SCUDDER GLOBAL FUND INC
497, 1996-01-16
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                        SCUDDER GLOBAL SMALL COMPANY FUND

      A Pure No-Load(TM) (No Sales Charges) Diversified Mutual Fund Series
      Which Seeks Above-Average Capital Appreciation over the Long Term by
              Investing Primarily in the Equity Securities of Small
                     Companies Located Throughout the World

                                       and

   
                            SCUDDER GLOBAL BOND FUND

    A Pure No-Load(TM) (No Sales Charges) Non-Diversified Mutual Fund Series
           Which Seeks Total Return with an Emphasis on Current Income
                  by Investing Principally in High-Grade Bonds
              Denominated in Foreign Currencies and the U.S. Dollar
                     and, Secondarily, Capital Appreciation
    

                                       and

                      SCUDDER EMERGING MARKETS INCOME FUND

        A Pure No-Load(TM) (No Sales Charges) Non-Diversified Mutual Fund
            Series Which Seeks High Current Income and, Secondarily,
                Long-Term Capital Appreciation Through Investment
                   Primarily in High-Yielding Debt Securities
                           Issued in Emerging Markets


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


                       STATEMENT OF ADDITIONAL INFORMATION

                                  March 1, 1995
   
                          As Revised December 27, 1995
    


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

   
This combined Statement of Additional Information is not a prospectus and should
be read in conjunction  with the prospectus of Scudder Global Small Company Fund
dated March 1, 1995,  the  prospectus of Scudder Global Bond Fund dated March 1,
1995 as revised  December  27,  1995,  and the  prospectus  of Scudder  Emerging
Markets  Income  Fund dated  March 1, 1995,  each as amended  from time to time,
copies of which may be obtained  without  charge by writing to Scudder  Investor
Services, Inc., Two International Place, Boston, Massachusetts 02110-4103.
    

<PAGE>
<TABLE>
<CAPTION>
                                                    TABLE OF CONTENTS
                                                                                                                   Page
                                                                                                                   ----
<S>      <C>                                                                                                        <C>
   
THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES.........................................................................1
         General Investment Objective and Policies of Scudder Global Small Company Fund...............................1
         General Investment Objectives and Policies of Scudder Global Bond Fund.......................................2
         General Investment Objectives and Policies of Scudder Emerging Markets Income Fund...........................3
         Risk Factors.................................................................................................4
         Special Investment Considerations of Scudder Emerging Markets Income Fund...................................12
         Specialized Investment Techniques of the Funds..............................................................13
         Investment Restrictions.....................................................................................28

PURCHASES............................................................................................................31
         Additional Information About Opening an Account.............................................................31
         Additional Information About Making Subsequent Investments by Telephone Order...............................32
         Checks......................................................................................................32
         Wire Transfer of Federal Funds..............................................................................32
         Share Price.................................................................................................33
         Share Certificates..........................................................................................33
         Other Information...........................................................................................33

EXCHANGES AND REDEMPTIONS............................................................................................33
         Exchanges...................................................................................................33
         Redemption by Telephone.....................................................................................34
         Redemption by Mail or Fax...................................................................................35
         Redemption-in-Kind..........................................................................................35
         Other Information...........................................................................................35

FEATURES AND SERVICES OFFERED BY THE FUNDS...........................................................................36
         The Pure No-Load(TM) Concept................................................................................36
         Distribution Plans..........................................................................................37
         Diversification.............................................................................................38
         Scudder Funds Centers.......................................................................................38
         Reports to Shareholders.....................................................................................38
         Transaction Summaries.......................................................................................38

THE SCUDDER FAMILY OF FUNDS..........................................................................................38

SPECIAL PLAN ACCOUNTS................................................................................................41
         Scudder Retirement Plans:  Profit-Sharing and Money Purchase Pension Plans for Corporations and
              Self-Employed Individuals..............................................................................42
         Scudder 401(k): Cash or Deferred Profit-Sharing Plan for Corporations and Self-Employed Individuals.........42
         Scudder IRA:  Individual Retirement Account.................................................................42
         Scudder 403(b) Plan.........................................................................................43
         Automatic Withdrawal Plan...................................................................................43
         Group or Salary Deduction Plan..............................................................................44
         Automatic Investment Plan...................................................................................44
         Uniform Transfers/Gifts to Minors Act.......................................................................44
         Scudder Trust Company.......................................................................................44

DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS............................................................................44

PERFORMANCE INFORMATION..............................................................................................45
         Average Annual Total Return.................................................................................45
         Cumulative Total Return.....................................................................................46
         Total Return................................................................................................47
         Capital Change..............................................................................................47


                                                           i
<PAGE>

                                              TABLE OF CONTENTS (continued)
                                                                                                                   Page
                                                                                                                   ----
         Yield of Global Bond Fund and Emerging Markets Income Fund..................................................47
         Comparison of Portfolio Performance.........................................................................47

ORGANIZATION OF THE FUNDS............................................................................................52

INVESTMENT ADVISER...................................................................................................53
         Personal Investments by Employees of the Adviser............................................................56

DIRECTORS AND OFFICERS...............................................................................................56

REMUNERATION.........................................................................................................59

DISTRIBUTOR..........................................................................................................60

TAXES................................................................................................................61

PORTFOLIO TRANSACTIONS...............................................................................................66
         Brokerage...................................................................................................66
         Portfolio Turnover..........................................................................................67

NET ASSET VALUE......................................................................................................67

ADDITIONAL INFORMATION...............................................................................................68
         Experts.....................................................................................................68
         Other Information...........................................................................................68

FINANCIAL STATEMENTS.................................................................................................69

APPENDIX
    


                                                           ii
</TABLE>
<PAGE>
                  THE FUNDS' INVESTMENT OBJECTIVES AND POLICIES

             (See "Investment objective and policies," "Special risk
                considerations" and "Additional information about
                            policies and investments"
                           in each Fund's prospectus.)

   
         Scudder  Global Fund,  Inc., a Maryland  corporation  of which  Scudder
Global Small Company Fund ("Global  Small Company  Fund"),  Scudder  Global Bond
Fund ("Global Bond Fund") and Scudder  Emerging  Markets Income Fund  ("Emerging
Markets  Income Fund") are series,  is referred to herein as the  "Corporation."
Each Fund is a pure no-load(TM),  open-end  management  investment company which
continuously  offers and redeems its shares.  Each Fund is a company of the type
commonly  known as a mutual  fund.  Global Small  Company Fund is a  diversified
series of the Corporation. Global Bond Fund and Emerging Markets Income Fund are
non-diversified  series of the  Corporation.  These series sometimes are jointly
referred to herein as the "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. No Fund can guarantee a gain or eliminate the risk of loss and
the net asset value of each Fund's shares will increase or decrease with changes
in the market price of that Fund's investments.

         Foreign securities such as those that may be purchased by a Fund may be
subject to foreign  government  taxes which could  reduce the yield,  if any, on
such  securities,  although a shareholder  of that Fund may,  subject to certain
limitations,  be entitled to claim a credit or deduction for U.S. federal income
tax purposes for his or her  proportionate  share of such foreign  taxes paid by
the Fund. (See "TAXES.")

         Because of each Fund's investment  considerations  discussed herein and
their  investment  policies,  investment  in shares of a Fund is not intended to
provide a complete investment program for an investor.  The value of each Fund's
shares when sold may be higher or lower than when purchased.

         The following objectives and policies,  except as otherwise stated, are
not fundamental and may be changed without a shareholder  vote.  There can be no
assurance that each Fund will achieve its investment objective.

General Investment Objective and Policies of Scudder Global Small Company Fund

         Global Small Company Fund seeks above-average capital appreciation over
the  long  term  by  investing  primarily  in the  equity  securities  of  small
companies,  as defined in the Fund's prospectus.  The equity securities in which
the Fund will invest may be listed on U.S. or foreign  securities  exchanges  or
traded  over-the-counter,  and include common stocks,  preferred  stocks (either
convertible  or  non-convertible),  rights and  warrants.  The Fund may also, on
occasion, invest for capital appreciation in debt securities of U.S. and foreign
issuers, although it generally expects to provide little or no current income to
stockholders.

         While the Fund's  investment  adviser,  Scudder,  Stevens & Clark, Inc.
(the "Adviser"),  believes that investments in small companies can offer greater
growth potential than those in larger,  more established  firms, the former also
involve  greater risk and price  volatility.  To the extent  consistent with the
Fund's  objective as described  above, it is the policy of the Fund, under usual
market  conditions,  to diversify its portfolio widely by company,  industry and
country. The Fund intends to allocate investments among at least three countries
at all times, including the U.S.A.

         Global  Small  Company  Fund  invests  in  companies  that the  Adviser
believes offer above-average  earnings,  cash flow or asset growth potential. It
also invests in companies  which may receive  greater  market  recognition  over
time. The Adviser believes that these factors offer significant  opportunity for
long-term capital  appreciation.  The Adviser evaluates investments for the Fund
from both a  macroeconomic  and  microeconomic  perspective,  using  fundamental
analysis,  including field research.  The Adviser  analyzes the growth potential
and  relative  value of possible  investments.  When  evaluating  an  individual
company,  the Adviser takes into consideration  numerous factors,  including the
depth and quality of management; a company's product line, business strategy and
competitive  position;  research and development  efforts;  financial  strength,
including  degree of  leverage;  cost  structure;  revenue and  earnings  growth
potential;  and  price-earnings  ratios  and  other  stock  valuation  measures.
Secondarily,  the Adviser weighs the attractiveness of the country and region in
which a company is located.
<PAGE>

         In addition to purchasing corporate  securities of non-U.S.  issuers in
overseas securities  markets,  Global Small Company Fund may invest in sponsored
and  unsponsored  American  Depositary  Receipts  ("ADR"s).  ADRs  are  receipts
typically  issued by a U.S.  bank or trust company  evidencing  ownership in the
underlying  securities.  Transactions in these securities may not necessarily be
settled  in the same  currency  as  transactions  in the  securities  which they
represent.  Generally  ADRs,  in registered  form,  are designed for use in U.S.
securities markets.

         The Fund may enter into  repurchase  agreements  fully  secured by U.S.
Government  obligations (or in the case of a repurchase agreement with a foreign
bank, secured by government securities of the particular foreign  jurisdiction).
The Fund may also  utilize  various  other  strategic  transactions  for hedging
purposes and to seek to increase gain. More  information  about these investment
techniques is provided  under  "Specialized  Investment  Techniques -- Strategic
Transactions."

Small Company Risk. The Adviser  believes that small  companies often have sales
and earnings growth rates which exceed those of larger companies,  and that such
growth  rates may in turn be  reflected  in more rapid share price  appreciation
over time.  However,  investing in smaller company stocks involves  greater risk
than is  customarily  associated  with  investing  in larger,  more  established
companies.  For  example,  smaller  companies  can have limited  product  lines,
markets,  or financial and managerial  resources.  Smaller companies may also be
dependent on one or a few key persons, and may be more susceptible to losses and
risks of bankruptcy.  Also,  the  securities of smaller  companies may be thinly
traded (and  therefore  have to be sold at a discount from current market prices
or sold in small lots over an  extended  period of time).  Transaction  costs in
smaller company stocks may be higher than those of larger companies.

   
General Investment Objectives and Policies of Scudder Global Bond Fund

         Global Bond Fund provides  investors with a convenient way to invest in
a managed portfolio of debt securities denominated in foreign currencies and the
U.S. dollar. The Fund's objective is to provide total return with an emphasis on
current income by investing primarily in high-grade bonds denominated in foreign
currencies and the U.S.  dollar.  As a secondary  objective,  the Fund will seek
capital appreciation.

