & Co. ..........   4,293,750
     265,000   Franklin Resources Inc. ..............  15,105,000
                                                       ----------
                                                       19,398,750
                                                       ----------
DURABLES 4.8%
Aerospace 4.4%
     100,000   Lockheed Martin Corp. ................   7,587,500
     235,000   Rockwell International Corp. .........  13,835,625
     110,000   United Technologies Corp. ............  12,347,500
                                                       ----------
                                                       33,770,625
                                                       ----------
Telecommunications Equipment 0.4%
      95,000   DSC Communications Corp.* ............   2,565,000
                                                       ----------
MANUFACTURING 12.4%
Chemicals 2.8%
     140,000   E.I. du Pont de Nemours & Co. ........  11,620,000
      98,700   Praxair Inc. .........................   3,935,663
     100,000   Sigma-Aldrich Corp. ..................   5,725,000
                                                       ----------
                                                       21,280,663
                                                       ----------
Diversified Manufacturing 4.4%
     300,000   Canadian Pacific Ltd. ................   6,000,000
      95,000   General Electric Co. .................   7,398,125
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       65

<PAGE>
 AARP CAPITAL GROWTH FUND


<TABLE>
<CAPTION>
                                                               Market
Shares                                                        Value ($)
- -----------------------------------------------------------------------
<S>                                                          <C>
     120,000   TRW Inc. ..................................   10,695,000
     120,000   Textron, Inc. .............................    9,600,000
                                                             ----------
                                                             33,693,125
                                                             ----------
Electrical Products 2.7%
      60,000   ASEA AB (ADR) .............................    6,195,000
      83,000   Emerson Electric Co. ......................    6,702,250
     200,000   Philips NV (New York shares) ..............    7,275,000
                                                             ----------
                                                             20,172,250
                                                             ----------
Machinery/Components/Controls 2.5%
     200,000   Ingersoll-Rand Co. ........................    8,150,000
     297,000   Parker-Hannifin Group .....................   11,137,500
                                                             ----------
                                                             19,287,500
                                                             ----------
TECHNOLOGY 14.4%
Computer Software 0.1%
       9,700   Xylan Corp.* ..............................      504,400
                                                             ----------
Diverse Electronic Products 3.3%
     475,000   Applied Materials, Inc.* ..................   16,565,625
     140,000   General Motors Corp. "H" ..................    8,855,000
                                                             ----------
                                                             25,420,625
                                                             ----------
Electronic Components/Distributors 0.0%
          72   Samsung Electronics Co., Ltd. .............        8,468
          21   Samsung Electronics Co., Ltd. (New) .......        2,292
                                                             ----------
                                                                 10,760
                                                             ----------
Electronic Data Processing 4.6%
     150,000   Compaq Computer Corp.* ....................    5,793,750
     275,000   Hewlett-Packard Co. .......................   25,850,000
      35,000   International Business Machines Corp. .....    3,889,373
                                                             ----------
                                                             35,533,123
                                                             ----------
Office/Plant Automation 4.2%
     150,000   3Com Corp.* ...............................    5,981,250
     110,000   Cabletron Systems Inc.* ...................    7,287,500
     400,000   Cisco Systems, Inc.* ......................   18,550,000
                                                             ----------
                                                             31,818,750
                                                             ----------
Semiconductors 2.2%
     280,000   Atmel Corp.* ..............................    7,140,000
      82,900   Intel Corp. ...............................    4,714,938
      91,000   Texas Instruments Inc. ....................    4,629,625
                                                             ----------
                                                             16,484,563
                                                             ----------
ENERGY 9.2%
Engineering 1.0%
     110,000   Fluor Corp. ...............................    7,507,500
                                                             ----------
Oil Companies 7.2%
     175,000   Amoco Corp. ...............................   12,643,750
     135,000   Exxon Corp. ...............................   11,019,375
      70,000   Mobil Corp. ...............................    8,111,250
     204,800   Repsol SA (ADR) ...........................    7,654,400
     110,000   Royal Dutch Petroleum Co. (New York shares)   15,537,500
                                                             ----------
                                                             54,966,275
                                                             ----------
Oil/Gas Transmission 1.0%
     200,000   Enron Corp. ...............................    7,375,000
                                                             ----------
CONSTRUCTION 1.1%
Forest Products
     330,000   Louisiana-Pacific Corp. ...................    8,043,750
                                                             ----------
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       66

<PAGE>
LIST OF INVESTMENTS AS OF MARCH 31, 1996 (Unaudited)

<TABLE>
<CAPTION>
                                                                             Market
Shares                                                                      Value ($)
- -------------------------------------------------------------------------------------
<S>                                                                       <C>
TRANSPORTATION 3.3%
Airlines 1.9%
     160,000   AMR Corp.* .............................................    14,320,000
                                                                          -----------
Railroads 1.4%
     100,000   Consolidated Rail Corp. ................................     7,162,500
      60,000   Wisconsin Central Transportation Co.* ..................     3,990,000
                                                                          -----------
                                                                           11,152,500
                                                                          -----------
UTILITIES 3.2%
Electric Utilities
     350,000   Eastern Utilities Association ..........................     7,525,000
     130,000   Houston Industries Inc. ................................     2,811,250
      60,000   Illinova Corp. .........................................     1,687,500
     150,000   NIPSCO Industries Inc. .................................     5,587,500
     285,000   PowerGen PLC (ADR)* ....................................     6,840,000
                                                                          -----------
                                                                           24,451,250
                                                                          -----------
               TOTAL COMMON STOCKS (COST $596,126,467).................   745,508,541
                                                                          -----------

<CAPTION>
                                                              % OF NET 
SUMMARY                                                        ASSETS
<S>                                                             <C>       <C>
        TOTAL INVESTMENT PORTFOLIO (COST $620,647,124)(a).....  101.0     769,837,402
        OTHER ASSETS AND LIABILITIES, NET.....................   (1.0)     (7,404,668)
                                                                -----     -----------
        NET ASSETS............................................  100.0     762,432,734
                                                                =====     ===========
- -------------------------------------------------------------------------------------
<FN>

*      Nonincome producing security.

(a)    At March 31, 1996, the net unrealized appreciation on investments based
       on cost for federal income tax purposes of $620,647,124 was as follows:


       Aggregate gross unrealized appreciation for all
       investments in which there is an excess of value over
       tax cost ......................................................   $161,253,197
       Aggregate gross unrealized depreciation for all
       investments in which there is an excess of tax cost
       over value ....................................................    (12,062,919)
                                                                         ------------
       Net unrealized appreciation ...................................   $149,190,278
                                                                         ============
- --------------------------------------------------------------------------------
       Purchases and sales of investment securities, (excluding short-term
       investments), for the six months ended March 31, 1996, aggregated
       $276,713,787 and $267,858,048, respectively.
- --------------------------------------------------------------------------------

       Percentage breakdown of investments is based on total net assets of the
       Fund. The total net assets of the Fund are comprised of the Fund's
       investment portfolio, other assets and liabilities. The percentage of the
       investment portfolio may be greater or less than 100% due to the
       inclusion of the Fund's assets and liabilities in the calculation. The
       Fund's other assets and liabilities are disclosed in the Statement of
       Assets and Liabilities.
</FN>
</TABLE>

     The accompanying notes are an integral part of the financial statements


                                       67

<PAGE>
FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES


<TABLE>
<CAPTION>
                                                           AARP HIGH            AARP HIGH          AARP GNMA         AARP HIGH
                                                            QUALITY          QUALITY TAX FREE       AND U.S.          QUALITY
MARCH 31, 1996 (UNAUDITED)                                 MONEY FUND          MONEY FUND        TREASURY FUND       BOND FUND
<S>                                                       <C>               <C>                <C>                 <C>
ASSETS

Investments, at value (for identified cost, see
  accompanying lists of investment portfolios)..........  $ 378,736,503     $   114,361,160    $   5,091,647,540   $  548,835,367
Cash....................................................        385,786              24,782            1,067,574            1,001
Receivable on investments sold..........................              -                   -                    -        5,317,119
Dividends and interest receivable.......................      2,728,121           1,126,097           46,805,780        5,673,174
Receivable on Fund shares sold..........................      1,249,065             113,486            1,020,549          298,662
Unrealized appreciation on forward currency
  exchange contracts (Notes 1 and 3)....................              -                   -                    -                -
Deferred organization expenses (Note 1).................              -                   -                    -                -
Due from Fund Manager (Note 2)..........................              -                   -                    -                -
Other assets............................................          3,624               1,214               46,575            1,969
                                                          -------------     ---------------    -----------------   --------------
Total assets............................................    383,103,099         115,626,739        5,140,588,018      560,127,292


LIABILITIES

Investments purchased...................................              -                   -            1,010,246       29,341,146
Fund shares redeemed....................................      1,334,345              97,377            3,629,252          351,765
Dividends payable.......................................        131,857              48,204           11,605,999          738,899
Management fee (Note 2).................................        126,752              38,561            1,799,820          219,312
Transfer and dividend disbursing agent (Note 2).........        127,633              25,130              618,939          135,150
Daily variation margin on open futures
  contracts (Note 1)....................................              -                   -                    -                -
Other accrued expenses..................................        162,218              52,220              843,835          223,637
                                                          -------------     ---------------    -----------------   --------------
Total liabilities.......................................      1,882,805             261,492           19,508,091       31,009,909
- ---------------------------------------------------------------------------------------------------------------------------------
Net assets at value.....................................  $ 381,220,294     $   115,365,247    $   5,121,079,927   $  529,117,383
- ---------------------------------------------------------------------------------------------------------------------------------

NET ASSETS CONSIST OF:

Accumulated undistributed (overdistributed)
  net investment income.................................  $           -     $             -    $               -   $      304,913
Net unrealized appreciation (depreciation) on:
  Investments...........................................       (331,437)                  -           13,481,805       (3,645,899)
  Futures contracts.....................................              -                   -                    -                -
  Foreign currency related transactions.................              -                   -                    -                -
Accumulated net realized capital gain (loss)............        (64,327)         (1,226,724)        (301,359,596)      (6,527,894)
Shares of beneficial interest, at par...................      3,815,517             115,372            3,400,767          332,413
Additional paid-in capital..............................    377,800,541         116,476,599        5,405,556,951      538,653,850
- ---------------------------------------------------------------------------------------------------------------------------------
Net assets at value.....................................  $ 381,220,294     $   115,365,247    $   5,121,079,927   $  529,117,383
- ---------------------------------------------------------------------------------------------------------------------------------
Shares of beneficial interest outstanding, $.01
        par value, unlimited number of shares
        authorized. (Note) AARP High Quality Tax
        Free Money Fund has a $.001 par value...........    381,551,731         115,372,286          340,076,707       33,241,292
- ---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, offering and redemption
        price per share (net assets at value, per
        fund, divided by the respective shares
        of beneficial interest outstanding).............  $        1.00     $          1.00    $           15.06   $        15.92
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>

    The accompanying notes are an integral part of the financial statements

                                       68

<PAGE>
FINANCIAL STATEMENTS

STATEMENT OF ASSETS AND LIABILITIES -- (CONTINUED)

