SCUDDER INSTITUTIONAL FUND INC
497, 1996-08-29
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                        Scudder Institutional Fund, Inc.

                          Institutional Cash Portfolio
                       Institutional Government Portfolio

Supplement to Prospectus
Dated May 1, 1996

The Board of Directors  has approved a new time at which the net asset value per
share for each of  Institutional  Cash  Portfolio and  Institutional  Government
Portfolio is calculated.  The Board also approved extended trading deadlines for
those Portfolios. Each Portfolio's net asset value will be determined as of, and
purchase,  exchange and redemption  orders will be accepted until,  the close of
regular trading on the New York Stock Exchange (the  "Exchange")  (normally 4:00
eastern time) on each day during which the Exchange is open for trading.

The following  reflects these changes and replaces,  for these  Portfolios only,
portions  of the  Portfolios'  combined  prospectus.  Please  note that all time
designations  refer to eastern  time and assume the close of regular  trading at
4:00 p.m.

Distribution and Performance Information
- ----------------------------------------
First Paragraph under Dividends and Capital Gains Distributions:

The Company declares  dividends on the outstanding shares of each Portfolio from
each  Portfolio's  net  investment  income at the close of each  business day to
shareholders of record at 4:00 p.m. on the day of declaration.  Realized capital
gains and losses (other than long-term  capital gains) may be taken into account
in  determining  the daily  distribution.  Shares  purchased  will begin earning
dividends on the day the purchase  order is executed  and shares  redeemed  will
earn dividends  through the previous day. Net investment  income for a Saturday,
Sunday or holiday will be declared as a dividend on the previous business day to
shareholders of record at 4:00 p.m. on that day.

Transaction Information
- -----------------------
Third paragraph under Purchasing Shares

Orders for shares of a Portfolio will become  effective when an investor's  bank
wire order or check is converted  into  federal  funds  (monies  credited to the
Custodian's  account with its registered  Federal  Reserve Bank).  If payment is
transmitted by the Federal Reserve Wire System,  the order will become effective
upon  receipt.  Orders  will be  executed at 4:00 p.m. on the same day if a bank
wire or check is converted to federal funds by 4:00 p.m. or a federal funds wire
is received by 4:00 p.m. In addition,  if  investors  notify the Company by 4:00
p.m. that they intend to wire federal funds to purchase shares of a Portfolio on
any business day and if monies are received in time to be invested,  orders will
be executed at the net asset value per share  determined  at 4:00 p.m.  the same
day. Wire transmissions may, however,  be subject to delays of several hours, in
which event the effectiveness of the order may be delayed.  Payments transmitted
by a bank wire other than the Federal  Reserve Wire System may take longer to be
converted into federal funds.

<PAGE>



Fifth Paragraph under Redemption by Expedited Redemption Service:

Proceeds  of  Expedited  Redemptions  will be  wired to the  shareholder's  bank
indicated in the Purchase  Application.  If an Expedited  Redemption  request is
received  by the  Transfer  Agent  by 4:00  p.m.  on a day the  Company  and the
Custodian  are open for  business,  the  redemption  will be executed at the net
asset  value   calculated  at  4:00  p.m.  and  proceeds  will  normally   start
transmission  that same day if such  redemption can be  accomplished  in time to
meet the Federal Reserve Wire System's schedule.

First  Paragraph  under Share  Price as well as "Share  Price" in the Summary on
Page 4:

Net asset  value per share for each  Portfolio  is  determined  by Scudder  Fund
Accounting  Corporation  on each day the Exchange is open for  trading.  The net
asset value per share of each Portfolio is determined at 4:00 p.m. The net asset
value per share of each Portfolio is computed by dividing the value of the total
assets  of  the  Portfolio,  less  all  liabilities,  by  the  total  number  of
outstanding shares of the Portfolio.


September 3, 1996




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