         To  achieve  its  objectives,  the Fund will  invest  principally  in a
managed portfolio of high-grade intermediate- and long-term bonds denominated in
the U.S.  dollar and foreign  currencies,  including  bonds  denominated  in the
European Currency Unit (ECU). (Intermediate-term bonds generally have maturities
between three and eight years,  and long-term bonds generally have maturities of
greater than eight years.)  Portfolio  investments will be selected on the basis
of, among other things, yields, credit quality, and the fundamental outlooks for
currency and interest rate trends in different  parts of the globe,  taking into
account the ability to hedge a degree of currency or local bond price risk.

         At least 65% of the Fund's  investments will consist of high-grade debt
securities,  which are those rated in one of the three highest rating categories
of one of the major U.S.  rating  services or, if unrated,  considered  to be of
equivalent  quality in local currency terms as determined by the Adviser.  These
securities  are rated AAA, AA or A by Standard & Poor's ("S&P") or Aaa, Aa, or A
by Moody's Investors Service, Inc. ("Moody's").

         The  Fund  may  also  purchase  up to 15% of its  net  assets  in  debt
securities rated BBB or BB by S&P or Baa or Ba by Moody's and unrated securities
considered to be of equivalent quality by the Adviser.  The Fund will not invest
in any securities rated B or lower. (See "Specialized Investment Techniques.")

         The Fund's investments may include:

         *        Debt securities  issued or guaranteed by the U.S.  government,
                  its agencies or instrumentalities
         *        Debt  securities  issued or guaranteed  by a foreign  national
                  government,  its  agencies,   instrumentalities  or  political
                  subdivisions
         *        Debt   securities   issued  or  guaranteed  by   supranational
                  organizations (e.g., European Investment Bank,  Inter-American
                  Development Bank or the World Bank)
         *        Corporate debt securities
         *        Bank or bank holding company debt securities
         *        Other debt securities, including those convertible into common
                  stock
    

                                       2
<PAGE>

   
         The  Fund  may  invest  in  zero  coupon   securities,   mortgage   and
asset-backed securities and may engage in strategic  transactions.  The Fund may
purchase  securities  which are not publicly  offered.  If such  securities  are
purchased,  they may be subject to  restrictions  which may make them  illiquid.
Please see "Investment Restrictions."

         The Fund intends to select its investments from a number of country and
market  sectors.  It may  invest  substantially  in the  issuers  of one or more
countries and will have investments in debt securities of issuers from a minimum
of three different countries.

         Under normal conditions, the Fund will invest at least 15% of its total
assets in the U.S. dollar-denominated securities, issued domestically or abroad.
For  temporary  defensive or emergency  purposes,  however,  the Fund may invest
without  limit  in U.S.  debt  securities,  including  short-term  money  market
securities. It is impossible to predict for how long such alternative strategies
will be utilized.
    


General Investment Objectives and Policies of Scudder Emerging Markets Income
Fund

         Emerging  Markets  Income  Fund's  primary  investment  objective is to
provide investors with high current income. As a secondary  objective,  the Fund
seeks long-term capital appreciation.  In pursuing these goals, the Fund invests
primarily  in   high-yielding   debt   securities   issued  by  governments  and
corporations  in  emerging  markets.  Many  nations in Latin  America  and other
developing regions of the world have undertaken  sweeping political and economic
changes that favor increased  business  activity and demand for capital.  In the
opinion  of  the  Adviser,   these   changes   present   attractive   investment
opportunities, both in terms of income and appreciation potential, for long-term
investors.

         The Fund involves  above-average bond fund risk and can invest entirely
in high yield/high risk bonds. It is designed as a long-term  investment and not
for  short-term  trading  purposes,  and  should  not be  considered  a complete
investment program. While designed to provide a high level of current income, it
may not be appropriate for all income  investors.  The Fund should not be viewed
as a substitute for a money market or short-term  bond fund. The Fund invests in
lower quality  securities of emerging market issuers,  some of which have in the
past  defaulted  on  certain  of their  financial  obligations.  Investments  in
emerging markets can be volatile. The Fund's share price and yield can fluctuate
daily in response to political events, changes in the perceived creditworthiness
of emerging  nations,  fluctuations  in interest rates and, to a certain extent,
movements in foreign currencies. The securities in which the Fund may invest are
further  described  below,  and under  "Investment  objectives and policies" and
"Additional  information  about policies and  investments"  in Emerging  Markets
Income Fund's prospectus.

         In seeking  high current  income and,  secondarily,  long-term  capital
appreciation,  the Fund invests, under normal market conditions, at least 65% of
its total assets in debt securities  issued by  governments,  government-related
entities and corporations in emerging markets, or the return on which is derived
primarily  from  emerging  markets.  The Fund  considers  "emerging  markets" to
include any country that is defined as an emerging or developing  economy by any
one of the following:  the International Bank for Reconstruction and Development
(i.e.,  the World Bank),  the  International  Finance  Corporation or the United
Nations or its authorities.

         While the Fund takes a global  approach to  portfolio  management,  the
Adviser  expects to weight its  investments  toward  countries in Latin America,
specifically Argentina,  Brazil, Mexico and Venezuela.  Latin America, and these
four countries in particular, offers the largest and most liquid debt markets of
the emerging nations around the globe. In addition to Latin America, the Adviser
may pursue  investment  opportunities in Asia,  Africa,  the Middle East and the
developing  countries of Europe,  primarily in Eastern Europe. The Fund deems an
issuer to be located in an emerging  market if (i) the issuer is organized under
the laws of an emerging market country;  (ii) the issuer's principal  securities
trading market is in an emerging  market;  or (iii) at least 50% of the issuer's
non-current  assets,  capitalization,  gross revenue or profit in any one of the
two most recent  fiscal  years is derived  from  (directly  or  indirectly  from
subsidiaries) assets or activities located in emerging markets.

         Although  the Fund may invest in a wide variety of  high-yielding  debt
obligations,  under normal  conditions it must invest at least 50% of its assets
in   sovereign   debt   securities   issued  or   guaranteed   by   governments,
government-related   entities  and  central  banks  based  in  emerging  markets
(including  participations  in and  assignments  of  portions  of loans  between
governments  and  financial  institutions);   government  owned,  controlled  or
sponsored entities located in emerging markets;  entities organized and operated
for the  purpose of  restructuring  investment  characteristics  of  instruments


                                       3
<PAGE>

issued by government or  government-related  entities in emerging  markets;  and
debt  obligations  issued  by  supranational  organizations  such  as the  Asian
Development Bank and the Inter-American Development Bank, among others.

         The Fund may also consider for purchase any debt  securities  issued by
commercial banks and companies in emerging markets.  The Fund may invest in both
fixed and floating-rate  issues. Debt instruments held by the Fund take the form
of bonds, notes,  bills,  debentures,  convertible  securities,  warrants,  bank
obligations,  short-term paper, loan participations,  loan assignments and trust
interests.  The Fund may  invest  regularly  in  "Brady  Bonds,"  which are debt
securities  issued  under the  framework  of the Brady Plan as a  mechanism  for
debtor countries to restructure their outstanding bank loans. Most "Brady Bonds"
have their principal collateralized by zero coupon U.S. Treasury bonds.

         To reduce currency risk, the Fund invests at least 65% of its assets in
U.S.  dollar-denominated  debt  securities.  Therefore,  no more than 35% of the
Fund's  assets  may be  invested  in  debt  securities  denominated  in  foreign
currencies.

         The Fund is not  restricted  by limits on  weighted  average  portfolio
maturity or the maturity of an individual  issue.  Debt  securities in which the
Fund may invest may have  stated  maturities  from  overnight  to 30 years.  The
weighted  average  maturity of the Fund's  portfolio is actively managed and may
vary from  period-to-period  based upon the Adviser's assessment of economic and
market conditions, taking into account the Fund's investment objectives.

         In addition to maturity, the Fund's investments are actively managed in
terms of geographic,  industry and currency  allocation.  In managing the Fund's
portfolio,  the Adviser takes into account such factors as the credit quality of
issuers,  changes in and levels of interest  rates,  projected  economic  growth
rates, capital flows, debt levels, trends in inflation, anticipated movements in
foreign  currencies,   and  government  initiatives.   While  the  Fund  is  not
"diversified"  for purposes of the  Investment  Company Act of 1940,  as amended
(the "1940 Act"), it invests in a minimum of three countries at any one time and
will not commit more than 40% of its assets to issuers in a single country.

         By focusing on fixed-income instruments issued in emerging markets, the
Fund   invests   predominantly   in  debt   securities   that  are  rated  below
investment-grade,  or unrated but  equivalent  to those  rated below  investment
grade by internationally  recognized rating agencies such as Standard and Poor's
("S&P") or Moody's Investors Service,  Inc.  ("Moody's").  Debt securities rated
below  BBB  by  S&P  or  below  Baa  by  Moody's  are  considered  to  be  below
investment-grade. These types of high yield/high risk debt obligations (commonly
referred to as "junk bonds") are  predominantly  speculative with respect to the
capacity to pay interest and repay  principal in accordance with their terms and
generally  involve a greater risk of default and more  volatility  in price than
securities in higher rating categories,  such as investment-grade U.S. bonds. On
occasion,  the Fund may  invest  up to 5% of its net  assets  in  non-performing
securities  whose quality is comparable to securities rated as low as "D" by S&P
or "C" by  Moody's.  A large  portion of the Fund's bond  holdings  may trade at
substantial discounts from face value.

         The Fund may invest up to 35% of its total assets in  securities  other
than debt obligations  issued in emerging  markets.  These holdings include debt
securities and money market  instruments  issued by corporations and governments
based  in  developed  markets  including  up to  20% of  total  assets  in  U.S.
fixed-income  instruments.   However,  for  temporary,  defensive  or  emergency
purposes,  the Fund may invest without limit in U.S. debt securities,  including
short-term  money market  securities.  It is  impossible to predict for how long
such alternative  strategies will be utilized.  The Fund may engage in strategic
transactions  for hedging  purposes and to seek to increase  gain.  The Fund may
invest  up to 15% of  its  net  assets  in  securities  which  are  not  readily
marketable,   repurchase  agreements  maturing  in  more  than  seven  days  and
restricted securities;  and in no event may the Fund invest more than 10% of its
total  assets in  restricted  securities.  The Fund may also  acquire  shares of
closed-end  investment  companies that invest  primarily in emerging market debt
securities.  To the  extent  the  Fund  invests  in such  closed-end  investment
companies,  shareholders  will  incur  certain  duplicative  fees and  expenses,
including investment advisory fees.

Risk Factors

Foreign Securities.  Global Small Company Fund is intended to provide individual
and  institutional  investors  with an  opportunity to invest a portion of their
assets in a diversified  portfolio of  securities of U.S. and foreign  companies
located  worldwide  and is  designed  for  long-term  investors  who can  accept
international investment risk. Global Bond Fund and Emerging Markets Income Fund
are  intended  to  provide  individuals  and  institutional  investors  with  an
opportunity  to invest a  portion  of their  assets  in a managed  group of debt
instruments  denominated in a range of currencies and issued by various entities


                                       4
<PAGE>

such  as   governments,   their   agencies,   instrumentalities   and  political
subdivisions, supranational organizations,  corporations and banks. Each Fund is
designed for investors who can accept currency and other forms of  international
investment risk. The Adviser believes that allocation of each Fund's assets on a
global basis decreases the degree to which events in any one country,  including
the U.S., will affect an investor's  entire investment  holdings.  In the period
since World War II, many leading foreign  economies have grown more rapidly than
the U.S.  economy and from time to time have had interest rate levels that had a
higher real return than the U.S. bond market.  Consequently,  the  securities of
foreign  issuers  have  provided  attractive  returns  relative  to the  returns
provided by the securities of U.S.  issuers,  although there can be no assurance
that this will be true in the future.