<TABLE>
<CAPTION>
                                                              AARP INSURED                AARP BALANCED               AARP GROWTH
                                                            TAX FREE GENERAL             STOCK AND BOND               AND INCOME
MARCH 31, 1996 (UNAUDITED)                                     BOND FUND                      FUND                       FUND
<S>                                                         <C>                           <C>                       <C>
ASSETS                                                  
                                                        
Investments, at value (for identified cost, see         
  accompanying lists of investment portfolios)..........    $  1,778,920,671             $ 324,208,868             $ 3,652,001,718
Cash....................................................              51,090                   448,940                     135,281
Receivable on investments sold..........................                --                     373,450                  17,794,237
Dividends and interest receivable.......................          23,260,940                 2,049,902                  11,289,154
Receivable on Fund shares sold..........................             403,402                      --                     3,959,447
Unrealized appreciation on forward currency             
  exchange contracts (Notes 1 and 3)....................                --                       4,157                        --
Deferred organization expenses (Note 1).................                --                      25,269                        --
Due from Fund Manager (Note 2)..........................                --                        --                          --
Other assets............................................               4,388                      --                         4,287 
                                                            ----------------             -------------             ---------------
Total assets............................................       1,802,640,491               327,110,586               3,685,184,124 
                                                        
                                                        
LIABILITIES                                             
                                                        
Investments purchased...................................          11,210,000                 7,313,392                  12,859,956 
Fund shares redeemed....................................             701,276                      --                     1,052,818 
Dividends payable.......................................           2,862,555                      --                          --   
Management fee (Note 2).................................             735,974                   139,400                   1,485,762 
Transfer and dividend disbursing agent (Note 2).........             161,930                    62,008                     331,518 
Daily variation margin on open futures                                                                                             
  contracts (Note 1)....................................             862,500                      --                          --   
Other accrued expenses..................................             266,436                   260,486                     802,395 
                                                            ----------------             -------------             ---------------
Total liabilities.......................................          16,800,671                 7,775,286                  16,532,449 
- ----------------------------------------------------------------------------------------------------------------------------------
Net assets at value.....................................    $  1,785,839,820             $ 319,335,300             $ 3,668,651,675 
- ----------------------------------------------------------------------------------------------------------------------------------
                                                        
NET ASSETS CONSIST OF:                                  
                                                        
Accumulated undistributed (overdistributed)             
  net investment income.................................    $           --               $     (56,851)            $     4,901,544  
Net unrealized appreciation (depreciation) on:                                                                                     
  Investments...........................................          80,029,739                32,040,228                 830,380,305  
  Futures contracts.....................................           1,324,812                      --                          --    
  Foreign currency related transactions.................                --                      (5,857)                    (37,717) 
Accumulated net realized capital gain (loss)............         (17,368,574)                3,807,649                 103,034,483  
Shares of beneficial interest, at par...................             999,560                   186,051                     873,176 
Additional paid-in capital..............................       1,720,854,283               283,364,080               2,729,499,884 
- ----------------------------------------------------------------------------------------------------------------------------------
Net assets at value.....................................    $  1,785,839,820             $ 319,335,300             $ 3,668,651,675
- ---------------------------------------------------------------------------------------------------------------------------------- 
Shares of beneficial interest outstanding, $.01         
        par value, unlimited number of shares           
        authorized. (Note) AARP High Quality Tax        
        Free Money Fund has a $.001 par value...........          99,955,966                18,605,061                  87,317,641 
- ----------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, offering and redemption                
        price per share (net assets at value, per       
        fund, divided by the respective shares          
        of beneficial interest outstanding).............    $          17.87             $       17.16             $         42.02 
- ----------------------------------------------------------------------------------------------------------------------------------


<CAPTION>
                                                                     AARP GLOBAL              AARP CAPITAL
                                                                       GROWTH                    GROWTH
MARCH 31, 1996 (UNAUDITED)                                              FUND                      FUND
<S>                                                                  <C>                      <C>
ASSETS                                                  
                                                        
Investments, at value (for identified cost, see         
  accompanying lists of investment portfolios)..........            $ 30,087,503             $769,837,402
Cash....................................................                     143                       45
Receivable on investments sold..........................                    --                  2,158,991
Dividends and interest receivable.......................                  19,825                  759,401
Receivable on Fund shares sold..........................                 677,806                  369,914
Unrealized appreciation on forward currency             
  exchange contracts (Notes 1 and 3)....................                    --                       --
Deferred organization expenses (Note 1).................                  14,507                     --
Due from Fund Manager (Note 2)..........................                 120,693                     --
Other assets............................................                    --                       --
                                                                    ------------             ------------
                                                        
Total assets............................................              30,920,477              773,125,753
                                                        
                                                        
LIABILITIES                                             
                                                        
Investments purchased...................................               2,777,550                9,608,479
Fund shares redeemed....................................                   5,063                  375,466
Dividends payable.......................................                    --                       --
Management fee (Note 2).................................                  12,238                  395,440
Transfer and dividend disbursing agent (Note 2).........                  42,284                  100,396
Daily variation margin on open futures                                                                  
  contracts (Note 1)....................................                    --                       --
Other accrued expenses..................................                  74,732                  213,238
                                                                    ------------             ------------
Total liabilities.......................................               2,911,867               10,693,019
- ---------------------------------------------------------------------------------------------------------
Net assets at value.....................................            $ 28,008,610             $762,432,734
- ---------------------------------------------------------------------------------------------------------
                                                        
NET ASSETS CONSIST OF:                                  
                                                        
Accumulated undistributed (overdistributed)             
  net investment income.................................            $     29,187             $  2,690,900    
Net unrealized appreciation (depreciation) on:                                                           
  Investments...........................................                 387,476              149,190,278    
  Futures contracts.....................................                    --                       --      
  Foreign currency related transactions.................                  (2,273)                    --      
Accumulated net realized capital gain (loss)............                 (11,269)              48,045,507    
Shares of beneficial interest, at par...................                  18,344                  186,136
Additional paid-in capital..............................              27,587,145              562,319,913
- ---------------------------------------------------------------------------------------------------------
Net assets at value.....................................            $ 28,008,610             $762,432,734
- ---------------------------------------------------------------------------------------------------------
Shares of beneficial interest outstanding, $.01         
        par value, unlimited number of shares           
        authorized. (Note) AARP High Quality Tax        
        Free Money Fund has a $.001 par value...........               1,834,377               18,613,576
- ---------------------------------------------------------------------------------------------------------
NET ASSET VALUE, offering and redemption                
        price per share (net assets at value, per       
        fund, divided by the respective shares          
        of beneficial interest outstanding).............            $      15.27             $      40.96
- ---------------------------------------------------------------------------------------------------------
</TABLE>


    The accompanying notes are an integral part of the financial statements

                                       69

<PAGE>
FINANCIAL STATEMENTS

STATEMENT OF OPERATIONS


<TABLE>
<CAPTION>
                                                          AARP HIGH           AARP HIGH       AARP GNMA          AARP HIGH     
SIX MONTHS ENDED MARCH 31, 1996                            QUALITY        QUALITY TAX FREE     AND U.S.            QUALITY     
(UNAUDITED)                                               MONEY FUND         MONEY FUND      TREASURY FUND        BOND FUND    
<S>                                                      <C>                 <C>             <C>               <C>             
INVESTMENT INCOME                                                                                                              
                                                                                                                             
Income:                                                                                                                      
        Interest.......................................  $ 10,613,268        $ 2,176,139     $  190,927,048    $   18,100,411  
        Dividends......................................             -                  -                  -                 -  
                                                         ------------        -----------     --------------    --------------  
                                                           10,613,268          2,176,139        190,927,048        18,100,411  
                                                         ------------        -----------     --------------    --------------  
        Less foreign taxes withheld....................             -                  -                  -                 -  
                                                         ------------        -----------     --------------    --------------  
                                                           10,613,268          2,176,139        190,927,048        18,100,411  
- -----------------------------------------------------------------------------------------------------------------------------  
                                                                                                                             
EXPENSES                                                                                                                     
                                                                                                                             
        Management fee (Note 2)........................       751,538            231,336         10,831,770         1,305,675  
        Services to shareholders:                                                                                            
                Transfer and dividend disbursing                                                                             
                  expense (Note 2).....................       755,473            155,238          3,743,410           799,397  
                Other expenses.........................       201,319             35,180            817,443           226,313  
        Trustees' fees and expenses (Note 2)...........         9,295             13,576             13,394            13,406  
        Shareholder communications.....................        81,258             23,700            614,964            79,305  
        Legal..........................................         4,321              3,751              4,783             3,961  
        Auditing.......................................        14,000             14,000             34,000            25,450  
        Custodian and accounting fees (Note 2).........        42,786             27,289            598,330            68,564  
        Registration expenses..........................        40,591             11,385             48,965            15,029  
        Amortization of organization expenses                                                                                
          (Note 1).....................................             -                  -                  -                 -  
        Other..........................................        13,983              6,314             97,558            13,097  
                                                         ------------        -----------     --------------    --------------  
Total Expenses before reductions.......................     1,914,564            521,769         16,804,617         2,550,197     
Expense reductions (Note 2)............................             -                  -                  -                 -  
                                                         ------------        -----------     --------------    --------------  
Expenses, net..........................................     1,914,564            521,769         16,804,617         2,550,197  
- -----------------------------------------------------------------------------------------------------------------------------  
Net investment income..................................     8,698,704          1,654,370        174,122,431        15,550,214  
- -----------------------------------------------------------------------------------------------------------------------------  

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS

        Net realized gain (loss) from:
                Investments............................         2,594                  -         57,937,663         2,053,849  
                Futures contracts (Note 1).............             -                  -                  -         1,704,048  
                Foreign currency related transactions                                                                        
                  (Note 1).............................             -                  -                  -                 -  
        Net unrealized appreciation (depreciation) on:
                Investments............................       159,278                  -       (101,174,657)       (6,920,280) 
                Futures contracts......................             -                  -                  -                 -  
                Foreign currency related transactions               -                  -                  -                 -  
                                                         ------------        -----------     --------------    -------------- 
Net gain (loss) on investments.........................       161,872                  -        (43,236,994)       (3,162,383) 
- -----------------------------------------------------------------------------------------------------------------------------  
Net increase in net assets resulting
  from operations......................................  $  8,860,576        $ 1,654,370     $  130,885,437    $   12,387,831
- -----------------------------------------------------------------------------------------------------------------------------  
</TABLE>

    The accompanying notes are an integral part of the financial statements

                                       70

<PAGE>
<TABLE>
<CAPTION>
                                                          AARP Insured     AARP Balanced     AARP Growth   AARP Global  AARP Capital
SIX MONTHS ENDED MARCH 31, 1996                         Tax Free General  Stock and Bond     and Income      Growth        Growth
(UNAUDITED)                                                Bond Fund           Fund             Fund          Fund          Fund
<S>                                                       <C>              <C>             <C>              <C>        <C>
INVESTMENT INCOME
                                                       
Income:                                                
        Interest.......................................   $ 49,444,772     $  4,021,249    $   5,991,254    $  34,588  $    565,746
        Dividends......................................           --          2,513,398       49,522,879       20,923     6,155,206
                                                          ------------     ------------    -------------    ---------  ------------
                                                            49,444,772        6,534,647       55,514,133       55,511     6,720,952
                                                          ------------     ------------    -------------    ---------  ------------
        Less foreign taxes withheld....................           --            (13,630)        (330,767)      (1,526)      (74,588)
                                                          ------------     ------------    -------------    ---------  ------------
                                                            49,444,772        6,521,017       55,183,366       53,985     6,646,364
- -----------------------------------------------------------------------------------------------------------------------------------
                                                       