         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 U.S.  securities and which may
affect a Fund's performance  favorably or unfavorably.  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 stock markets, while growing
in volume of trading activity,  have  substantially less volume than that of the
New York Stock Exchange,  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 that in the U.S.  market and
at times,  volatility of price can be greater than in the U.S. Further,  foreign
markets  have  different  clearance  and  settlement  procedures  and in certain
markets  there have been times when  settlements  have been  unable to keep pace
with the volume of securities transactions,  making it difficult to conduct such
transactions. Delays in settlement could result in temporary periods when assets
of a Fund are  uninvested  and no return is earned  thereon.  The inability of a
Fund to make intended security purchases due to settlement  problems could cause
the Fund to miss attractive  investment  opportunities.  Inability to dispose of
portfolio securities due to settlement problems either could result in losses to
a Fund due to subsequent  declines in value of the  portfolio  security or, if a
Fund has entered into a contract to sell the security,  could result in possible
liability  to the  purchaser.  Fixed  commissions  on  some  foreign  securities
exchanges are generally  higher than negotiated  commissions on U.S.  exchanges,
although the Adviser will endeavor to achieve the most  favorable net results on
each Fund's portfolio  transactions.  Further, a Fund may encounter difficulties
or be unable to pursue  legal  remedies and obtain  judgment in foreign  courts.
There is generally less  government  supervision  and regulation of business and
industry practices,  securities exchanges,  brokers and listed companies than in
the U.S. It may be more difficult for a Fund's agents to keep currently informed
about  corporate  actions  such as stock  dividends or other  matters  which may
affect the prices of portfolio securities.  Communications  between the U.S. and
foreign countries may be less reliable than within the U.S., thus increasing the
risk of delayed  settlements of portfolio  transactions  or loss of certificates
for  portfolio  securities.   In  addition,  with  respect  to  certain  foreign
countries,  there is the  possibility  of  nationalization,  expropriation,  the
imposition  of  confiscatory  or  withholding  taxation,  political,  social  or
economic  instability,  or  diplomatic  developments  which  could  affect  U.S.
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 U.S. economy in such respects as growth of gross national  product,  rate of
inflation,  capital  reinvestment,  resource  self-sufficiency  and  balance  of
payments  position.  The  Adviser  seeks to  mitigate  the  risks  to each  Fund
associated with the foregoing  considerations  through investment  variation and
continuous professional management.

         For Emerging  Markets Income Fund, these  considerations  generally are
more of a concern in  developing  countries.  For example,  the  possibility  of
revolution and the dependence on foreign  economic  assistance may be greater in
these countries than in developed countries. The management of the Fund seeks to
mitigate  the  risks  associated  with  these   considerations   through  active
professional management.

   
Eastern Europe. Investments in companies domiciled in Eastern European countries
may be subject to potentially greater risks than those of other foreign issuers.
These  risks  include  (i)  potentially  less  social,  political  and  economic
stability;  (ii) the small current size of the markets for such  securities  and
the low volume of trading,  which result in less  liquidity and in greater price
volatility;  (iii)  certain  national  policies  which may  restrict  the Fund's
investment  opportunities,  including  restrictions  on investment in issuers or
industries deemed sensitive to national  interests;  (iv) foreign taxation;  (v)
the  absence  of  developed  legal  structures   governing  private  or  foreign
investment or allowing for judicial redress for injury to private property; (vi)
the absence, until recently in certain Eastern European countries,  of a capital
market  structure or  market-oriented  economy;  and (vii) the possibility  that
recent  favorable  economic  developments  in  Eastern  Europe  may be slowed or
reversed by  unanticipated  political or social events in such countries,  or in
    


                                       5
<PAGE>

   
the countries of the former  Soviet Union.  Global Small Company Fund may invest
up to 5% of its total assets in the  securities of issuers  domiciled in Eastern
European countries.
    

         Investments  in  such  countries  involve  risks  of   nationalization,
expropriation and confiscatory  taxation.  The Communist governments of a number
of East European countries expropriated large amounts of private property in the
past, in many cases without adequate compensation, and there may be no assurance
that  such  expropriation  will not  occur in the  future.  In the event of such
expropriation,  the Fund could lose a substantial  portion of any investments it
has made in the affected countries.  Further,  no accounting  standards exist in
East European countries.  Finally,  even though certain East European currencies
may be convertible into U.S. dollars,  the conversion rates may be artificial to
the actual market values and may be adverse to the Fund's shareholders.

   
Foreign  Currencies.  Investments  in foreign  securities  usually  will involve
currencies of foreign countries.  Moreover, a Fund temporarily may hold funds in
bank deposits in foreign currencies during the completion of investment programs
and may purchase  forward foreign currency  contracts,  foreign currency futures
contracts and options on such contracts.  Because of these factors, the value of
the assets of a Fund as measured in U.S.  dollars may be affected  favorably  or
unfavorably by changes in foreign  currency  exchange rates and exchange control
regulations,  and a Fund may incur costs in connection with conversions  between
various  currencies.  Although the Funds'  custodian  values each Fund's  assets
daily in  terms of U.S.  dollars,  none of the  Funds  intends  to  convert  its
holdings of foreign  currencies into U.S.  dollars on a daily basis. A Fund will
do so from time to time, and investors  should be aware of the costs of currency
conversion.   Although  foreign  exchange  dealers  do  not  charge  a  fee  for
conversion,  they do realize a profit  based on the  difference  (the  "spread")
between  the prices at which they are buying  and  selling  various  currencies.
Thus, a dealer may offer to sell a foreign currency to a Fund at one rate, while
offering  a lesser  rate of  exchange  should  the Fund  desire to  resell  that
currency  to the dealer.  A Fund will  conduct  its  foreign  currency  exchange
transactions  either on a spot (i.e., cash) basis at the spot rate prevailing in
the foreign  currency  exchange  market,  or through  entering  into  forward or
futures contracts to purchase or sell foreign currencies.
    

         Because a Fund  normally  will be  invested  in both U.S.  and  foreign
securities markets, changes in the Fund's share price may have a low correlation
with  movements  in the U.S.  markets.  A Fund's  share  price will  reflect the
movements of both the  different  stock and bond markets in which it is invested
and of the currencies in which the investments are denominated;  the strength or
weakness of the U.S. dollar against  foreign  currencies may account for part of
the Fund's investment  performance.  U.S. and foreign  securities markets do not
always  move in step  with each  other,  and the total  returns  from  different
markets may vary  significantly.  The Funds  invest in many  securities  markets
around the world in an attempt to take advantage of opportunities  wherever they
may arise.

       

Investing  in  Emerging  Markets.  Most  emerging  securities  markets  may have
substantially  less volume and are subject to less government  supervision  than
U.S. securities  markets.  Securities of many issuers in emerging markets may be
less liquid and more volatile than securities of comparable domestic issuers. In
addition, there is less regulation of securities exchanges,  securities dealers,
and listed and unlisted companies in emerging markets than in the United States.

          Emerging   markets  also  have  different   clearance  and  settlement
procedures,  and in certain markets there have been times when  settlements have
been unable to keep pace with the volume of securities  transactions.  Delays in
settlement could result in temporary periods when a portion of the assets of the
Fund is uninvested and no cash is earned  thereon.  The inability of the Fund to
make intended security purchases due to settlement problems could cause the Fund
to miss attractive investment  opportunities.  Inability to dispose of portfolio
securities due to settlement  problems could result either in losses to the Fund
due to subsequent  declines in value of the  portfolio  security or, if the Fund
has  entered  into a contract  to sell the  security,  could  result in possible
liability  to the  purchaser.  Costs  associated  with  transactions  in foreign
securities are generally higher than costs associated with  transactions in U.S.
securities.  Such transactions also involve additional costs for the purchase or
sale of foreign currency.

         Foreign  investment  in certain  emerging  market debt  obligations  is
restricted or controlled to varying degrees.  These restrictions or controls may
at times limit or preclude  foreign  investment in certain emerging markets debt
obligations  and increase the costs and expenses of the Fund.  Certain  emerging
markets require prior  governmental  approval of investments by foreign persons,
limit the amount of investment by foreign persons in a particular company, limit
the  investment by foreign  persons only to a specific  class of securities of a
company that may have less  advantageous  rights than the classes  available for
purchase by  domiciliaries  of the countries  and/or impose  additional taxes on


                                       6
<PAGE>

foreign  investors.  Certain  emerging  markets  may  also  restrict  investment
opportunities in issuers in industries deemed important to national interest.

         Certain  emerging  markets may require  governmental  approval  for the
repatriation  of  investment  income,  capital  or  the  proceeds  of  sales  of
securities by foreign investors.  In addition,  if a deterioration  occurs in an
emerging  market's  balance of payments or for other  reasons,  a country  could
impose temporary restrictions on foreign capital remittances.  The Fund could be
adversely   affected  by  delays  in,  or  a  refusal  to  grant,  any  required
governmental approval for repatriation of capital, as well as by the application
to the Fund of any restrictions on investments.

         In the course of investment in emerging  market debt  obligations,  the
Fund will be exposed to the direct or indirect consequences of political, social
and  economic  changes in one or more  emerging  markets.  Political  changes in
emerging  market  countries  may affect the  willingness  of an emerging  market
country  governmental  issuer to make or  provide  for  timely  payments  of its
obligations. The country's economic status, as reflected, among other things, in
its  inflation  rate,  the amount of its  external  debt and its gross  domestic
product,  also  affects  its  ability to honor its  obligations.  While the Fund
manages its assets in a manner that will seek to minimize  the  exposure to such
risks,  and will further reduce risk by owning the bonds of many issuers,  there
can be no assurance that adverse political,  social or economic changes will not
cause the Fund to suffer a loss of value in  respect  of the  securities  in the
Fund's portfolio.

          The risk also exists that an emergency  situation  may arise in one or
more emerging  markets as a result of which  trading of securities  may cease or
may be  substantially  curtailed  and prices for the Fund's  securities  in such
markets may not be readily available.  The Corporation may suspend redemption of
its shares for any period during which an emergency exists, as determined by the
Securities and Exchange Commission (the "SEC"). Accordingly if the Fund believes
that  appropriate  circumstances  exist, it will promptly apply to the SEC for a
determination  that an emergency is present.  During the period  commencing from
the Fund's  identification  of such condition  until the date of the SEC action,
the  Fund's  securities  in the  affected  markets  will be valued at fair value
determined in good faith by or under the direction of the Board of Directors.

          Volume and liquidity in most foreign bond markets are less than in the
United States and securities of many foreign  companies are less liquid and more
volatile than  securities of comparable  U.S.  companies.  Fixed  commissions on
foreign securities exchanges are generally higher than negotiated commissions on
U.S.  exchanges,  although the Fund  endeavors to achieve the most favorable net
results  on its  portfolio  transactions.  There is  generally  less  government
supervision  and  regulation  of business  and  industry  practices,  securities
exchanges, brokers, dealers and listed companies than in the United States. Mail
service  between the United  States and foreign  countries may be slower or less
reliable  than within the United  States,  thus  increasing  the risk of delayed
settlements  of portfolio  transactions  or loss of  certificates  for portfolio
securities.  In addition, with respect to certain emerging markets, there is the
possibility  of  expropriation  or  confiscatory  taxation,  political or social
instability,   or  diplomatic   developments   which  could  affect  the  Fund's
investments in those countries.  Moreover,  individual emerging market economies
may differ  favorably or unfavorably  from the U.S.  economy in such respects as
growth of gross  national  product,  rate of  inflation,  capital  reinvestment,
resource self-sufficiency and balance of payments position. The chart below sets
forth the risk ratings of selected  emerging  market  countries'  sovereign debt
securities.