EXPENSES                                               
                                                       
        Management fee (Note 2)........................      4,423,663          688,877        7,966,962       12,238     2,218,024
        Services to shareholders:                      
                Transfer and dividend disbursing       
                  expense (Note 2).....................        980,156          320,261        1,806,427       42,284       573,478
                Other expenses.........................        217,053           35,941          728,490        6,127       190,087
        Trustees' fees and expenses (Note 2)...........         13,576           13,539           13,522        4,473        13,002
        Shareholder communications.....................        172,376          179,117          448,574       13,417       122,624
        Legal..........................................          4,491            1,945            5,769        1,421         7,063
        Auditing.......................................         30,250            7,888           24,650        1,000        23,250
        Custodian and accounting fees (Note 2).........        172,139           30,779          322,543       28,776       125,074
        Registration expenses..........................         36,060          101,097           95,480       33,269         1,329
        Amortization of organization expenses          
          (Note 1).....................................           --              4,466             --            500          --
        Other..........................................         37,609           22,128           61,888        1,986         7,997
                                                          ------------     ------------    -------------    ---------  ------------
Total Expenses before reductions.......................      6,087,373        1,406,038       11,474,305      145,491     3,281,928
Expense reductions (Note 2)............................           --               --               --       (120,693)         --
                                                          ------------     ------------    -------------    ---------  ------------
Expenses, net..........................................      6,087,373        1,406,038       11,474,305       24,798     3,281,928
- -----------------------------------------------------------------------------------------------------------------------------------
Net investment income..................................     43,357,399        5,114,979       43,709,061       29,187     3,364,436
- -----------------------------------------------------------------------------------------------------------------------------------

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS

        Net realized gain (loss) from:
                Investments............................     12,712,046        4,791,863      117,785,191         (491)   53,543,930
                Futures contracts (Note 1).............     (1,156,315)          34,435             --           --            --
                Foreign currency related transactions  
                  (Note 1).............................           --            304,147         (256,070)     (10,778)      (27,653)
        Net unrealized appreciation (depreciation) on:
                Investments............................         (7,242)      10,965,134      250,177,706      387,476     7,474,671
                Futures contracts......................      1,954,701            3,391             --           --            --
                Foreign currency related transactions             --           (165,806)         (43,545)      (2,273)        4,789
                                                          ------------     ------------    -------------    ---------  ------------
Net gain (loss) on investments.........................     13,503,190       15,933,164      367,663,282      373,934    60,995,737
- -----------------------------------------------------------------------------------------------------------------------------------
Net increase in net assets resulting
  from operations......................................   $ 56,860,589     $ 21,048,143    $ 411,372,343    $ 403,121  $ 64,360,173
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>


    The accompanying notes are an integral part of the financial statements

                                       71

<PAGE>
FINANCIAL STATEMENTS

STATEMENT OF CHANGES IN NET ASSETS


<TABLE>
<CAPTION>
                                                                    AARP HIGH                          AARP HIGH  
                                                                     QUALITY                        QUALITY TAX FREE
                                                                    MONEY FUND                         MONEY FUND
INCREASE (DECREASE) IN NET ASSETS:

                                                          Six Months Ended       Year        Six Months Ended      Year
                                                              March 31,         Ended           March 31,         Ended
                                                                1996           Sept. 30,          1996           Sept. 30,
                                                             (Unaudited)         1995          (Unaudited)         1995
                                                             -----------         ----          -----------         ----

<S>                                                        <C>              <C>              <C>              <C>
Operations:
        Net investment income ..........................   $   8,698,704    $  18,316,417    $   1,654,370    $   3,691,193
        Net realized gain (loss) from:
                Investments ............................           2,594           (2,594)            --             (5,140)
                Futures contracts ......................            --               --               --               --
                Foreign currency related transactions ..            --               --               --               --
        Net unrealized appreciation (depreciation) on:
                Investments ............................         159,278         (235,013)            --               --
                Futures contracts ......................            --               --               --               --
                Foreign currency related transactions ..            --               --               --               --
                                                           -------------    -------------    -------------    -------------
Net increase (decrease) in net assets resulting
        from operations ................................       8,860,576       18,078,810        1,654,370        3,686,053
                                                           -------------    -------------    -------------    -------------
Distributions to shareholders:
        Net investment income ..........................      (8,698,704)     (18,316,417)      (1,654,370)      (3,691,193)
        Net realized gains .............................            --               --               --               --
        Tax return of capital ..........................            --               --               --               --
                                                           -------------    -------------    -------------    -------------
                                                              (8,698,704)     (18,316,417)      (1,654,370)      (3,691,193)
                                                           -------------    -------------    -------------    -------------
Fund share transactions:
        Proceeds from sale of shares ...................     169,270,293      405,381,235       15,149,738       41,129,795
        Net asset value of shares issued to
                shareholders in reinvestment of
                distributions ..........................       7,761,867       16,274,697        1,315,720        2,929,152
        Cost of shares redeemed ........................    (179,869,790)    (370,960,332)     (20,846,182)     (53,717,481)
                                                           -------------    -------------    -------------    -------------
Net increase (decrease) in net assets from Fund
        share transactions .............................      (2,837,630)      50,695,600       (4,380,724)      (9,658,534)
                                                           -------------    -------------    -------------    -------------
Increase (decrease) in net assets ......................      (2,675,758)      50,457,993       (4,380,724)      (9,663,674)
Net assets at beginning of period ......................     383,896,052      333,438,059      119,745,971      129,409,645
- ---------------------------------------------------------------------------------------------------------------------------
Net assets at end of period (a) ........................   $ 381,220,294    $ 383,896,052    $ 115,365,247    $ 119,745,971
- ---------------------------------------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN FUND SHARES:
Shares outstanding at beginning of period ..............     384,389,361      333,693,761      119,753,010      129,411,544
                                                           -------------    -------------    -------------    -------------
        Shares sold ....................................     169,270,293      405,381,235       15,149,738       41,129,795
        Shares issued to shareholders in
                reinvestment of  distributions .........       7,761,867       16,274,697        1,315,720        2,929,152
        Shares redeemed ................................    (179,869,790)    (370,960,332)     (20,846,182)     (53,717,481)
                                                           -------------    -------------    -------------    -------------
Net increase (decrease) in Fund shares .................      (2,837,630)      50,695,600       (4,380,724)      (9,658,534)
                                                           -------------    -------------    -------------    -------------
Shares outstanding at end of period ....................     381,551,731      384,389,361      115,372,286      119,753,010
- ---------------------------------------------------------------------------------------------------------------------------
(a) Includes accumulated undistributed (overdistributed)
    net investment income ..............................   $        --      $        --      $        --      $        --
</TABLE>



    The accompanying notes are an integral part of the financial statements.




                                       72

<PAGE>
FINANCIAL STATEMENTS



<TABLE>
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS

                                                                       AARP GNMA                              AARP High             
                                                                       and U.S.                               Quality               
                                                                       Treasury Fund                           Bond Fund            
INCREASE (DECREASE) IN NET ASSETS:
                                                           Six Months Ended        Year          Six Months Ended        Year       
                                                              March 31,            Ended            March 31,           Ended       
                                                                1996              Sept. 30,            1996            Sept. 30,    
                                                            (Unaudited)            1995            (Unaudited)           1995       
                                                            -----------            ----             -----------          ----       



<S>                                                        <C>                <C>                <C>                <C>             
Operations:
        Net investment income ..........................   $   174,122,431    $   358,090,095    $    15,550,214    $    32,695,491 
        Net realized gain (loss) from:
                Investments ............................        57,937,663        (68,679,536)         2,053,849          6,264,433 
                Futures contracts ......................              --                 --            1,704,048            462,444 
                Foreign currency related transactions ..              --                 --                 --                 --   
        Net unrealized appreciation (depreciation) on:
                Investments ............................      (101,174,657)       224,571,191         (6,920,280)        25,349,000 
                Futures contracts ......................              --                 --                 --             (235,464)
                Foreign currency related transactions ..              --                 --                 --                 --   
                                                           ---------------    ---------------    ---------------    --------------- 
Net increase (decrease) in net assets resulting
        from operations ................................       130,885,437        513,981,750         12,387,831         64,535,904 
                                                           ---------------    ---------------    ---------------    --------------- 
Distributions to shareholders:
        Net investment income ..........................      (174,122,431)      (347,262,513)       (15,550,214)       (32,238,660)
        Net realized gains .............................              --                 --                 --                 --   
        Tax return of capital ..........................              --          (10,827,582)              --                 --   
                                                           ---------------    ---------------    ---------------    --------------- 
                                                              (174,122,431)      (358,090,095)       (15,550,214)       (32,238,660)
                                                           ---------------    ---------------    ---------------    --------------- 
Fund share transactions:
        Proceeds from sale of shares ...................       182,586,082        313,574,493         32,979,906         38,133,943 
        Net asset value of shares issued to
                shareholders in reinvestment of
                distributions ..........................       101,305,738        209,361,883         11,015,827         22,872,960 
        Cost of shares redeemed ........................      (371,625,373)    (1,012,262,747)       (45,138,264)      (127,867,757)
                                                           ---------------    ---------------    ---------------    --------------- 
Net increase (decrease) in net assets from Fund
        share transactions .............................       (87,733,553)      (489,326,371)        (1,142,531)       (66,860,854)
                                                           ---------------    ---------------    ---------------    --------------- 
Increase (decrease) in net assets ......................      (130,970,547)      (333,434,716)        (4,304,914)       (34,563,610)
Net assets at beginning of period ......................     5,252,050,474      5,585,485,190        533,422,297        567,985,907 
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets at end of period (a) ........................   $ 5,121,079,927    $ 5,252,050,474    $   529,117,383    $   533,422,297 
- ------------------------------------------------------------------------------------------------------------------------------------

INCREASE (DECREASE) IN FUND SHARES:
Shares outstanding at beginning of period ..............       345,829,087        379,121,168         33,312,382         37,734,181 
                                                           ---------------    ---------------    ---------------    --------------- 
        Shares sold ....................................        11,966,664         21,222,249          2,030,000          2,475,377 
        Shares issued to shareholders in
                reinvestment of  distributions .........         6,644,158         14,034,160            678,509          1,481,640 
        Shares redeemed ................................       (24,363,202)       (68,548,490)        (2,779,599)        (8,378,816)
                                                           ---------------    ---------------    ---------------    --------------- 
Net increase (decrease) in Fund shares .................        (5,752,380)       (33,292,081)           (71,090)        (4,421,799)
                                                           ---------------    ---------------    ---------------    --------------- 
Shares outstanding at end of period ....................       340,076,707        345,829,087         33,241,292         33,312,382 
- ------------------------------------------------------------------------------------------------------------------------------------
(a) Includes accumulated undistributed (overdistributed)
    net investment income ..............................   $          --      $          --      $       304,913    $       304,913 