                                       7
<PAGE>

  Sovereign Risk Ratings for Selected Emerging Market Countries as of 12/16/94
       (Source: Paribas Capital Markets, The Emerging Markets Strategist)

        Country                    Moody's                  Standard & Poor's
        -------                    -------                  -----------------
        Chile                      Baa2                     BBB+
        Turkey                     Ba3                      B+
        Mexico                     Ba2                      BB+
        Czech Republic             Baa2                     BBB+
        Hungary                    Ba1                      BB+
        Colombia                   Ba1                      BBB-
        Venezuela                  Ba2                      B+
        Morocco                    NR                       NR
        Argentina                  B1                       BB-
        Brazil                     B2                       B
        Poland                     NR                       NR
        Ivory Coast                NR                       NR

         The Fund may have limited legal recourse in the event of a default with
respect to certain debt  obligations  it holds.  If the issuer of a fixed-income
security owned by the Fund defaults,  the Fund may incur additional  expenses to
seek recovery.  Debt obligations  issued by emerging market country  governments
differ from debt obligations of private entities; remedies from defaults on debt
obligations issued by emerging market governments, unlike those on private debt,
must be pursued in the courts of the defaulting party itself. The Fund's ability
to enforce its rights  against  private  issuers may be limited.  The ability to
attach assets to enforce a judgment may be limited.  Legal recourse is therefore
somewhat diminished. Bankruptcy, moratorium and other similar laws applicable to
private issuers of debt obligations may be substantially different from those of
other  countries.  The  political  context,  expressed  as  an  emerging  market
governmental issuer's willingness to meet the terms of the debt obligation,  for
example, is of considerable  importance.  In addition, no assurance can be given
that the holders of commercial bank debt may not contest payments to the holders
of  debt  obligations  in the  event  of  default  under  commercial  bank  loan
agreements. With four exceptions,  (Panama, Cuba, Costa Rica and Yugoslavia), no
sovereign  emerging  markets  borrower has  defaulted on an external  bond issue
since World War II.

         Income  from  securities  held  by  the  Fund  could  be  reduced  by a
withholding  tax on the source or other  taxes  imposed by the  emerging  market
countries  in which the Fund makes its  investments.  The Fund's net asset value
may also be affected  by changes in the rates or methods of taxation  applicable
to the Fund or to entities  in which the Fund has  invested.  The  Adviser  will
consider the cost of any taxes in determining  whether to acquire any particular
investments,  but can provide no assurance that the taxes will not be subject to
change.

         Many emerging markets have experienced substantial, and in some periods
extremely  high  rates  of  inflation  for  many  years.   Inflation  and  rapid
fluctuations  in  inflation  rates  have had and may  continue  to have  adverse
effects on the  economies  and  securities  markets of certain  emerging  market
countries. In an attempt to control inflation, wage and price controls have been
imposed in certain  countries.  Of these countries,  some, in recent years, have
begun to control inflation through prudent economic policies.

         Emerging market  governmental  issuers are among the largest debtors to
commercial banks, foreign governments, international financial organizations and
other financial institutions.  Certain emerging market governmental issuers have
not been able to make  payments of interest on or principal of debt  obligations
as those  payments have come due.  Obligations  arising from past  restructuring
agreements  may  affect  the  economic  performance  and  political  and  social
stability of those issuers.

         Governments  of many  emerging  market  countries  have  exercised  and
continue  to exercise  substantial  influence  over many  aspects of the private
sector through the ownership or control of many companies, including some of the
largest  in any given  country.  As a result,  government  actions in the future
could have a  significant  effect on economic  conditions  in emerging  markets,
which in turn, may adversely  affect  companies in the private  sector,  general
market  conditions  and prices and  yields of certain of the  securities  in the
Fund's  portfolio.   Expropriation,   confiscatory  taxation,   nationalization,


                                       8
<PAGE>

political,  economic or social  instability or other similar  developments  have
occurred  frequently  over the  history of certain  emerging  markets  and could
adversely affect the Fund's assets should these conditions recur.

         The ability of emerging  market  country  governmental  issuers to make
timely payments on their obligations is likely to be influenced  strongly by the
issuer's balance of payments,  including export  performance,  and its access to
international  credits and  investments.  An emerging  market whose  exports are
concentrated  in a few  commodities  could be  vulnerable  to a  decline  in the
international   prices   of  one  or  more  of  those   commodities.   Increased
protectionism  on the part of an emerging  market's  trading partners could also
adversely  affect the country's  exports and diminish its trade account surplus,
if any. To the extent that emerging  markets  receive payment for its exports in
currencies other than dollars or non-emerging market currencies,  its ability to
make debt payments  denominated  in dollars or  non-emerging  market  currencies
could be affected.

         To the extent that an emerging  market country cannot  generate a trade
surplus,   it  must  depend  on  continuing  loans  from  foreign   governments,
multilateral  organizations  or private  commercial  banks,  aid  payments  from
foreign governments and on inflows of foreign investment. The access of emerging
markets to these forms of external funding may not be certain,  and a withdrawal
of external  funding  could  adversely  affect the  capacity of emerging  market
country governmental issuers to make payments on their obligations. In addition,
the cost of  servicing  emerging  market debt  obligations  can be affected by a
change in international  interest rates since the majority of these  obligations
carry interest  rates that are adjusted  periodically  based upon  international
rates.

         Another factor bearing on the ability of emerging  market  countries to
repay debt  obligations is the level of  international  reserves of the country.
Fluctuations  in the  level of these  reserves  affect  the  amount  of  foreign
exchange  readily  available  for external  debt  payments and thus could have a
bearing on the capacity of emerging  market  countries to make payments on these
debt obligations.

Investing in Latin America.  Investing in securities of Latin  American  issuers
may entail risks relating to the potential political and economic instability of
certain   Latin   American   countries   and   the   risks   of   expropriation,
nationalization,  confiscation  or the  imposition  of  restrictions  on foreign
investment  and  on   repatriation  of  capital   invested.   In  the  event  of
expropriation,  nationalization or other  confiscation by any country,  the Fund
could lose its entire investment in any such country.

         The securities  markets of Latin American  countries are  substantially
smaller, less developed, less liquid and more volatile than the major securities
markets in the U.S.  Disclosure  and  regulatory  standards are in many respects
less  stringent  than U.S.  standards.  Furthermore,  there is a lower  level of
monitoring and regulation of the markets and the activities of investors in such
markets.

         The limited size of many Latin American  securities markets and limited
trading volume in the securities of Latin American issuers compared to volume of
trading in the  securities of U.S.  issuers could cause prices to be erratic for
reasons apart from factors that affect the soundness and  competitiveness of the
securities  issuers.  For  example,  limited  market size may cause prices to be
unduly influenced by traders who control large positions.  Adverse publicity and
investors'  perceptions,  whether or not based on in-depth fundamental analysis,
may decrease the value and liquidity of portfolio securities.

         The Fund may invest a portion of its assets in  securities  denominated
in currencies of Latin American countries.  Accordingly, changes in the value of
these currencies against the U.S. dollar may result in corresponding  changes in
the U.S. dollar value of the Fund's assets denominated in those currencies.

         Some Latin American countries also may have managed  currencies,  which
are not free floating against the U.S. dollar.  In addition,  there is risk that
certain  Latin  American  countries  may restrict the free  conversion  of their
currencies into other currencies. Further, certain Latin American currencies may
not be  internationally  traded.  Certain of these currencies have experienced a
steep  devaluation  relative  to  the  U.S.  dollar.  Any  devaluations  in  the
currencies in which the Fund's  portfolio  securities are denominated may have a
detrimental impact on the Fund's net asset value.

         The  economies  of  individual  Latin  American  countries  may  differ
favorably or unfavorably  from the U.S.  economy in such respects as the rate of
growth of gross domestic product, the rate of inflation,  capital  reinvestment,
resource  self-sufficiency  and  balance of  payments  position.  Certain  Latin
American  countries have  experienced  high levels of inflation which can have a


                                       9
<PAGE>

debilitating effect on an economy, although some have begun to control inflation
in recent years through prudent economic  policies.  Furthermore,  certain Latin
American countries may impose withholding taxes on dividends payable to the Fund
at a higher rate than those imposed by other foreign countries.  This may reduce
the Fund's investment income available for distribution to shareholders.

         Certain Latin American  countries such as Argentina,  Brazil and Mexico
are  among  the  world's  largest  debtors  to  commercial   banks  and  foreign
governments.  At times, certain Latin American countries have declared moratoria
on the payment of principal and/or interest on outstanding debt.

         Latin  America  is a  region  rich in  natural  resources  such as oil,
copper, tin, silver, iron ore, forestry, fishing, livestock and agriculture. The
region  has a  large  population  (roughly  300  million)  representing  a large
domestic  market.  Economic growth was strong in the 1960s and 1970s, but slowed
dramatically  (and in some  instances  was negative) in the 1980s as a result of
poor economic policies,  higher international  interest rates, and the denial of
access to new foreign capital. Although a number of Latin American countries are
currently  experiencing lower rates of inflation and higher rates of real growth
in gross  domestic  product  than they have in the past,  other  Latin  American
countries continue to experience significant problems,  including high inflation
rates and high interest  rates.  Capital flight has proven a persistent  problem
and  external  debt has been  forcibly  restructured.  Political  turmoil,  high
inflation,  capital repatriation restrictions,  and nationalization have further
exacerbated conditions.

         Governments  of  many  Latin  American  countries  have  exercised  and
continue  to exercise  substantial  influence  over many  aspects of the private
sector through the ownership or control of many companies, including some of the
largest in those countries. As a result,  government actions in the future could
have a significant  effect on economic  conditions  which may  adversely  affect
prices of certain portfolio securities.  Expropriation,  confiscatory  taxation,
nationalization,  political,  economic or social  instability  or other  similar
developments,  such as military coups,  have occurred in the past and could also
adversely affect the Fund's investments in this region.

         Changes in political leadership,  the implementation of market oriented
economic policies,  such as privatization,  trade reform and fiscal and monetary
reform are among the recent steps taken to renew economic growth.  External debt
is being  restructured and flight capital  (domestic  capital that has left home
country)  has  begun  to  return.  Inflation  control  efforts  have  also  been
implemented.  Free Trade Zones are being  discussed in various  areas around the
region, the most notable being a free zone among Mexico, the U.S. and Canada and
another zone among four  countries in the  southernmost  point of Latin America.
Currencies are typically weak, but most are now relatively free floating, and it
is not unusual for the  currencies  to undergo wide  fluctuations  in value over
short periods of time due to changes in the market.

Investing in the Pacific Basin.  Economies of individual Pacific Basin countries
may differ  favorably or unfavorably  from the U.S.  economy in such respects as
growth of gross  national  product,  rate of  inflation,  capital  reinvestment,
resource  self-sufficiency,  interest  rate  levels,  and  balance  of  payments
position. Of particular importance,  most of the economies in this region of the
world are heavily dependent upon exports,  particularly to developed  countries,
and,  accordingly,  have been and may continue to be adversely affected by trade
barriers,   managed   adjustments  in  relative   currency  values,   and  other
protectionist  measures  imposed or negotiated  by the U.S. and other  countries
with which they trade.  These  economies  also have been and may  continue to be
negatively  impacted  by  economic  conditions  in the U.S.  and  other  trading
partners, which can lower the demand for goods produced in the Pacific Basin.

         With  respect to the  Peoples  Republic  of China and other  markets in
which the Fund may  participate,  there is the  possibility of  nationalization,
expropriation   or  confiscatory   taxation,   political   changes,   government
regulation,  social instability or diplomatic  developments that could adversely
impact a Pacific  Basin  country  or the Fund's  investment  in the debt of that
country.

         Foreign companies, including Pacific Basin companies, are not generally
subject to uniform  accounting,  auditing  and  financial  reporting  standards,
practices and  disclosure  requirements  comparable to those  applicable to U.S.
companies.  Consequently, there may be less publicly available information about
such  companies  than about U.S.  companies.  Moreover,  there is generally less
government supervision and regulation in the Pacific Basin than in the U.S.

                                       10
<PAGE>

Investing in Europe. Most Eastern European nations,  including Hungary,  Poland,
Czechoslovakia,  and Romania have had  centrally  planned,  socialist  economies
since shortly after World War II. A number of their governments, including those
of  Hungary,  the Czech  Republic,  and Poland  are  currently  implementing  or
considering reforms directed at political and economic liberalization, including
efforts to foster multi-party political systems, decentralize economic planning,
and move toward free market economies.  At present,  no Eastern European country
has a developed stock market, but Poland,  Hungary,  and the Czech Republic have
small securities markets in operation.  Ethnic and civil conflict currently rage
through the former Yugoslavia. The outcome is uncertain.

         Both the European  Community (the "EC") and Japan,  among others,  have
made  overtures to  establish  trading  arrangements  and assist in the economic
development  of the Eastern  European  nations.  A great deal of  interest  also
surrounds  opportunities  created by the reunification of East and West Germany.
Following reunification, the Federal Republic of Germany has remained a firm and
reliable  member  of the EC  and  numerous  other  international  alliances  and
organizations.  To reduce  inflation  caused by the unification of East and West
Germany,  Germany has adopted a tight monetary  policy which has led to weakened
exports and a reduced  domestic demand for goods and services.  However,  in the
long-term,   reunification  could  prove  to  be  an  engine  for  domestic  and
international growth.

         The  conditions  that  have  given  rise  to  these   developments  are
changeable,  and there is no assurance  that reforms will continue or that their
goals will be achieved.

         Portugal is a genuinely  emerging  market which has  experienced  rapid
growth  since  the  mid-1980s,  except  for a brief  period of  stagnation  over
1990-91.  Portugal's  government  remains  committed  to  privatization  of  the
financial  system  away from one  dependent  upon the  banking  system to a more
balanced  structure  appropriate  for  the  requirements  of a  modern  economy.
Inflation continues to be about three times the EC average.

         Economic  reforms  launched in the 1980s  continue to benefit Turkey in
the 1990s.  Turkey's economy has grown steadily since the early 1980s, with real
growth in per capita Gross Domestic Product (the "GDP")  increasing more than 6%
annually.  Agriculture  remains the most important  economic  sector,  employing
approximately  55% of the labor force,  and accounting for nearly 20% of GDP and
20% of exports.  Inflation  and interest  rates remain high,  and a large budget
deficit   will   continue  to  cause   difficulties   in  Turkey's   substantial
transformation to a dynamic free market economy.

         Like many other Western  economies,  Greece suffered  severely from the
global oil price hikes of the 1970s,  with annual GDP growth plunging from 8% to
2% in the  1980s,  and  inflation,  unemployment,  and  budget  deficits  rising
sharply.  The fall of the socialist  government in 1989 and the inability of the
conservative  opposition  to  obtain  a  clear  majority  have  led to  business
uncertainty  and the continued  prospects for flat  economic  performance.  Once
Greece  has  sorted  out  its  political  situation,  it will  have to face  the
challenges posed by the steadily increasing integration of the EC, including the
progressive  lowering of trade and investment  barriers.  Tourism continues as a
major industry, providing a vital offset to a sizable commodity trade deficit.

         Securities traded in certain emerging European  securities  markets may
be subject to risks due to the  inexperience  of financial  intermediaries,  the
lack of modern  technology  and the lack of a sufficient  capital base to expand
business  operations.  Additionally,  former  Communist  regimes  of a number of
Eastern  European  countries had  expropriated  a large amount of property,  the
claims of which have not been entirely  settled.  There can be no assurance that
the  Fund's  investments  in  Eastern  Europe  would  not also be  expropriated,
nationalized  or otherwise  confiscated.  Finally,  any change in  leadership or
policies of Eastern European countries, or countries that exercise a significant
influence  over  those  countries,  may halt the  expansion  of or  reverse  the
liberalization of foreign investment policies now occurring and adversely affect
existing investment opportunities.

Investing in Africa.  Africa is a continent of roughly 50 countries with a total
population of approximately  840 million people.  Literacy rates (the percentage
of  people  who are  over 15  years  of age and who  can  read  and  write)  are
relatively low,  ranging from 20% to 60%. The primary  industries  include crude
oil, natural gas, manganese ore,  phosphate,  bauxite,  copper,  iron,  diamond,
cotton, coffee, cocoa, timber, tobacco, sugar, tourism, and cattle.

         Many of the countries are fraught with political instability.  However,
there has been a trend over the past five  years  toward  democratization.  Many
countries are moving from a military style,  Marxist, or single party government


                                       11
<PAGE>

to a multi-party  system.  Still, there remain many countries that do not have a
stable political  process.  Other countries have been enmeshed in civil wars and
border clashes.

         Economically, the Northern Rim countries (including Morocco, Egypt, and
Algeria) and Nigeria,  Zimbabwe and South Africa are the wealthier  countries on
the continent.  The market  capitalization  of these  countries has been growing
recently as more international companies invest in Africa and as local companies
start to list on the exchanges.  However, religious and ethnic strife has been a
significant source of instability.

   
         On the  other  end of the  economic  spectrum  are  countries,  such as
Burkinafaso, Madagascar, and Malawi, that are considered to be among the poorest
or least  developed in the world.  These  countries are generally  landlocked or
have poor natural resources. The economies of many African countries are heavily
dependent on international  oil prices. Of all the African  industries,  oil has
been the  most  lucrative,  accounting  for 40% to 60% of many  countries'  GDP.
However,  general  decline  in oil  prices  has had an  adverse  impact  on many
economies.

Special Investment Considerations of Scudder Emerging Markets Income Fund
    

Brady Bonds.  The Fund may invest in Brady Bonds,  which are securities  created
through the  exchange of  existing  commercial  bank loans to public and private
entities  in certain  emerging  markets  for new bonds in  connection  with debt
restructurings  under  a debt  restructuring  plan  introduced  by  former  U.S.
Secretary of the Treasury, Nicholas F. Brady (the "Brady Plan"). Brady Plan debt
restructurings  have been  implemented to date in Argentina,  Bulgaria,  Brazil,
Costa Rica,  Jordan,  Mexico,  Nigeria,  the  Philippines,  Poland,  Uruguay and
Venezuela.

         Brady Bonds have been issued only recently,  and for that reason do not
have  a  long   payment   history.   Brady  Bonds  may  be   collateralized   or
uncollateralized,  are issued in various  currencies  (but primarily the dollar)
and are actively traded in over-the-counter secondary markets.

         Dollar-denominated, collateralized Brady Bonds, which may be fixed-rate
bonds  or  floating-rate  bonds,  are  generally  collateralized  in  full as to
principal by U.S.  Treasury  zero coupon  bonds having the same  maturity as the
bonds.  Interest  payments on these Brady Bonds generally are  collateralized by
cash or securities in an amount that, in the case of fixed rate bonds,  is equal
to at least one year of rolling  interest  payments  or, in the case of floating
rate bonds,  initially is equal to at least one year's rolling interest payments
based on the  applicable  interest  rate at that time and is adjusted at regular
intervals  thereafter.  Brady  Bonds  are often  viewed as having  three or four
valuation  components:  the  collateralized  repayment  of  principal  at  final
maturity; the collateralized  interest payments;  the uncollateralized  interest
payments;  and any  uncollateralized  repayment of principal at maturity  (these
uncollateralized  amounts  constitute  the  "residual  risk").  In  light of the
residual  risk of Brady Bonds and the history of defaults of  countries  issuing
Brady  Bonds,  with  respect to  commercial  bank  loans by public  and  private
entities, investments in Brady Bonds may be viewed as speculative. Approximately
$152 billion in Brady Bonds have been issued in Africa,  Asia,  Eastern  Europe,
Latin  America  and the Middle  East,  with over 90% of these  Brady Bonds being
denominated in U.S. dollars.

Sovereign Debt.  Investment in sovereign debt can involve a high degree of risk.
The governmental entity that controls the repayment of sovereign debt may not be
able or willing to repay the  principal  and/or  interest when due in accordance
with the terms of such debt. A governmental  entity's  willingness or ability to
repay  principal  and interest due in a timely  manner may be affected by, among
other factors, its cash flow situation,  the extent of its foreign reserves, the
availability  of sufficient  foreign  exchange on the date a payment is due, the
relative  size of the  debt  service  burden  to the  economy  as a  whole,  the
governmental  entity's policy towards the  International  Monetary Fund, and the
political   constraints  to  which  a   governmental   entity  may  be  subject.
Governmental  entities  may also be  dependent  on expected  disbursements  from
foreign governments, multilateral agencies and others abroad to reduce principal
and  interest  arrearages  on their debt.  The  commitment  on the part of these
governments,  agencies and others to make such  disbursements may be conditioned
on a governmental  entity's  implementation  of economic reforms and/or economic
performance  and the timely  service of such  debtor's  obligations.  Failure to
implement  such reforms,  achieve such levels of economic  performance  or repay
principal  or  interest  when due may result in the  cancellation  of such third
parties' commitments to lend funds to the governmental entity, which may further
impair such  debtor's  ability or  willingness  to service its debts in a timely
manner. Consequently, governmental entities may default on their sovereign debt.
Holders of sovereign  debt  (including the Fund) may be requested to participate
in the  rescheduling  of such debt and to extend  further loans to  governmental


                                       12
<PAGE>

entities.  There is no bankruptcy  proceeding by which  sovereign  debt on which
governmental entities have defaulted may be collected in whole or in part.

       

Loan  Participations and Assignments.  The Fund may invest in fixed and floating
rate loans ("Loans") arranged through private  negotiations between an issuer of
emerging  market  debt  instruments  and  one  or  more  financial  institutions
("Lenders").  The Fund's  investments  in Loans in Latin America are expected in
most instances to be in the form of participations  in Loans  ("Participations")
and  assignments  of  portions  of Loans  ("Assignments")  from  third  parties.
Participations   typically   will  result  in  the  Fund  having  a  contractual
relationship only with the Lender and not with the borrower.  The Fund will have
the right to receive payments of principal, interest and any fees to which it is
entitled only from the Lender selling the Participation and only upon receipt by
the Lender of the payments from the  borrower.  In  connection  with  purchasing
Participations,  the Fund generally will have no right to enforce  compliance by
the borrower with the terms of the loan agreement  relating to the Loan, nor any
rights of set-off  against the borrower,  and the Fund may not directly  benefit
from  any  collateral  supporting  the  Loan  in  which  it  has  purchased  the
Participation.  As a result,  the Fund will  assume the credit  risk of both the
borrower and the Lender that is selling the  Participation.  In the event of the
insolvency of the Lender selling a  Participation,  the Fund may be treated as a
general  creditor of the Lender and may not benefit from any set-off between the
Lender and the borrower. The Fund will acquire Participations only if the Lender
interpositioned  between the Fund and the borrower is  determined by the Adviser
to be creditworthy.