<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS
                                                                     AARP Insured                      AARP Balanced
                                                                   Tax Free General                   Stock and Bond
                                                                      Bond Fund                            Fund
INCREASE (DECREASE) IN NET ASSETS:
                                                          Six Months Ended        Year         Six Months Ended       Year  
                                                             March 31,           Ended            March 31,           Ended 
                                                               1996             Sept. 30,            1996           Sept. 30, 
                                                            (Unaudited)           1995            (Unaudited)          1995
                                                            -----------           ----            -----------          ----



<S>                                                        <C>                <C>                <C>                <C>            
Operations:
        Net investment income ..........................   $    43,357,399    $    91,515,925    $     5,114,979    $     8,110,687 
        Net realized gain (loss) from:
                Investments ............................        12,712,046          1,141,498          4,791,863          2,922,966
                Futures contracts ......................        (1,156,315)       (22,927,127)            34,435             66,437
                Foreign currency related transactions ..              --                 --              304,147             (8,944)
        Net unrealized appreciation (depreciation) on:
                Investments ............................            (7,242)       102,468,526         10,965,134         20,344,202
                Futures contracts ......................         1,954,701           (843,714)             3,391             (3,391)
                Foreign currency related transactions ..              --                 --             (165,806)           159,949
                                                           ---------------    ---------------    ---------------    ---------------
Net increase (decrease) in net assets resulting
        from operations ................................        56,860,589        171,355,108         21,048,143         31,591,906
                                                           ---------------    ---------------    ---------------    ---------------
Distributions to shareholders:
        Net investment income ..........................       (43,357,399)       (91,515,925)        (5,493,796)        (7,923,700)
        Net realized gains .............................              --                 --           (3,378,368)          (479,306)
        Tax return of capital ..........................              --                 --                 --                 --
                                                           ---------------    ---------------    ---------------    ---------------
                                                               (43,357,399)       (91,515,925)        (8,872,164)        (8,403,006)
                                                           ---------------    ---------------    ---------------    ---------------
Fund share transactions:
        Proceeds from sale of shares ...................        62,059,896        128,807,008         71,213,172         82,046,020
        Net asset value of shares issued to
                shareholders in reinvestment of
                distributions ..........................        26,371,919         56,102,941          8,119,521          7,595,827
        Cost of shares redeemed ........................      (123,142,507)      (371,972,763)       (19,380,327)       (41,121,662)
                                                           ---------------    ---------------    ---------------    ---------------
Net increase (decrease) in net assets from Fund
        share transactions .............................       (34,710,692)      (187,062,814)        59,952,366         48,520,185
                                                           ---------------    ---------------    ---------------    ---------------
Increase (decrease) in net assets ......................       (21,207,502)      (107,223,631)        72,128,345         71,709,085
Net assets at beginning of period ......................     1,807,047,322      1,914,270,953        247,206,955        175,497,870
- -----------------------------------------------------------------------------------------------------------------------------------
Net assets at end of period (a) ........................   $ 1,785,839,820    $ 1,807,047,322    $   319,335,300    $   247,206,955
- -----------------------------------------------------------------------------------------------------------------------------------

INCREASE (DECREASE) IN FUND SHARES:
Shares outstanding at beginning of period ..............       101,872,699        113,066,680         15,074,610         11,983,629
                                                           ---------------    ---------------    ---------------    ---------------
        Shares sold ....................................         3,420,940          7,482,591          4,192,246          5,336,478
        Shares issued to shareholders in
                reinvestment of  distributions .........         1,452,204          3,261,074            480,340            497,020
        Shares redeemed ................................        (6,789,877)       (21,937,646)        (1,142,135)        (2,742,517)
                                                           ---------------    ---------------    ---------------    ---------------
Net increase (decrease) in Fund shares .................        (1,916,733)       (11,193,981)         3,530,451          3,090,981
                                                           ---------------    ---------------    ---------------    ---------------
Shares outstanding at end of period ....................        99,955,966        101,872,699         18,605,061         15,074,610
- -----------------------------------------------------------------------------------------------------------------------------------
(a) Includes accumulated undistributed (overdistributed)
    net investment income ..............................   $          --      $          --      $       (56,851)   $       321,966
</TABLE>





    The accompanying notes are an integral part of the financial statements.



                                       73

<PAGE>
<TABLE>
<CAPTION>
FINANCIAL STATEMENTS

STATEMENT OF CHANGES IN NET ASSETS
                                                                       AARP GROWTH                 AARP GLOBAL       
                                                                        AND INCOME                   GROWTH          
                                                                           FUND                       FUND           
INCREASE (DECREASE) IN NET ASSETS:                                                                                   
                                                          Six Months Ended         Year          For the Period      
                                                             March 31,           Ended       February 1, 1996 (b) to 
                                                               1996             Sept. 30,       March 31, 1996       
                                                            (Unaudited)           1995           (Unaudited)         
                                                            -----------           ----           -----------
                                                                             


<S>                                                      <C>                <C>                <C>                   
Operations:
        Net investment income ........................   $    43,709,061    $    83,288,031    $        29,187       
        Net realized gain (loss) from:                                                                               
                Investments ..........................       117,785,191         82,525,735               (491)      
                Futures contracts ....................              --                 --                 --         
                Foreign currency related transactions           (256,070)            23,310            (10,778)      
        Net unrealized appreciation (depreciation) on:                                                               
                Investments ..........................       250,177,706        331,251,054            387,476       
                Futures contracts ....................              --                 --                 --         
                Foreign currency related transactions            (43,545)             5,828             (2,273)      
                                                         ---------------    ---------------    ---------------       
Net increase (decrease) in net assets resulting                                                                      
        from operations ..............................       411,372,343        497,093,958            403,121       
                                                         ---------------    ---------------    ---------------       
Distributions to shareholders:                                                                                       
        Net investment income ........................       (44,879,985)       (81,086,105)              --         
        Net realized gains ...........................       (67,064,704)       (85,015,819)              --         
        Tax return of capital ........................              --                 --                 --         
                                                         ---------------    ---------------    ---------------       
                                                            (111,944,689)      (166,101,924)              --         
                                                         ---------------    ---------------    ---------------       
Fund share transactions:                                                                                             
        Proceeds from sale of shares .................       444,194,008        589,883,371         27,771,879       
        Net asset value of shares issued to                                                                          
                shareholders in reinvestment of                                                                      
                distributions ........................       101,703,065        149,554,221               --         
        Cost of shares redeemed ......................      (183,191,629)      (376,048,965)          (167,890)      
                                                         ---------------    ---------------    ---------------       
Net increase (decrease) in net assets from Fund                                                                      
        share transactions ...........................       362,705,444        363,388,627         27,603,989       
                                                         ---------------    ---------------    ---------------       
Increase (decrease) in net assets ....................       662,133,098        694,380,661         28,007,110       
                                                                                                                     
Net assets at beginning of period ....................     3,006,518,577      2,312,137,916              1,500       
- ---------------------------------------------------------------------------------------------------------------------
Net assets at end of period (a) ......................   $ 3,668,651,675    $ 3,006,518,577    $    28,008,610       
- ---------------------------------------------------------------------------------------------------------------------
                                                                                                                     
                                                                                                                     
INCREASE (DECREASE) IN FUND SHARES:                                                                                  
                                                                                                                     
Shares outstanding at beginning of period ............        78,371,684         67,740,274                100       
                                                         ---------------    ---------------    ---------------       
        Shares sold ..................................        10,950,533         17,103,571          1,845,356       
        Shares issued to shareholders in                                                                             
                reinvestment of  distributions .......         2,540,844          4,523,324               --         
        Shares redeemed ..............................        (4,545,420)       (10,995,485)           (11,079)      
                                                         ---------------    ---------------    ---------------       
Net increase (decrease) in Fund shares ...............         8,945,957         10,631,410          1,834,277       
                                                         ---------------    ---------------    ---------------       
Shares outstanding at end of period ..................        87,317,641         78,371,684          1,834,377       
- ---------------------------------------------------------------------------------------------------------------------
(a) Includes accumulated undistributed                                                                               
    (overdistributed) net investment income ..........   $     4,901,544    $     6,072,468    $        29,187       
                                                                                                                  
(b) Commencement of Operations





<CAPTION>
FINANCIAL STATEMENTS



STATEMENT OF CHANGES IN NET ASSETS
                                                                      AARP CAPITAL
                                                                        GROWTH
                                                                         FUND
INCREASE (DECREASE) IN NET ASSETS:                        
                                                            Six Months Ended       Year
                                                              March 31,          Ended
                                                                1996           Sept. 30,
                                                             (Unaudited)          1995
                                                             -----------          ----
                                                         


<S>                                                        <C>                <C>
Operations:
        Net investment income ........................     $     3,364,436    $     6,448,989   
        Net realized gain (loss) from:                     
                Investments ..........................          53,543,930          3,854,142
                Futures contracts ....................                --                 --
                Foreign currency related transactions              (27,653)           (49,230)
        Net unrealized appreciation (depreciation) on:     
                Investments ..........................           7,474,671        124,391,488
                Futures contracts ....................                --                 --
                Foreign currency related transactions                4,789             (4,789)
                                                           ---------------    ---------------   
Net increase (decrease) in net assets resulting            
        from operations ..............................          64,360,173        134,640,600
                                                           ---------------    ---------------   
Distributions to shareholders:                             
        Net investment income ........................          (7,038,882)          (216,094)
        Net realized gains ...........................          (9,204,690)       (13,160,374)
        Tax return of capital ........................                --                 --
                                                           ---------------    ---------------   
                                                               (16,243,572)       (13,376,468)
                                                           ---------------    ---------------   
Fund share transactions:                                   
        Proceeds from sale of shares .................          64,912,037         68,276,671
        Net asset value of shares issued to                
                shareholders in reinvestment of            
                distributions ........................          15,425,567         12,786,953
        Cost of shares redeemed ......................         (58,030,417)      (193,118,723)
                                                           ---------------    ---------------   
Net increase (decrease) in net assets from Fund            
        share transactions ...........................          22,307,187       (112,055,099)
                                                           ---------------    ---------------   
Increase (decrease) in net assets ....................          70,423,788          9,209,033
                                                           
Net assets at beginning of period ....................         692,008,946        682,799,913
- ---------------------------------------------------------------------------------------------
Net assets at end of period (a) ......................     $   762,432,734    $   692,008,946
- ---------------------------------------------------------------------------------------------
                                                           
                                                           
INCREASE (DECREASE) IN FUND SHARES:                        
                                                           
Shares outstanding at beginning of period ............          18,041,977         21,513,985
                                                           ---------------    ---------------   
        Shares sold ..................................           1,645,004          2,055,946
        Shares issued to shareholders in                   
                reinvestment of  distributions .......             400,664            424,681
        Shares redeemed ..............................          (1,474,069)        (5,952,635)
                                                           ---------------    ---------------   
Net increase (decrease) in Fund shares ...............             571,599         (3,472,008)
                                                           ---------------    ---------------   
Shares outstanding at end of period ..................          18,613,576         18,041,977
- ---------------------------------------------------------------------------------------------
(a) Includes accumulated undistributed                     
    (overdistributed) net investment income ..........     $     2,690,900    $     6,365,346
                                                         
(b) Commencement of Operations
</TABLE>



    The accompanying notes are an integral part of the financial statements.


                                       74

<PAGE>
FINANCIAL HIGHLIGHTS

AARP HIGH QUALITY MONEY FUND


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

<TABLE>
<CAPTION>
                                                                   SIX MONTHS
                                                                      ENDED
                                                                    MARCH 31,             YEARS ENDED SEPTEMBER 30,
                                                                      1996        -----------------------------------------------
                                                                   (UNAUDITED)     1995      1994     1993     1992        1991
                                                                   --------------------------------------------------------------





<S>                                                                   <C>         <C>       <C>      <C>      <C>          <C>   
Net asset value, beginning of period ...........................      $1.000      $1.000    $1.000   $1.000   $1.000       $1.000
                                                                   --------------------------------------------------------------
        Net investment income (a) ..............................        .023        .049      .028     .021     .040         .060
        Distributions from net investment income ...............       (.023)      (.049)    (.028)   (.021)   (.040)(b)    (.060)
                                                                   --------------------------------------------------------------
Net asset value, end of period .................................      $1.000      $1.000    $1.000   $1.000   $1.000       $1.000
                                                                   --------------------------------------------------------------
TOTAL RETURN (%)(c) ............................................        2.30(d)     4.99      2.84     2.13     4.12         6.22
RATIOS AND SUPPLEMENTAL DATA                                       
Net assets, end of period ($ millions) .........................         381         384       333      254      323          357
Ratio of operating expenses to average net assets (%)(a) .......        .988(e)     .978     1.125    1.312    1.151        1.053
Ratio of net investment income to average net assets (%) .......       4.490(e)    4.887     2.889    2.123    3.613        6.050
(a) Reflects a per share reimbursement of expenses
    during the period by the Fund Manager of: ..................      $   --      $   --    $   --   $   --   $ .000       $ .001
(b) Includes approximately $.005 per share of net realized
    short--term capital gains.
(c) Total returns would have been lower had certain expenses
    not been reduced.
(d) Not Annualized    (e) Annualized
</TABLE>



AARP HIGH QUALITY TAX FREE MONEY FUND


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



<TABLE>
<CAPTION>
                                                             SIX MONTHS
                                                               ENDED
                                                             MARCH 31,                 YEARS ENDED SEPTEMBER 30,
                                                               1996       -------------------------------------------------
                                                             (UNAUDITED)    1995     1994       1993     1992       1991(b)
                                                             --------------------------------------------------------------
                                      
<S>                                                           <C>          <C>       <C>       <C>       <C>       <C>   
Net asset value, beginning of period ......................   $1.000       $1.000    $1.000    $1.000    $1.000    $.996 
                                                             --------------------------------------------------------------
Income from investment operations:                                                                               
        Net investment income (a) .........................     .014         .029      .017      .016      .026     .055
        Net realized and unrealized gain on investments ...      --           --        --        --        --      .004
                                                             --------------------------------------------------------------
Total from investment operations ..........................     .014         .029      .017      .016      .026     .059
                                                             --------------------------------------------------------------
Less distributions from net investment income .............    (.014)       (.029)    (.017)    (.016)    (.026)   (.055)
                                                             --------------------------------------------------------------
Net asset value, end of period ............................   $1.000       $1.000    $1.000    $1.000    $1.000   $1.000
                                                             --------------------------------------------------------------
TOTAL RETURN (%)(c)                                             1.42(d)      2.99      1.76      1.62      2.58     6.10
RATIOS AND SUPPLEMENTAL DATA                                                                                     
Net assets, end of period ($ millions)                           115          120       129       134       127      119
Ratio of operating expenses to average net assets (%)(a)...     .89(e)       .87       .90       .93       .95      1.06
Ratio of net investment income to average net assets (%)...     2.82(e)      2.94      1.75      1.60      2.54     5.43
                                                                                                             
(a) Reflects a per share reimbursement of expenses 
    during the period by the Fund Manager of: .............   $  --        $  --     $ .000    $ .002    $ .002   $ .001

(b) On August 1, 1991 the Fund implemented a 15.17 to 1.00
    stock split and adopted its present name and investment
    objectives. Prior to that date, the Fund was known as
    the AARP Insured Tax Free Short Term Fund. Financial
    Highlights, for the year ended September 30, 1991, have
    been restated to reflect the stock split and should not
    be considered representative of the present Fund.

(c) Total returns would have been lower had certain expenses 
    not been reduced.

(d) Not Annualized      (e) Annualized
</TABLE>




                                       75

<PAGE>
FINANCIAL HIGHLIGHTS

AARP GNMA AND U.S. TREASURY FUND


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



<TABLE>
<CAPTION>
                                                                 SIX MONTHS
                                                                    ENDED
                                                                  MARCH 31,                YEARS ENDED SEPTEMBER 30,
                                                                    1996        --------------------------------------------------
                                                                 (UNAUDITED)       1995      1994       1993       1992      1991
                                                                 -----------------------------------------------------------------

<S>                                                              <C>            <C>         <C>        <C>        <C>       <C>   
Net asset value, beginning of period .........................   $   15.19      $   14.73   $ 15.96    $ 16.19    $15.72    $14.95
                                                                 -----------------------------------------------------------------
Income from investment operations:
        Net investment income ................................         .51           1.01       .93       1.15      1.22      1.26
        Net realized and unrealized gain (loss) on investments        (.13)           .46     (1.23)      (.23)      .47       .77
                                                                 -----------------------------------------------------------------
Total from investment operations .............................         .38           1.47      (.30)       .92      1.69      2.03
                                                                 -----------------------------------------------------------------
Less distributions:
        Net investment income ................................        (.51)          (.98)     (.93)     (1.15)    (1.22)    (1.26)
        Tax return of capital ................................        --             (.03)     --         --        --        --
                                                                 -----------------------------------------------------------------
        Total distributions ..................................        (.51)         (1.01)     (.93)     (1.15)    (1.22)    (1.26)
                                                                 -----------------------------------------------------------------
Net asset value, end of period ...............................   $   15.06      $   15.19   $ 14.73    $ 15.96    $16.19    $15.72
                                                                 -----------------------------------------------------------------
TOTAL RETURN (%) .............................................        2.49(a)       10.31     (1.90)      5.89     11.19     14.12
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions) .......................       5,121          5,252     5,585      6,712     5,232     3,311
Ratio of operating expenses to average net assets (%) ........         .64(b)         .67       .66        .70       .72       .74
Ratio of net investment income to average net assets (%) .....        6.66(b)        6.77      6.09       7.15      7.69      8.23
Portfolio turnover rate (%) ..................................       56.28(b)       70.35    114.54     105.49     74.33     86.64
(a) Not Annualized     (b) Annualized
</TABLE>



AARP HIGH QUALITY BOND FUND


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


<TABLE>
<CAPTION>
                                                                SIX MONTHS
                                                                   ENDED
                                                                  MARCH 31,                YEARS ENDED SEPTEMBER 30,
                                                                   1996         --------------------------------------------------
                                                                 (UNAUDITED)       1995      1994       1993       1992      1991
                                                                 -----------------------------------------------------------------

<S>                                                              <C>            <C>         <C>        <C>        <C>       <C>   
Net asset value, beginning of period ..........................   $ 16.01       $ 15.05    $ 17.19    $ 16.44    $ 15.71    $ 14.63
                                                                  -----------------------------------------------------------------
Income from investment operations:
        Net investment income .................................       .47           .94        .85        .93       1.03       1.10
        Net realized and unrealized gain (loss) on investments       (.09)          .95      (1.76)       .93        .73       1.08
                                                                  -----------------------------------------------------------------
Total from investment operations ..............................       .38          1.89       (.91)      1.86       1.76       2.18
                                                                  -----------------------------------------------------------------
Less distributions:
        Net investment income .................................      (.47)         (.93)      (.85)      (.93)     (1.03)     (1.10)
        Net realized gains on investments .....................      --            --         --         (.18)      --         --
        In excess of net realized gains on investments ........      --            --         (.38)      --         --         --
                                                                  -----------------------------------------------------------------
Total distributions ...........................................      (.47)         (.93)     (1.23)     (1.11)     (1.03)     (1.10)
                                                                  -----------------------------------------------------------------
Net asset value, end of period ................................   $ 15.92       $ 16.01    $ 15.05    $ 17.19    $ 16.44    $ 15.71
                                                                  -----------------------------------------------------------------
TOTAL RETURN (%) ..............................................      2.35(a)      12.98      (5.55)     11.88      11.56      15.44
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions) ........................       529           533        568        604        384        201
Ratio of operating expenses to average net assets (%) .........       .95(b)        .95        .95       1.01       1.13       1.17
Ratio of net investment income to average net assets (%) ......      5.78(b)       6.13       5.31       5.64       6.40       7.26
Portfolio turnover rate (%) ...................................    199.17(b)     201.07      63.75     100.98      63.00      90.43
(a) Not Annualized    (b) Annualized
</TABLE>






                                       76

<PAGE>
AARP INSURED TAX FREE GENERAL BOND FUND


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




<TABLE>
<CAPTION>
                                                          SIX MONTHS
                                                             ENDED
                                                            MARCH 31,                      YEARS ENDED SEPTEMBER 30,
                                                             1996         ----------------------------------------------------------
                                                           (UNAUDITED)    1995          1994        1993         1992         1991
                                                           -------------------------------------------------------------------------

<S>                                                        <C>          <C>          <C>          <C>          <C>         <C>   
Net asset value, beginning of period ...................   $   17.74    $   16.93    $   19.00    $  17.88    $   17.30   $   16.12
                                                           -------------------------------------------------------------------------
Income from investment operations:
        Net investment income ..........................         .43          .87          .86         .90          .93        1.00
        Net realized and unrealized gain (loss) on
        investments ....................................         .13          .81        (1.67)       1.55          .75        1.18
                                                           -------------------------------------------------------------------------
        Total from investment operations ...............         .56         1.68         (.81)       2.45         1.68        2.18
                                                           -------------------------------------------------------------------------
Less distributions:
        Net investment income ..........................        (.43)        (.87)        (.86)       (.90)        (.93)      (1.00)
        Net realized gains on investments ..............        --           --           (.34)       (.43)        (.17)       --
        In excess of net realized gains on investments .        --           --           (.06)       --           --          --
                                                           -------------------------------------------------------------------------
Total distributions ....................................        (.43)        (.87)       (1.26)      (1.33)       (1.10)      (1.00)
                                                           -------------------------------------------------------------------------
Net asset value, end of period .........................   $   17.87    $   17.74    $   16.93    $  19.00    $   17.88   $   17.30
                                                           -------------------------------------------------------------------------
TOTAL RETURN (%) .......................................        3.15(a)     10.21        (4.48)      14.31        10.01       13.85
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions) .................       1,786        1,807        1,914       2,087        1,487       1,068
Ratio of operating expenses to average net assets (%) ..         .67(b)       .69          .68         .72          .74         .77
Ratio of net investment income to average net assets (%)        4.75(b)      5.06         4.80        4.90         5.31        5.92
Portfolio turnover rate (%) ............................       41.37(b)     17.45        38.39       47.96        62.45       32.18
(a) Not Annualized  (b) Annualized
</TABLE>