         When the Fund purchases Assignments from Lenders, the Fund will acquire
direct rights against the borrower on the Loan. Because Assignments are arranged
through  private   negotiations   between  potential   assignees  and  potential
assignors,  however,  the rights  and  obligations  acquired  by the Fund as the
purchaser of an Assignment may differ from, and may be more limited than,  those
held by the assigning Lender.

         The  Fund  may   have   difficulty   disposing   of   Assignments   and
Participations. Because no liquid market for these obligations typically exists,
the Fund  anticipates  that  these  obligations  could be sold only to a limited
number of  institutional  investors.  The lack of a liquid secondary market will
have  an  adverse  effect  on  the  Fund's  ability  to  dispose  of  particular
Assignments or Participations  when necessary to meet the Fund's liquidity needs
or in response to a specific  economic  event,  such as a  deterioration  in the
creditworthiness  of the  borrower.  The lack of a liquid  secondary  market for
Assignments and  Participations  may also make it more difficult for the Fund to
assign a value to those  securities for purposes of valuing the Fund's portfolio
and calculating its net asset value.

Borrowing.  The Fund is authorized to borrow money for purposes of liquidity and
to provide for redemptions and distributions. The Fund will borrow only when the
Adviser  believes that borrowing will benefit the Fund after taking into account
considerations  such as the costs of the borrowing.  The Fund does not expect to
borrow for investment  purposes,  to increase  return or leverage the portfolio.
Borrowing by the Fund will involve  special  risk  considerations.  Although the
principal of the Fund's  borrowings will be fixed,  the Fund's assets may change
in value during the time a borrowing is outstanding, thus increasing exposure to
capital risk.

       

   
Specialized Investment Techniques of the Funds
    

Debt Securities. If the Adviser determines that the capital appreciation on debt
securities is likely to exceed that of common stocks,  Global Small Company Fund
may  invest in debt  securities  of foreign  and U.S.  issuers.  Portfolio  debt
investments will be selected on the basis of capital appreciation  potential, by
evaluating, among other things, potential yield, if any, credit quality, and the
fundamental outlooks for currency and interest rate trends in different parts of
the world,  taking  into  account  the  ability to hedge a degree of currency or
local bond price risk. Global Small Company Fund may purchase "investment-grade"
bonds,  which are those rated Aaa,  Aa, A or Baa by Moody's or AAA, AA, A or BBB
by S&P or, if unrated,  judged to be of equivalent  quality as determined by the
Adviser.  Bonds  rated  Baa or BBB  may  have  speculative  elements  as well as
investment-grade  characteristics.  Global Small Company Fund may also invest up
to  5%  of  its  net   assets  in  debt   securities   which  are  rated   below
investment-grade, that is, rated below Baa by Moody's or below BBB by S&P and in
unrated securities of equivalent quality.

   
         Global Bond Fund may purchase "investment-grade" bonds, which are those
rated Aaa,  Aa, A or Baa by Moody's or AAA,  AA, A or BBB by S&P or, if unrated,
judged to be of equivalent quality as determined by the Adviser. Bonds rated Baa
or  BBB  may   have   speculative   elements   as   well   as   investment-grade
    


                                       13
<PAGE>

   
characteristics.  Global  Bond Fund may  invest  up to 15% of its net  assets in
securities  rated below BBB or below Baa, but may not invest in debt  securities
rated B or lower by Moody's and S&P or in equivalent unrated securities.
    

         Emerging  Markets  Income Fund may purchase  "investment-grade"  bonds,
which are those rated Aaa,  Aa, A or Baa by Moody's or AAA,  AA, A or BBB by S&P
or, if unrated, judged to be of equivalent quality as determined by the Adviser.
Bonds rated Baa or BBB may have speculative elements as well as investment-grade
characteristics.  Emerging  Markets  Income Fund may also  invest in  securities
rated Baa/BBB or lower and in unrated  securities  of equivalent  quality in the
Adviser's  judgment.  Emerging Markets Income Fund may invest in debt securities
which are rated as low as C by Moody's or D by S&P.  Such  securities  may be in
default with respect to payment of principal or interest.

         The Adviser  expects  that a  significant  portion of Emerging  Markets
Income Fund's  investments  will be purchased at a discount to par value. To the
extent  developments in emerging markets result in improving credit fundamentals
and rating upgrades for countries in emerging markets, the Adviser believes that
there is the potential for capital  appreciation  as the improving  fundamentals
become reflected in the price of the debt instruments. The Adviser also believes
that a country's  sovereign  credit  rating  (with  respect to foreign  currency
denominated  issues)  acts as a "ceiling" on the rating of all debt issuers from
that country.  Thus,  the ratings of private sector  companies  cannot be higher
than that of their home  countries.  The Adviser  believes,  however,  that many
companies in emerging market countries,  if rated on a stand alone basis without
regard to the  rating  of the home  country,  possess  fundamentals  that  could
justify a higher credit  rating,  particularly  if they are major  exporters and
receive the bulk of their revenues in U.S. dollars or other hard currencies. The
Adviser  seeks to identify  such  opportunities  and  benefit  from this type of
market inefficiency.

   
High Yield, High Risk Securities.  Below  investment-grade  securities (rated Ba
and  lower  by  Moody's  and BB and  lower  by S&P)  or  unrated  securities  of
equivalent  quality,  in which Global Small  Company Fund may invest up to 5% of
its net  assets,  Global  Bond Fund may  invest up to 15% of its net  assets and
Emerging  Markets  Income Fund may invest up to 100% of its net assets,  carry a
high degree of risk  (including the  possibility of default or bankruptcy of the
issuers of such securities),  generally involve greater  volatility of price and
risk of principal  and income,  and may be less liquid,  than  securities in the
higher rating categories and are considered  speculative.  The lower the ratings
of such debt  securities,  the  greater  their  risks  render  them like  equity
securities.  See the Appendix to this Statement of Additional  Information for a
more complete  description of the ratings assigned by ratings  organizations and
their respective characteristics.

         Economic  downturns  may disrupt  the high yield  market and impair the
ability of  issuers to repay  principal  and  interest.  Also,  an  increase  in
interest  rates would likely have a greater  adverse impact on the value of such
obligations  than on  comparable  higher  quality  debt  securities.  During  an
economic  downturn or period of rising interest rates,  highly  leveraged issues
may experience  financial  stress which could adversely  affect their ability to
service their principal and interest payment  obligations.  Prices and yields of
high yield  securities  will fluctuate over time and, during periods of economic
uncertainty,  volatility of high yield  securities may adversely affect a Fund's
net  asset  value.  In  addition,  investments  in high  yield  zero  coupon  or
pay-in-kind bonds, rather than income-bearing high yield securities, may be more
speculative  and may be subject to greater  fluctuations in value due to changes
in interest rates.
    

         The trading market for high yield  securities may be thin to the extent
that there is no established  retail secondary market or because of a decline in
the value of such  securities.  A thin trading market may limit the ability of a
Fund to accurately  value high yield  securities in the Fund's  portfolio and to
dispose of those  securities.  Adverse  publicity and investor  perceptions  may
decrease the values and liquidity of high yield securities. These securities may
also involve special registration  responsibilities,  liabilities and costs, and
liquidity and valuation difficulties.

         Credit quality in the high yield securities  market can change suddenly
and unexpectedly,  and even recently issued credit ratings may not fully reflect
the actual risks posed by a particular  high-yield security.  For these reasons,
it is the policy of the Adviser  not to rely  exclusively  on ratings  issued by
established credit rating agencies,  but to supplement such ratings with its own
independent and on-going  review of credit quality.  The achievement of a Fund's
investment  objective by investment in such  securities may be more dependent on
the Adviser's credit analysis than is the case for higher quality bonds.  Should
the rating of a portfolio  security be  downgraded,  the Adviser will  determine
whether  it is in the best  interest  of the Fund to retain or  dispose  of such
security.

                                       14
<PAGE>

         Prices  for  below  investment-grade  securities  may  be  affected  by
legislative and regulatory developments.  For example, new federal rules require
savings and loan institutions to gradually reduce their holdings of this type of
security.  Also,  Congress has from time to time  considered  legislation  which
would restrict or eliminate the corporate tax deduction for interest payments in
these  securities and regulate  corporate  restructurings.  Such legislation may
significantly  depress the prices of  outstanding  securities of this type.  For
more  information  regarding tax issues  related to high yield  securities,  see
"TAXES."

       

   
Convertible Securities. Each Fund may invest in convertible securities, that is,
bonds,  notes,  debentures,  preferred  stocks  and other  securities  which are
convertible into common stock. Investments in convertible securities can provide
an  opportunity  for capital  appreciation  and/or income  through  interest and
dividend payments by virtue of their conversion or exchange  features.  Emerging
Markets  Income  Fund  and  Global  Bond  Fund  each  limits  its  purchases  of
convertible securities to debt securities convertible into common stock.
    

         The convertible  securities in which a Fund may invest are either fixed
income or zero coupon debt  securities  which may be converted or exchanged at a
stated or determinable  exchange ratio into  underlying  shares of common stock.
The exchange ratio for any particular  convertible security may be adjusted from
time  to  time  due to  stock  splits,  dividends,  spin-offs,  other  corporate
distributions  or scheduled  changes in the  exchange  ratio.  Convertible  debt
securities and  convertible  preferred  stocks,  until  converted,  have general
characteristics similar to both debt and equity securities. Although to a lesser
extent than with debt  securities  generally,  the market  value of  convertible
securities tends to decline as interest rates increase and, conversely, tends to
increase as interest  rates decline.  In addition,  because of the conversion or
exchange feature,  the market value of convertible  securities typically changes
as the market value of the underlying  common stocks  changes,  and,  therefore,
also tends to follow  movements in the general market for equity  securities.  A
unique  feature of  convertible  securities  is that as the market  price of the
underlying  common  stock  declines,   convertible   securities  tend  to  trade
increasingly on a yield basis,  and so may not experience  market value declines
to the same extent as the underlying  common stock. When the market price of the
underlying common stock increases, the prices of the convertible securities tend
to rise as a reflection of the value of the  underlying  common stock,  although
typically  not as much as the  underlying  common  stock.  While  no  securities
investments are without risk,  investments in convertible  securities  generally
entail less risk than investments in common stock of the same issuer.

         As  debt  securities,  convertible  securities  are  investments  which
provide  for a  stream  of  income  (or in the case of zero  coupon  securities,
accretion of income) with generally higher yields than common stocks. Of course,
like all debt  securities,  there can be no  assurance  of  income or  principal
payments because the issuers of the convertible  securities may default on their
obligations.   Convertible   securities   generally   offer  lower  yields  than
non-convertible  securities of similar  quality  because of their  conversion or
exchange features.

   
         Convertible  securities generally are subordinated to other similar but
non-convertible  securities of the same issuer,  although  convertible bonds, as
corporate debt  obligations,  enjoy  seniority in right of payment to all equity
securities,  and  convertible  preferred stock is senior to common stock, of the
same issuer.  However,  because of the subordination feature,  convertible bonds
and  convertible  preferred  stock  typically  have lower  ratings  than similar
non-convertible securities. Convertible securities may be issued as fixed income
obligations that pay current income or as zero coupon notes and bonds, including
Liquid Yield Option Notes ("LYONs"(TM)).

Illiquid Securities.  Each Fund may occasionally  purchase securities other than
in  the  open  market.   While  such   purchases  may  often  offer   attractive
opportunities  for  investment not otherwise  available on the open market,  the
securities  so  purchased  are often  "restricted  securities"  or "not  readily
marketable,"  i.e.,  securities  which  cannot  be  sold to the  public  without
registration  under  the  Securities  Act  of  1933  (the  "1933  Act")  or  the
availability  of an exemption from  registration  (such as Rules 144 or 144A) or
because they are subject to other legal or contractual delays in or restrictions
on resale.