AARP BALANCED STOCK AND BOND FUND


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

<TABLE>
<CAPTION>
                                                                  SIX MONTHS                                            
                                                                    ENDED            YEAR              FOR THE PERIOD
                                                                   MARCH 31,         ENDED          FEBRUARY 1, 1994(a)
                                                                    1996          SEPTEMBER 30,       TO SEPTEMBER 30,
                                                                  (UNAUDITED)         1995                 1994
                                                                  -----------     -------------     -------------------
                                                                                                


<S>                                                              <C>             <C>                    <C>
Net asset value, beginning of period .........................   $    16.40      $    14.64             $    15.00
                                                                 ------------------------------------------------------
Income from investment operations:                                                                      
        Net investment income ................................          .30             .61                    .25
        Net realized and unrealized gain (loss) on investments          .99            1.79                   (.37)(b)
                                                                 ------------------------------------------------------
Total from investment operations .............................         1.29            2.40                   (.12)
                                                                 ------------------------------------------------------
Less distributions:                                                                                     
        Net investment income ................................         (.32)           (.60)                  (.24)
        Net realized gains on investments ....................         (.21)           (.04)                  --
                                                                 ------------------------------------------------------
Total distributions ..........................................         (.53)           (.64)                  (.24)
                                                                 ------------------------------------------------------
Net asset value, end of period ...............................   $    17.16      $    16.40             $    14.64
                                                                 ------------------------------------------------------
TOTAL RETURN (%) .............................................         7.94(d)        16.80                   (.78)(d)
RATIOS AND SUPPLEMENTAL DATA                                                                            
Net assets, end of period ($ millions) .......................          319             247                    175
Ratio of operating expenses to average net assets (%) ........         1.01(e)         1.01                   1.31(e)
Ratio of net investment income to average net assets (%) .....         3.66(e)         4.12                   3.58(e)
Portfolio turnover rate (%) ..................................        40.57(e)        63.77                  49.32(e)
Average commission rate paid (c) .............................   $    .0551      $     --               $     --
</TABLE>


(a) Commencement of operations

(b) The amount shown for a share outstanding throughout the period does not
    accord with the change in the aggregate gains and losses in the portfolio
    securities during the period because of the timing of sales and repurchases
    of Fund shares in relation to fluctuating market values during the period.

(c) Average commission rate paid per share is calculated for fiscal years
    beginning on or after September 1, 1995.

(d) Not Annualized     (e) Annualized




                                       77


<PAGE>
FINANCIAL HIGHLIGHTS

AARP GROWTH AND INCOME FUND

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

<TABLE>
<CAPTION>
                                           SIX MONTHS
                                              ENDED 
                                            MARCH 31,                       YEARS ENDED SEPTEMBER 30,
                                              1996       ----------------------------------------------------------------
                                           (UNAUDITED)    1995       1994        1993             1992             1991
                                            ---------    ----------------------------------------------------------------
<S>                                          <C>         <C>        <C>        <C>            <C>                <C>
  Net asset value, beginning of period.....  $38.36      $34.13     $32.91     $  28.67       $      26.97       $  22.30
                                             ----------------------------------------------------------------------------
  Income from investment operations:
          Net investment income............     .52        1.11        .94          .83                .97           1.11
          Net realized and unrealized 
            gain on investments............    4.52        5.44       1.62         4.58               2.11           4.78
                                             ----------------------------------------------------------------------------
  Total from investment operations.........    5.04        6.55       2.56         5.41               3.08           5.89
                                             ----------------------------------------------------------------------------
  Less distributions from:
          Net investment income............    (.54)      (1.09)     (1.13)        (.87)              (.90)         (1.17)
          Net realized gains on investments    (.84)      (1.23)      (.21)        (.30)              (.48)          (.05)
                                             ----------------------------------------------------------------------------
  Total distributions......................   (1.38)      (2.32)     (1.34)       (1.17)             (1.38)         (1.22)
                                             ----------------------------------------------------------------------------
  Net asset value, end of period...........  $42.02      $38.36     $34.13     $  32.91       $      28.67       $  26.97
                                             ----------------------------------------------------------------------------
  TOTAL RETURN (%)..........................  13.34(b)    20.43       7.99        19.38              11.59          27.19
  RATIOS AND SUPPLEMENTAL DATA..............
  Net assets, end of period ($ millions)....  3,669       3,007      2,312        1,560                748            392
  Ratio of operating expenses to average 
    net assets (%)..........................    .70(c)      .72        .76          .84                .91            .96
  Ratio of net investment income to average 
    net assets (%)..........................   2.66(c)     3.28       3.00         3.08               3.84           4.61
  Portfolio turnover rate (%)...............  30.45(c)    31.26      31.82        17.44              36.40          53.68
  Average commission rate paid (a).......... $.0499      $ --       $ --       $   --         $       --         $   --
</TABLE>


(a) Average commission rate paid per share is calculated for fiscal years
    beginning on or after September 1, 1995.

(b) Not Annualized    (c) Annualized

AARP GLOBAL GROWTH FUND

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

<TABLE>
<CAPTION>
                                                                                 FOR THE PERIOD
                                                                                FEBRUARY 1, 1996
                                                                                 (COMMENCEMENT)
                                                                                 OF OPERATIONS)
                                                                                TO MARCH 31, 1996
                                                                                  (UNAUDITED)
                                                                                  -----------
<S>                                                                               <C>
  Net asset value, beginning of period.........................................   $     15.00
                                                                                  -----------
  Income from investment operations:
          Net investment income (a)............................................           .02
                                                                                  -----------
          Net realized and unrealized gain (loss) on investments...............           .25
                                                                                  -----------
  Total from investment operations.............................................           .27
                                                                                  -----------
  Net asset value, end of period...............................................   $     15.27
                                                                                  -----------
  Total Return (%) (b).........................................................          1.80(d)
  Ratios and Supplemental Data
  Net assets, end of period ($ millions).......................................            28
  Ratio of operating expenses to average net assets (%) (a)....................          1.75(e)
  Ratio of net investment income to average net assets (%).....................          2.06(e)
  Portfolio turnover rate (%)..................................................            --
  Average commission rate paid (c).............................................   $     .0172

  (a)  Reflects a per share reimbursement of expenses during the period by the
       Fund Manager of:........................................................   $       .07
          Operating expense ratio including expense reductions (%).............         10.27(e)
  </TABLE>

(b)   Total returns would have been lower had certain expenses not been 
      reduced.

(c)   Average commission rate paid per share is calculated for fiscal years 
      beginning on or after September 1, 1995.

(d)   Not Annualized    (e)   Annualized


                                       78

<PAGE>
AARP CAPITAL GROWTH FUND


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

<TABLE>
<CAPTION>
                                              SIX MONTHS
                                                 ENDED                  YEARS ENDED SEPTEMBER 30,
                                               MARCH 31,      -------------------------------------------------
                                                 1996
                                              (UNAUDITED)      1995      1994      1993       1992       1991       
                                               ---------      -------------------------------------------------
<S>                                            <C>            <C>       <C>      <C>       <C>          <C>
Net asset value, beginning of period........    $ 38.36       $31.74    $36.20   $ 30.30    $  30.23    $ 23.32
                                                -------       ------    ------   -------    --------    -------
Income from investment operations:
        Net investment income...............        .18          .36       .00       .06         .15        .24
        Net realized and unrealized 
          gain (loss) on investments........       3.32         6.91     (1.51)     7.19        1.09       9.05
                                                ---------------------------------------------------------------
Total from investment operations............       3.50         7.27     (1.51)     7.25        1.24       9.29
                                                ---------------------------------------------------------------
Less distributions from:
        Net investment income...............       (.39)        (.01)     (.05)     (.14)       (.23)      (.59)
        Net realized gains on investments...       (.51)        (.64)    (2.90)    (1.21)       (.94)     (1.79)
                                                ---------------------------------------------------------------
Total distributions.........................       (.90)        (.65)    (2.95)    (1.35)      (1.17)     (2.38)
                                                ---------------------------------------------------------------
Net asset value, end of period..............    $ 40.96       $38.36   $ 31.74   $ 36.20    $  30.30    $ 30.23
                                                ---------------------------------------------------------------
TOTAL RETURN (%)............................       9.27(b)     23.47     (4.70)    24.53        3.94      42.81
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions)......        762          692       683       607         424        242
Ratio of operating expenses to average 
  net assets (%)............................       .91(c)        .95       .97      1.05        1.13       1.17
Ratio of net investment income to 
  average net assets (%)....................       .93(c)       1.00       .02       .22         .61        .90
Portfolio turnover rate (%).................     75.90(c)      98.44     79.65    100.63       89.20      99.62
Average commission rate paid (a)............   $ .0617       $     -   $     -   $     -     $     -    $     -
</TABLE>

(a)   Average commission rate paid per share is calculated for fiscal years 
      beginning on or after September 1, 1995.

(b)   Not Annualized

(c)   Annualized


                                       79

<PAGE>
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES. 

        The AARP Cash Investment Funds, consisting of the AARP High Quality
Money Fund, the AARP Income Trust, consisting of the AARP GNMA and U.S. Treasury
Fund and the AARP High Quality Bond Fund, the AARP Tax Free Income Trust,
consisting of the AARP High Quality Tax Free Money Fund, (formerly AARP Insured
Tax Free Short Term Fund), and the AARP Insured Tax Free General Bond Fund, and
the AARP Growth Trust, consisting of the AARP Balanced Stock and Bond Fund, AARP
Growth and Income Fund, AARP Global Growth Fund, and the AARP Capital Growth
Fund are each Massachusetts business trusts and are registered under the
Investment Company Act of 1940, as amended, as open-end management investment
companies. All funds are diversified. The AARP Cash Investment Funds, has one
series, the AARP Growth Trust has four series and each of the other Trusts have
two series. The Declaration of Trust of each Trust permits its Trustees to
create an unlimited number of series and to issue an unlimited number of full
and fractional shares of each separate series.

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

        A. SECURITY VALUATION. The AARP High Quality Money Fund uses the penny
rounding method of security valuation as permitted under Rule 2a-7 of the
Investment Company Act of 1940. Under this method, securities for which market
quotations are readily available and which have remaining maturities of
sixty-one days or more from the date of valuation are valued at the mean between
the over-the-counter bid and asked prices by an independent registered
broker/dealer. On the sixtieth day prior to maturity and thereafter until
maturity, securities originally purchased with more than sixty days remaining to
maturity are valued at amortized cost calculated daily, based upon the market
valuation of the securities on the sixty-first day prior to maturity. The AARP
High Quality Tax Free Money Fund uses the amortized cost method of security
valuation as permitted under Rule 2a-7 of the Investment Company Act of 1940.
Under this method, the value of a security is determined by adjusting its
original cost to face value through the amortization of any acquisition discount
or premium at a constant rate until maturity, which approximates market.
Security valuation with respect to each of the remaining funds is performed in
the following manner:

        Common and preferred stocks traded on national securities exchanges are
valued at the most recent sale price on such exchange where the security is
principally traded. If no sale occurred, the security is valued at the mean
between the most recent bid and asked quotations on such exchanges. If there is
no such bid and asked quotations the most recent bid quotation is used. Unlisted
securities quoted on the National Association of Securities Dealers Automatic
Quotation ("NASDAQ") System, for which there have been sales, are valued at the
most recent sale price reported on such system. If there are no such sales, the
value is the high or "inside" bid quotation. Unlisted securities which are not
quoted on the NASDAQ System but are traded in another over-the-counter market
are valued at the most recent sale price on such market. If no sale occurred,
the security is valued at the mean between the most recent bid and asked
quotations. If there are no such bid and asked quotations the most recent bid
quotation is used.