         Generally speaking, restricted securities may be sold only to qualified
institutional  buyers,  or in a privately  negotiated  transaction  to a limited
number of purchasers,  or in limited  quantities after they have been held for a
specified  period of time and other  conditions are met pursuant to an exemption
from registration, or in a public offering for which a registration statement is
in effect  under the 1933 Act. A Fund may be deemed to be an  "underwriter"  for
purposes of the 1933 Act when selling  restricted  securities to the public, and
in such event the Fund may be liable to  purchasers  of such  securities  if the
    


                                       15
<PAGE>

registration  statement prepared by the issuer, or the prospectus forming a part
of it, is materially inaccurate or misleading.

   
Dollar  Roll  Transactions.  Global  Bond  Fund may  enter  into  "dollar  roll"
transactions,  which consist of the sale by the Fund to a bank or  broker/dealer
(the  "counterparty") of GNMA certificates or other  mortgage-backed  securities
together with a commitment to purchase from the  counterparty  similar,  but not
identical,  securities  at a future date,  at the same price.  The  counterparty
receives all principal and interest payments, including prepayments, made on the
security while the counterparty is the holder.  The Fund receives a fee from the
counterparty  as  consideration  for entering  into the  commitment to purchase.
Dollar  rolls may be renewed  over a period of several  months  with a different
repurchase  price and a cash settlement  made at each renewal  without  physical
delivery of  securities.  Moreover,  the  transaction  may be preceded by a firm
commitment  agreement  pursuant  to which the Fund agrees to buy a security on a
future date.

         Global Bond Fund will not use such transactions for leveraging purposes
and, accordingly,  will segregate cash, U.S. Government securities or other high
grade debt obligations in an amount sufficient to meet its purchase  obligations
under the  transactions.  The Fund will also maintain asset coverage of at least
300% for all outstanding firm  commitments,  dollar rolls and other  borrowings.
Notwithstanding  such safeguards,  the Fund's overall investment exposure may be
increased by such  transactions to the extent that the Fund bears a risk of loss
on the  securities  it is committed to  purchase,  as well as on the  segregated
assets.

         Dollar rolls are treated for purposes of the 1940 Act as  borrowings of
the Fund because  they involve the sale of a security  coupled with an agreement
to repurchase.  Like all  borrowings,  a dollar roll involves costs to the Fund.
For  example,  while the Fund  receives a fee as  consideration  for agreeing to
repurchase the security, the Fund forgoes the right to receive all principal and
interest payments while the counterparty  holds the security.  These payments to
the  counterparty may exceed the fee received by the Fund,  thereby  effectively
charging  the Fund  interest on its  borrowing.  Further,  although the Fund can
estimate the amount of expected principal prepayment over the term of the dollar
roll, a variation in the actual amount of prepayment  could increase or decrease
the cost of the Fund's borrowing.
    

         The entry into dollar rolls involves  potential risks of loss which are
different from those related to the securities underlying the transactions.  For
example,  if the counterparty  becomes  insolvent,  the Fund's right to purchase
from the  counterparty  might be  restricted.  Additionally,  the  value of such
securities  may  change  adversely  before  the Fund is able to  purchase  them.
Similarly,  the Fund may be required to purchase securities in connection with a
dollar  roll at a higher  price  than may  otherwise  be  available  on the open
market.  Since,  as noted  above,  the  counterparty  is  required  to deliver a
similar,  but not identical security to the Fund, the security which the Fund is
required  to buy  under the  dollar  roll may be worth  less  than an  identical
security.  Finally,  there can be no  assurance  that the Fund's use of the cash
that it receives from a dollar roll will provide a return that exceeds borrowing
costs.

   
         The  Directors of the Fund have adopted  guidelines  to ensure that the
securities  received are  substantially  identical to those sold.  To reduce the
risk of default,  the Fund will engage in such  transactions only with banks and
broker/dealers selected pursuant to such guidelines.

Repurchase  Agreements.  Each Fund may enter  into  repurchase  agreements  with
member  banks of the  Federal  Reserve  System,  with any  domestic  or  foreign
broker/dealer which is recognized as a reporting  government  securities dealer,
or for Global Small Company Fund, any foreign bank, if the repurchase  agreement
is  fully  secured  by  government   securities   of  the   particular   foreign
jurisdiction,  if the  creditworthiness  of the bank or  broker/dealer  has been
determined  by the  Adviser to be at least as high as that of other  obligations
the Fund may purchase,  or to be at least equal to that of issuers of commercial
paper  rated  within the two  highest  grades  assigned  by  Moody's or S&P.  In
addition, Global Bond Fund may enter into repurchase agreements with any foreign
bank or with any  domestic or foreign  broker/dealer  which is  recognized  as a
reporting  government  securities dealer, if the creditworthiness of the bank or
broker/dealer  has been determined by the Adviser to be at least as high as that
of other obligations a Fund may purchase.
    

         A  repurchase  agreement  provides a means for a Fund to earn income on
assets for periods as short as  overnight.  It is an  arrangement  under which a
Fund acquires a security  ("Obligation")  and the seller agrees,  at the time of
sale, to repurchase the  Obligation at a specified  time and price.  Obligations
subject to a repurchase agreement are held in a segregated account and the value
of such securities kept at least equal to the repurchase price on a daily basis.
The repurchase price may be higher than the purchase price, the difference being


                                       16
<PAGE>

income to the Fund, or the purchase and repurchase  prices may be the same, with
interest at a stated rate due to the Fund  together  with the  repurchase  price
upon  repurchase.  In either  case,  the income to the Fund is  unrelated to the
interest  rate  on the  Obligation  itself.  Obligations  will  be  held  by the
custodian or in the Federal Reserve Book Entry system.

   
         For purposes of the 1940 Act, a repurchase  agreement is deemed to be a
loan  from a Fund to the  seller of the  Obligation  subject  to the  repurchase
agreement  and is  therefore  subject  to  that  Fund's  investment  restriction
applicable  to  loans.  It is not  clear  whether  a court  would  consider  the
Obligation  purchased by a Fund subject to a repurchase agreement as being owned
by the Fund or as being collateral for a loan by the Fund to the seller.  In the
event of the  commencement of bankruptcy or insolvency  proceedings with respect
to the seller of the  Obligation  before  repurchase of the  Obligation  under a
repurchase  agreement,  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.  If the court  characterizes  the transaction as a loan
and the Fund has not perfected a security  interest in the Obligation,  the Fund
may be required to return the  Obligation to the seller's  estate and be treated
as an unsecured creditor of the seller. As an unsecured creditor, the Fund would
be at risk of losing  some or all of the  principal  and income  involved in the
transaction.  As with any unsecured debt instrument  purchased for the Fund, the
Adviser  seeks to minimize the risk of loss  through  repurchase  agreements  by
analyzing the  creditworthiness  of the obligor,  in this case the seller of the
Obligation.  Apart from the risk of bankruptcy or insolvency proceedings,  there
is also the risk that the seller may fail to repurchase the Obligation, in which
case a Fund may incur a loss if the  proceeds to the Fund of the sale to a third
party are less than the repurchase  price.  However,  if the market value of the
Obligation subject to the repurchase  agreement becomes less than the repurchase
price (including interest), the Fund will direct the seller of the Obligation to
deliver additional securities so that the market value of all securities subject
to the repurchase  agreement will equal or exceed the  repurchase  price.  It is
possible that a Fund will be  unsuccessful  in seeking to impose on the seller a
contractual obligation to deliver additional securities.  A repurchase agreement
with foreign banks may be available with respect to government securities of the
particular foreign  jurisdiction,  and such repurchase  agreements involve risks
similar to repurchase agreements with U.S. entities.

Repurchase  Commitments.  Global Bond Fund and Emerging  Markets Income Fund may
enter into  repurchase  commitments  with any party deemed  creditworthy  by the
Adviser,  including  foreign banks and  broker/dealers,  if the  transaction  is
entered into for investment purposes and the counterparty's  creditworthiness is
at least equal to that of issuers of securities which a Fund may purchase.  Such
transactions may not provide a Fund with collateral  marked-to-market during the
term of the commitment.

Indexed Securities. Global Bond Fund and Emerging Markets Income Fund may invest
in  indexed  securities,  the value of which is linked to  currencies,  interest
rates,   commodities,   indices  or  other  financial   indicators   ("reference
instruments"). Most indexed securities have maturities of three years or less.

         Indexed  securities differ from other types of debt securities in which
the Fund may invest in several  respects.  First,  the interest  rate or, unlike
other debt  securities,  the principal  amount payable at maturity of an indexed
security  may  vary  based  on  changes  in  one  or  more  specified  reference
instruments, such as an interest rate compared with a fixed interest rate or the
currency  exchange  rates between two  currencies  (neither of which need be the
currency in which the instrument is denominated).  The reference instrument need
not be related to the terms of the indexed security.  For example, the principal
amount of a U.S.  dollar  denominated  indexed  security  may vary  based on the
exchange rate of two foreign  currencies.  An indexed security may be positively
or negatively indexed;  that is, its value may increase or decrease if the value
of the  reference  instrument  increases.  Further,  the change in the principal
amount payable or the interest rate of an indexed  security may be a multiple of
the  percentage  change  (positive or  negative) in the value of the  underlying
reference instrument(s).

         Investment in indexed securities involves certain risks. In addition to
the credit risk of the  security's  issuer and the normal risks of price changes
in  response  to changes in  interest  rates,  the  principal  amount of indexed
securities  may  decrease  as a result  of  changes  in the  value of  reference
instruments.  Further,  in the case of certain  indexed  securities in which the
interest  rate is linked to a reference  instrument,  the  interest  rate may be
reduced to zero, and any further  declines in the value of the security may then
reduce the principal amount payable on maturity. Finally, indexed securities may
be more volatile than the reference instruments underlying indexed securities.

When-Issued Securities. Each Fund may from time to time purchase securities on a
"when-issued" or "forward  delivery" basis. The price of such securities,  which
may be expressed in yield terms, is fixed at the time the commitment to purchase
    


                                       17
<PAGE>

   
is made,  but  delivery  and payment  for the  when-issued  or forward  delivery
securities  takes place at a later date.  During the period between purchase and
settlement,  no payment is made by a Fund to the issuer and no interest  accrues
to the Fund.  To the extent that  assets of a Fund are held in cash  pending the
settlement of a purchase of securities,  the Fund would earn no income; however,
it is the Fund's  intention to be fully invested to the extent  practicable  and
subject to the policies  stated above.  While  when-issued  or forward  delivery
securities may be sold prior to the settlement  date, a Fund intends to purchase
such  securities  with the  purpose of  actually  acquiring  them  unless a sale
appears  desirable  for  investment  reasons.  At  the  time a  Fund  makes  the
commitment to purchase a security on a when-issued or forward delivery basis, it
will record the transaction and reflect the value of the security 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. A Fund does not believe
that its net asset value or income will be adversely affected by its purchase of
securities on a when-issued or forward delivery basis.