        Portfolio debt securities with remaining maturities greater than sixty
days are valued by pricing agents approved by the Trustees, which prices 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.

        Short-term investments with remaining maturities of 60 days or less 
are valued at amortized cost. Variable rate demand notes are carried at cost 
which together with accrued interest approximates market. 

                                       80

<PAGE>
        The value of all other securities is determined in good faith under the
direction of the Trustees.

        B. REPURCHASE AGREEMENTS. The AARP High Quality Money Fund, AARP Growth
Funds and AARP GNMA and U.S. Treasury Fund regularly invest in repurchase
agreements. Each of the AARP funds may enter into repurchase agreements with
selected banks and broker/dealers whereby each fund, through its custodian,
receives delivery of the securities collateralizing repurchase agreements, 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, depending on
the maturity of the underlying collateral, is equal to at least 101% of the
resale price.


        C. FUTURES CONTRACTS. Each of the funds in the AARP Income Trust, the
AARP Insured Tax Free General Bond Fund, the AARP Balanced Stock and Bond Fund,
and AARP Global Growth Fund may enter into 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 an item at a specified price on a specific date
(settlement date). During the period the AARP Balanced Stock and Bond Fund sold
interest rate futures as a temporary substitute for selling selected
investments. Also, during the period, the AARP High Quality Bond Fund and the
AARP Insured Tax Free General Bond Fund purchased and 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 each day,
dependent on 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 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.

        D. FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS. Each of the funds in the
AARP Growth Trust, in connection with portfolio purchases and sales of
securities denominated in a foreign currency, may enter into forward foreign
currency exchange contracts ("forward contracts"). Additionally, from time to
time, each fund may enter into contracts to hedge certain foreign currency
denominated assets. A forward contract is a commitment to purchase or sell a
foreign currency at the settlement date at a negotiated rate. During the period,
the AARP Balanced Stock and Bond Fund utilized forward contracts as a hedge
against changes in exchange rates relating to foreign currency denominated
assets. Also, during the period, the AARP Balanced Stock and Bond Fund and the
AARP Growth and Income Fund utilized forward contracts as a hedge in connection
with portfolio purchases and sales of securities denominated in foreign
currencies.

        Forward contracts are valued at the prevailing forward exchange rate of
the underlying currencies and unrealized gain/loss is recorded daily. Forward
contracts having the same settlement date and broker are offset and any gain
(loss) is realized on the date of offset; otherwise, gain (loss) is realized on
settlement date. Realized and unrealized gains and losses which represent the
difference between the value of the forward contract to buy and the forward
contract to sell are included in net realized and unrealized gain (loss) from
foreign currency related transactions.

        Certain risks may arise upon entering into forward contracts from the
potential inability of counterparties to meet the terms of

                                       81

<PAGE>
NOTES TO FINANCIAL STATEMENTS

their contracts. Additionally, when utilizing forward contracts to hedge, the
Fund gives up the opportunity to profit from favorable exchange rate movements
during the term of the contract.

        E. FOREIGN CURRENCY TRANSLATIONS. Foreign currency transactions from
foreign investment activity are translated into U.S. dollars on the following
basis:

        (i)     market value of investment securities, other assets and
                liabilities at the daily rates of exchange, and

        (ii)    purchases and sales of investment securities, dividend and
                interest income and certain expenses at the rates of exchange
                prevailing on the respective dates of such transactions.

        The Funds do not isolate that portion of gains and losses on investments
which is due to changes in foreign exchange rates from that which is due to
changes in market prices of the investments. Such fluctuations are included with
the net realized and unrealized gains and losses from investments.

        Net realized and unrealized gain (loss) from foreign currency related
transactions includes gains and losses between trade and settlement dates on
securities transactions, gains and losses arising from the sales of foreign
currency, and gains and losses between the ex and payment dates on dividends,
interest, and foreign withholding taxes.

        F. SECURITIES TRANSACTIONS AND RELATED INVESTMENT INCOME. Securities
transactions are accounted for on the trade date basis and dividend income is
recorded on the ex-dividend date. Interest income is recorded on the accrual
basis. Original issue discount on securities purchased is accreted on an
effective yield basis over the life of the security. Acquisition discount is
accreted on taxable securities purchased with original maturity dates of one
year or less. Premium on securities purchased by the AARP Tax Free Income Trust
is amortized on an effective yield basis over the life of the security.

        Each fund uses the specific identification method for determining the
realized gain or loss on investments sold for both financial and federal income
tax reporting purposes.

        G. FEDERAL INCOME TAXES. Each of the funds is treated as a single entity
for federal income tax purposes. It is the policy of each fund 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 and tax
exempt income to its shareholders. Accordingly, the funds paid no U.S. federal
income taxes, and no provisions for federal income taxes were required.

        H. DISTRIBUTION OF INCOME AND GAINS. All of the net investment income of
each fund is declared as a dividend to shareholders. The dividends from AARP
High Quality Money Fund and each of the funds in the AARP Income Trust and the
AARP Tax Free Income Trust are declared daily and distributed monthly. The
dividends from AARP Balanced Stock and Bond Fund and AARP Growth and Income Fund
are declared and paid quarterly. The dividends from AARP Global Growth Fund and
AARP Capital Growth Fund are declared and paid annually. During any particular
year, net realized gains from securities transactions for each fund which are in
excess of any available capital loss carryforwards, would be taxable to the fund
if not distributed and, therefore, will be distributed to shareholders in the
following fiscal year. The AARP High Quality Money Fund takes into account
realized gains and losses on the sales of securities held less than one year in
its daily distributions. An additional distribution may be made by each fund to
the extent necessary to avoid the payment of a four percent federal excise tax.

        The timing and characterization of certain income and capital gains
distributions are determined annually in accordance with federal income tax
rules and regulations which may differ from generally accepted accounting
principles. These differences relate primarily to investments in options,
futures, forward contracts, foreign denominated investments, mortgage backed
securities, REITs and certain securities sold at a loss. As a result, net
investment income 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 

                                       82

<PAGE>
capital accounts without impacting the net asset value of the Fund.

        I. EXPENSES. Each fund is charged for those expenses that are directly
attributable to it, such as management, custodian, audit, and certain
shareholder service fees. Expenses that are not directly attributable to a fund,
such as reports to shareholders, portions of Trustees' and legal fees, are
allocated among all the funds.

        J. ORGANIZATION COST. Costs incurred by the AARP Balanced Stock and Bond
Fund and the AARP Global Growth 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.

        K. PORTFOLIO INSURANCE. The cost of premiums paid by the AARP Insured
Tax Free General Bond Fund for insurance, which covers individual securities, is
non-cancellable and runs the life of such securities, is added to the cost basis
of such securities. This insurance provides for the timely payment of principal
and interest on these securities when due and protects the fund against loss
from default by the Municipal issuer. It does not protect the investor from
losses due to changes in market values.

        L. SECURITIES PURCHASED ON A FORWARD DELIVERY OR WHEN-ISSUED BASIS. The
AARP High Quality Money Fund, each of the funds in the AARP Income Trust and
AARP Tax Free Income Trust, and AARP Balanced Stock and Bond Fund may purchase
securities on a forward delivery or when-issued basis. Municipal, corporate and
government securities are frequently offered on a forward delivery or
when-issued basis. At the time the fund makes the commitment to purchase a
security on a forward delivery or when-issued basis, the price of the underlying
security is fixed. The fund will record the transaction at the time of the
commitment and reflect the value of the security in determining its net asset
value. The settlement date of the transaction can occur within one month or more
after the date the commitment was made. During the period between purchase and
settlement date, no payment is made on behalf of the fund and no interest
accrues to the fund.

NOTE 2. MANAGEMENT FEE AND OTHER RELATED TRANSACTIONS.

        Under the investment management and advisory agreement (the "Management
Agreement") between each Trust and Scudder, Stevens & Clark, Inc. (the "Fund
Manager") the management fee consists of two elements: a Base Fee and an
Individual Fund Fee. The Base Fee is calculated as a percentage of the combined
net assets of all of the AARP Funds ("Program Assets"). Each AARP Fund pays, as
its portion of the Base Fee, an amount equal to the ratio of its daily net
assets to the daily net assets of all of the AARP Funds. The Annual Base Fee is
calculated as follows: .35%, of the first $2.0 billion of such assets, .33% of
the next $2.0 billion of such assets, .30% of the next $2.0 billion of such
assets, .28% of the next $2.0 billion of such assets, .26% of the next $3.0
billion of such assets, .25% of the next $3.0 billion of such assets, .24% of
such assets thereafter.

        In addition to the Base Fee Rate, each Fund agrees to pay the Fund
Manager a flat Individual Fund Fee based on the average daily net assets of that
Fund. The Individual Fund Fee Rate recognizes the different characteristics of
each Fund, the varying levels of complexity of investment research and
securities trading required to manage each Fund. The Individual Fund Fee Rate is
calculated at the following percentages of the average daily net assets of each
fund: .10% for AARP High Quality Money Fund and AARP High Quality Tax Free Money
Fund; .12% for AARP GNMA and U.S. Treasury Fund; .19% for AARP High Quality Bond
Fund, AARP Insured Tax Free General Bond Fund, AARP Balanced Stock and Bond Fund
and AARP Growth and Income Fund; .55% for AARP Global Growth Fund; .32% for AARP
Capital Growth Fund. The amount for each fund is shown in the Statement of
Operations as Management Fee.

        As manager of the assets of each Fund, the Fund Manager directs the
investments of each Fund in accordance with its investment objectives, policies
and restrictions. In addition to portfolio management services, the Fund Manager
under the Management Agreement will provide certain administrative services in
accordance with such Agreement. The Fund Manager has also entered into a Member


                                       83

<PAGE>
NOTES TO FINANCIAL STATEMENTS

Services Agreement with AARP Financial Services Corp. ("AFSC"), a subsidiary of
AARP, and pays portions of its investment management and advisory fee to AFSC.

        The Management Agreement also provides that the Fund Manager will
reimburse the funds for annual expenses in excess of the lowest state
limitations imposed, exclusive of taxes, brokerage commissions, interest and
extraordinary expenses. The Fund Manager agreed to maintain the annualized
expenses of the AARP High Quality Tax Free Money Fund at not more than 0.90% of
average daily net assets until February 1, 1996. Effective February 1, 1996, the
Fund Manager agreed to maintain the annualized expenses of the AARP Global
Growth Fund at not more than 1.75% of average net assets until September 30,
1996. The amount of expenses reimbursed by the Fund Manager, if any, for each
fund has been shown in the Statement of Operations as Expense Reductions.

        Each Trust has a shareholder servicing agreement with Scudder Service
Corporation ("SSC"), a subsidiary of Scudder. As shareholder servicing agent,
SSC provides various transfer agent, dividend disbursing, and shareholder
communication functions. The amount for each fund has been shown in the
Statement of Operations as Transfer and Dividend Disbursing Expense.

        Scudder Fund Accounting Corporation ("SFAC"), a subsidiary of the Fund
Manager, is responsible for determining the daily net asset value per share and
maintaining the portfolio and general accounting records of AARP Growth and
Income Fund, AARP Global Growth Fund and AARP Capital Growth Fund. For the six
months ended March 31, 1996, the amount charged to the Funds by SFAC aggregated
$133,845, $8,313, and $54,768, respectively, of which $21,210, $8,313, and
$8,057, respectively, is unpaid at March 31, 1996. Effective October 6, 1995,
for AARP High Quality Money Fund and AARP High Quality Tax Free Money Fund;
October 10, 1995, for AARP High Quality Bond Fund; October 20, 1995, for AARP
Balanced Stock and Bond Fund; November 10, 1995, for AARP GNMA and U.S. Treasury
Fund; and November 13, 1995 for AARP Insured Tax Free General Bond Fund, SFAC
assumed responsibility for determining the daily net asset value per share and
maintaining the portfolio and general accounting records. For the six months
ended March 31, 1996, the amount charged to the Funds by SFAC aggregated
$23,765, $15,176, $39,459, $33,669, $229,083 and $66,916, respectively, of which
$4,112, $2,612, $7,230, $6,737, $49,456, and $14,185, respectively, is unpaid at
March 31, 1996.

        Each fund pays each Trustee not affiliated with Scudder or AARP $2,000
annually, $270 for each Trustees' meeting, $200 for each audit committee meeting
attended, and $100 for other committee meetings, plus expenses, subject to
certain maximums per Trustee for meetings held jointly with other funds. The
amount for each fund has been shown in the Statement of Operations as Trustees'
fees and expenses.

NOTE 3. COMMITMENTS

As of March 31, 1996, the AARP Balanced Stock and Bond Fund had entered into 
the following forward currency exchange contracts resulting in net unrealized 
appreciation of $4,157.


<TABLE>
<CAPTION>
                                                                           NET UNREALIZED
                                                                            APPRECIATION
CONTRACTS TO DELIVER          IN EXCHANGE FOR          SETTLEMENT DATE        (U.S.$)
- --------------------          ---------------          ---------------        -------
<S>      <C>                <C>      <C>               <C>                    <C>
DEM        625,588          USD        426,324              6/24/96              512

DEM      2,840,141          USD      1,936,812              6/24/96            3,645
                                                                               -----
                                                                               4,157
                                                                               =====
</TABLE>



                                       84





                                       
<PAGE>


                                     O F F I C E R S  A N D  T R U S T E E S

                                     A N D  S E R V I C E  I N F O R M A T I O N


                                       85
<PAGE>


      OFFICERS AND TRUSTEES
      ---------------------

      CAROLE LEWIS ANDERSON

      Trustee of AARP Cash Investment Funds and AARP Income Trust; President,
      MASDUN Capital Advisors; Formerly Principal, Suburban Capital Markets;
      Director, VICORP Restaurants, Inc.; Member of the Board, Association for
      Corporate Growth of Washington, D.C.; Trustee, Hasbro Children's
      Foundation and Mary Baldwin College.

      ADELAIDE ATTARD

      Trustee of AARP Income Trust and AARP Growth Trust; Member, New York
      City Department of Aging Advisory Council--Appointed by Mayor (1995);
      Consultant, Gerontology; Commissioner, County of Nassau, NY, Department
      of Senior Citizen Affairs (1971-1991); Board Member, American
      Association of International Aging (1981 to present); Member, NYS
      Community Services for the Elderly Advisory Council--Appointed by
      Governor (1987-1991); Chairperson, Federal Council on Aging (1981-1986);
      U.S. Delegate to 1982 United Nations World Assembly on Aging.

      CYRIL F. BRICKFIELD

      Trustee of AARP Income Trust, AARP Tax Free Income Trust, AARP Growth
      Trust; Honorary Trustee, AARP Cash Investment Funds; Honorary President
      and Special Counsel, American Association of Retired Persons; Board
      Member: American Association of International Aging, National
      Alzheimer's Association, and American Federation of Aging Research
      (AFAR).

      ROBERT N. BUTLER, M.D.

      Trustee of AARP Income Trust and AARP Growth Trust; Director,
      International Longevity Center and Professor of Geriatrics and Adult
      Development; Chairman, Henry L. Schwartz Department of Geriatrics and
      Adult Development, Mount Sinai Medical Center; Formerly Director,
      National Institute on Aging, National Institute of Health (1976-1982).

      LINDA C. COUGHLIN

      President and Trustee of AARP Cash Investment Funds, AARP Income Trust,
      AARP Tax Free Income Trust and AARP Growth Trust; Managing Director and
      Member, Board of Directors of Scudder, Stevens & Clark, Inc.; Director
      of Scudder Investor Services, Inc.

      HORACE B. DEETS

      Vice Chairman and Trustee of AARP Cash Investment Funds, AARP Income
      Trust, AARP Tax Free Income Trust and AARP Growth Trust; Executive
      Director, American Association of Retired Persons; Member, Board of
      Councilors, Andrus Gerontology Center; Member of the Board, HelpAge
      International.

      MARY JOHNSTON EVANS

      Trustee of AARP Cash Investment Funds, AARP Tax Free Income Trust and
      AARP Growth Trust; Director: Baxter International, Inc., Delta Air
      Lines, Inc., Household International, Inc., The Sun Company, Dun &
      Bradstreet Corporation and Saint-Gobain Corporation.

      EDGAR R. FIEDLER

      Trustee of AARP Cash Investment Funds, AARP Income Trust and AARP Tax
      Free Income Trust; Vice President and Economic Counselor, The Conference
      Board, Inc.; Director: The Stanley Works, Zurich-American Insurance
      Company, HT Insight Funds, and Emerging Mexico Fund.

      CUYLER W. FINDLAY

      Chairman and Trustee of AARP Cash Investment Funds, AARP Income Trust,
      AARP Tax Free Income Trust, and AARP Growth Trust; Managing Director of
      Scudder, Stevens & Clark, Inc., Senior Vice President and Director,
      Scudder Investor Services, Inc.

      EUGENE P. FORRESTER

      Trustee of AARP Income Trust and AARP Tax Free Income Trust; Consultant; 
      International Trade Counselor; Lt. General (Retired), U.S. Army; Command 
      General, U.S. Army Western Command, Honolulu; Consultant: Digital 
      Equipment Corp., DHI, Philip Morris, PICS Previews, and Whittle 
      Communications.

                                       86
<PAGE>

      WAYNE F. HAEFER

      Trustee of AARP Income Trust, AARP Tax Free Income Trust, and AARP Growth
      Trust; Director, Membership Division of AARP; Formerly Secretary, 
      Employee's Pension and Welfare Trusts of AARP and Retired Persons 
      Services, Inc.; Formerly Director, Administration and Data Management 
      Division of AARP.

      GEORGE I. MADDOX, JR.

      Trustee of AARP Income Trust and AARP Tax Free Income Trust; Professor
      Emeritus and Director, Long Term Care Resources Program, Duke University
      Medical Center; Senior Fellow, Center for the Study of Aging and Human
      Development, Duke University; Professor Emeritus of Sociology, Departments
      of Sociology and Psychiatry, Duke University.

      ROBERT J. MYERS

      Trustee of AARP Cash Investment Funds, AARP Income Trust and AARP Growth 
      Trust; Actuarial Consultant; Formerly Executive Director, National 
      Commission on Social Security Reform; Director: NASL Series Trust, Inc. 
      and North American Funds, Inc.; Formerly Director, Board of Pensions, 
      Evangelical Lutheran Church in America; Formerly Chairman, Commission 
      on Railroad Retirement Reform; Member, U.S. Office of Technology 
      Assessment, Prospective Payment Assessment Commission.

      JOSEPH S. PERKINS

      Trustee of AARP Cash Investment Funds, AARP Income Trust, AARP Tax Free
      Income Trust, and AARP Growth Trust; Director, American Association of
      Retired Persons; Formerly Corporate Retirement Manager, Polaroid
      Corporation.

      JAMES H. SCHULZ

      Trustee of AARP Tax Free Income Trust and AARP Growth Trust; Professor of
      Economics and Kirstein Professor of Aging Policy, Policy Center of Aging,
      Florence Heller School, Brandeis University.

      GORDON SHILLINGLAW

      Trustee of AARP Cash Investment Funds, AARP Tax Free Income Trust, AARP
      Growth Trust; Professor Emeritus of Accounting, Columbia University 
      Graduate School of Business; Formerly Director and Treasurer, 
      FERIS Foundation of America.

<TABLE>

        <C>                                          <C>   
        EDWARD V. CREED*                             PAMELA A. MCGRATH*

        Vice President                               Vice President and Treasurer

        THOMAS W. JOSEPH*                            EDWARD J. O'CONNELL*

        Vice President                               Vice President and  Assistant Treasurer

        DAVID S. LEE*                                KATHRYN L. QUIRK*

        Vice President and Assistant Treasurer       Vice President and  Secretary
          
        DOUGLAS M. LOUDON*                           HOWARD SCHNEIDER*

        Vice President                               Vice President

        THOMAS F. MCDONOUGH*                         CORNELIA M. SMALL*

        Vice President and Assistant Secretary       Vice President

       *Scudder, Stevens & Clark, Inc.
</TABLE>

    Effective January 1, 1995, each member of and nominee for the Board of
    Trustees must own shares of one or more of the Funds within the AARP
    Investment Program of which he/she serves as Trustee.

                                       87
<PAGE>



      SERVICE INFORMATION
      -------------------

<TABLE>

<S>                           <C> 
SHAREHOLDER                   Our knowledgeable AARP Mutual Fund Representatives are available
SERVICE LINE                  to answer questions about the Program or your account Monday 
1-800-253-2277                through Friday, between 8:00 a.m. and 8:00 p.m., eastern time. 
                              Transactions can be made Monday through Friday between 8:00 a.m.
                              and 4:00 p.m., eastern time.

                              Write:                   AARP Investment Program from Scudder
                                                       P.O. Box 2540
                                                       Boston, MA 02208-2540

                              For overnight            AARP Investment Program from Scudder
                              and certified mail:      42 Longwater Drive
                                                       Norwell, MA 02061-1612



EASY-ACCESS LINE              Shareholders with a touch-tone telephone may call this automated 
1-800-631-4636                line to obtain AARP Fund performance and account information or to 
                              exchange or sell (redeem) AARP Mutual Fund shares. This service is 
                              available 24 hours a day, 7 days a week.



TRANSACTIONS BY FAX           If you have access to a fax machine, you can fax transaction requests.
1-800-821-6234                Any exchange or redemption request received after 4:00 p.m. 
                              business days or on weekends, will be processed the next business 
                              day. All faxes are kept confidential.



TDD (TELECOMMUNICATIONS       AARP members with hearing or speech impairments and access to 
DEVICE FOR THE DEAF AND       TDD equipment can communicate with the AARP Investment 
SPEECH IMPAIRED)              Program Monday through Friday between 8:00 a.m. and 6:00 p.m., 
1-800-634-9454                eastern time. Transactions can be made between 8:00 a.m. and 
                              4:00 p.m., eastern time.
</TABLE>



                                       88


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