Lending of  Portfolio  Securities.  Each Fund may seek to increase its income by
lending portfolio securities. Under present regulatory policies, including those
of the Board of Governors of the Federal  Reserve System and the SEC, such loans
may be made to member firms of the New York Stock Exchange (the "Exchange"), and
would be  required  to be  secured  continuously  by  collateral  in cash,  U.S.
Government  securities  or other  high grade debt  obligations  maintained  on a
current  basis at an  amount at least  equal to the  market  value  and  accrued
interest of the  securities  loaned.  A Fund would have the right to call a loan
and obtain the securities  loaned on no more than five days' notice.  During the
existence  of a loan,  a Fund would  continue to receive the  equivalent  of the
interest  paid by the issuer on the  securities  loaned  and would also  receive
compensation based on investment of the collateral.  As with other extensions of
credit  there  are  risks of delay in  recovery  or even  loss of  rights in the
collateral should the borrower of the securities fail financially.  However, the
loans would be made only to firms deemed by the Adviser to be of good  standing,
and when, in the judgment of the Adviser,  the consideration which can be earned
currently from securities  loans of this type justifies the attendant risk. If a
Fund determines to make  securities  loans,  the value of the securities  loaned
will not exceed 30% of the value of the Fund's total assets at the time any loan
is made.

Zero Coupon  Securities.  Global Bond 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  follows 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
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 Division of Investment
Management  of the  Securities  and  Exchange  Commission  (the "SEC") no longer
considers such privately stripped obligations to be U.S. Government  securities,
as defined in 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
    


                                       18
<PAGE>

   
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").

Mortgage-Backed  Securities and Mortgage  Pass-Through  Securities.  Global Bond
Fund may also 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. 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
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
    


                                       19
<PAGE>

   
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.

         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.  Global  Bond  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 Adviser 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).  A CMO is a  hybrid  between  a
mortgage-backed bond and a mortgage  pass-through  security.  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  director 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.

FHLMC Collateralized  Mortgage  Obligations.  FHLMC CMOs are debt obligations of
FHLMC  issued in multiple  classes  having  different  maturity  dates which are
secured by the pledge of a pool of  conventional  mortgage  loans  purchased  by
FHLMC. Unlike FHLMC PCs, payments of principal and interest on the CMOs are made
semiannually,  as opposed to monthly.  The amount of  principal  payable on each
semiannual  payment date is  determined  in  accordance  with FHLMC's  mandatory
sinking fund schedule,  which,  in turn, is equal to  approximately  100% of FHA
prepayment  experience applied to the mortgage collateral pool. All sinking fund
payments in the CMOs are allocated to the retirement of the  individual  classes
of bonds in the order of their  stated  maturities.  Payment of principal on the
mortgage loans in the collateral pool in excess of the amount of FHLMC's minimum
sinking fund obligation for any payment date are paid to the holders of the CMOs
as additional sinking fund payments. Because of the "pass-through" nature of all
principal  payments received on the collateral pool in excess of FHLMC's minimum
sinking fund  requirement,  the rate at which  principal of the CMOs is actually
repaid is likely to be such that each  class of bonds will be retired in advance
of its scheduled maturity date.
    

                                       20
<PAGE>

   
         If  collection  of principal  (including  prepayments)  on the mortgage
loans during any  semiannual  payment  period is not  sufficient to meet FHLMC's
minimum  sinking fund  obligation on the next sinking fund payment  date,  FHLMC
agrees to make up the deficiency from its general funds.

         Criteria  for the  mortgage  loans  in the  pool  backing  the CMOs are
identical to those of FHLMC PCs. FHLMC has the right to substitute collateral in
the event of delinquencies and/or defaults.

Other  Mortgage-Backed   Securities.  The  Adviser  expects  that  governmental,
government-related  or private entities may create mortgage loan pools and other
mortgage-related     securities     offering    mortgage     pass-through    and
mortgage-collateralized  investments in addition to those described  above.  The
mortgages   underlying  these  securities  may  include   alternative   mortgage
instruments,  that is, mortgage instruments whose principal or interest payments
may vary or whose terms to maturity may differ from  customary  long-term  fixed
rate mortgages. Global Bond Fund will not purchase mortgage-backed securities or
any other  assets  which,  in the  opinion  of the  Adviser,  are  illiquid,  in
accordance with the  nonfundamental  investment  restriction on securities which
are not readily  marketable  discussed  below. As new types of  mortgage-related
securities are developed and offered to investors,  the Adviser will, consistent
with Global Bond Fund's investment  objectives,  policies and quality standards,
consider making investments in such new types of mortgage-related securities.

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 Fund's investment objectives and policies, Global
Bond Fund 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 ("CARSSM"). CARSSM
represent  undivided  fractional  interests in a 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
CARSSM 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  directors or originator of the
Corporation.  An investor's return on CARSSM may be affected by early prepayment
of principal on the underlying vehicle sales contracts.  If the letter of credit
is exhausted,  the  Corporation  may be prevented from realizing the full amount
due on a sales  contract  because  of state law  requirements  and  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
resulting from default ensures ultimate payment of the obligations on at least a
portion of the  assets in the pool.  This  protection  may be  provided  through
insurance  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.  Global Bond Fund will not pay any additional or
    


                                       21
<PAGE>

   
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.

         Global Bond Fund 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  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  Global Bond Fund to dispose of any then  existing  holdings of such
securities.
    

Strategic  Transactions and Derivatives.  Each Fund may, but is not required to,
utilize various other investment  strategies as described below to hedge various
market risks (such as interest  rates,  currency  exchange  rates,  and broad or
specific  equity or  fixed-income  market  movements),  to manage the  effective
maturity or duration of fixed-income  securities in each Fund's portfolio, or to
enhance  potential  gain.  These  strategies may be executed  through the use of
derivative contracts. Such strategies are generally accepted as a part of modern
portfolio  management and are regularly  utilized by many mutual funds and other
institutional investors.  Techniques and instruments may change over time as new
instruments and strategies are developed or regulatory changes occur.

         In the course of pursuing these  investment  strategies,  each Fund may
purchase and sell  exchange-listed and  over-the-counter put and call options on
securities,  equity and  fixed-income  indices and other financial  instruments,
purchase and sell financial  futures  contracts and options thereon,  enter into
various interest rate transactions such as swaps,  caps, floors or collars,  and
enter into various currency  transactions  such as currency  forward  contracts,
currency futures contracts,  currency swaps or options on currencies or currency
futures  (collectively,  all the above  are  called  "Strategic  Transactions").
Strategic  Transactions  may be used without limit to attempt to protect against
possible  changes in the market value of  securities  held in or to be purchased
for a Fund's portfolio  resulting from securities  markets or currency  exchange
rate  fluctuations,  to  protect a Fund's  unrealized  gains in the value of its
portfolio  securities in each Fund's  portfolio,  to facilitate the sale of such
securities for investment purposes, to manage the effective maturity or duration
of fixed-income  securities in a Fund's portfolio, or to establish a position in
the  derivatives  markets as a temporary  substitute  for  purchasing or selling
particular  securities.  Some Strategic Transactions may also be used to enhance
potential  gain although no more than 5% of a Fund's assets will be committed to
Strategic  Transactions  entered into for  non-hedging  purposes.  Any or all of
these  investment  techniques may be used at any time and in any combination and
there is no particular  strategy  that dictates the use of one technique  rather
than  another,  as use of any  Strategic  Transaction  is a function of numerous
variables  including market  conditions.  The ability of a Fund to utilize these
Strategic  Transactions  successfully  will depend on the  Adviser's  ability to
predict  pertinent  market  movements,  which cannot be assured.  Each Fund will
comply  with  applicable   regulatory   requirements  when  implementing   these
strategies,   techniques  and  instruments.   Strategic  Transactions  involving
financial  futures and options  thereon will be purchased,  sold or entered into
only for bona fide hedging, risk management or portfolio management purposes and
not for speculative purposes.

         Strategic  Transactions,  including  derivative  contracts,  have risks
associated  with them  including  possible  default  by the  other  party to the
transaction,  illiquidity  and, to the extent the  Adviser's  view as to certain
market  movements  is  incorrect,  the  risk  that  the  use of  such  Strategic
Transactions  could result in losses greater than if they had not been used. Use
of put and call  options  may  result  in  losses  to a Fund,  force the sale or
purchase of portfolio  securities at inopportune times or for prices higher than
(in the case of put options) or lower than (in the case of call options) current
market  values,  limit the  amount of  appreciation  a Fund can  realize  on its
investments or cause a Fund to hold a security it might  otherwise sell. The use
of currency  transactions can result in a Fund incurring losses as a result of a
number of factors including the imposition of exchange  controls,  suspension of


                                       22
<PAGE>

settlements,  or the inability to deliver or receive a specified  currency.  The
use of  options  and  futures  transactions  entails  certain  other  risks.  In
particular,  the  variable  degree of  correlation  between  price  movements of
futures  contracts and price  movements in the related  portfolio  position of a
Fund  creates  the  possibility  that losses on the  hedging  instrument  may be
greater than gains in the value of the Fund's position. In addition, futures and
options   markets   may  not  be  liquid  in  all   circumstances   and  certain
over-the-counter options may have no markets. As a result, in certain markets, a
Fund might not be able to close out a transaction without incurring  substantial
losses,  if at all.  Although  the use of futures and options  transactions  for
hedging  should tend to minimize  the risk of loss due to a decline in the value
of the hedged  position,  at the same time they tend to limit any potential gain
which might  result from an increase  in value of such  position.  Finally,  the
daily variation margin requirements for futures contracts would create a greater
ongoing  potential  financial  risk than would  purchases of options,  where the
exposure is limited to the cost of the initial  premium.  Losses  resulting from
the use of Strategic  Transactions  would  reduce net asset value,  and possibly
income,  and such losses can be greater than if the Strategic  Transactions  had
not been utilized.

General  Characteristics of Options. Put options and call options typically have
similar structural  characteristics and operational  mechanics regardless of the
underlying  instrument on which they are purchased or sold.  Thus, the following
general  discussion relates to each of the particular types of options discussed
in greater  detail below.  In addition,  many Strategic  Transactions  involving
options  require  segregation of Fund assets in special  accounts,  as described
below under "Use of Segregated and Other Special Accounts."

         A put option  gives the  purchaser  of the  option,  upon  payment of a
premium, the right to sell, and the writer the obligation to buy, the underlying
security,  commodity, index, currency or other instrument at the exercise price.
For instance,  a Fund's purchase of a put option on a security might be designed
to protect  its  holdings in the  underlying  instrument  (or, in some cases,  a
similar  instrument) against a substantial decline in the market value by giving
the Fund the right to sell such  instrument at the option exercise price. A call
option,  upon payment of a premium,  gives the purchaser of the option the right
to buy, and the seller the obligation to sell, the underlying  instrument at the
exercise  price.  A Fund's  purchase of a call  option on a security,  financial
future,  index, currency or other instrument might be intended to protect a Fund
against an increase in the price of the underlying instrument that it intends to
purchase  in the  future  by  fixing  the  price at which it may  purchase  such
instrument.  An American  style put or call option may be  exercised at any time
during  the  option  period  while a  European  style put or call  option may be
exercised only upon expiration or during a fixed period prior thereto. Each Fund
is authorized to purchase and sell exchange listed options and  over-the-counter
options  ("OTC  options").  Exchange  listed  options  are issued by a regulated
intermediary such as the Options Clearing Corporation ("OCC"),  which guarantees
the  performance  of the  obligations  of  the  parties  to  such  options.  The
discussion  below uses the OCC as an example,  but is also  applicable  to other
financial intermediaries.

         With  certain  exceptions,  OCC  issued  and  exchange  listed  options
generally  settle by physical  delivery of the underlying  security or currency,
although in the future cash settlement may become  available.  Index options and
Eurodollar instruments are cash settled for the net amount, if any, by which the
option is  "in-the-money"  (i.e.,  where the value of the underlying  instrument
exceeds,  in the case of a call  option,  or is less than,  in the case of a put
option,  the exercise  price of the option) at the time the option is exercised.
Frequently,  rather than taking or making delivery of the underlying  instrument
through  the process of  exercising  the  option,  listed  options are closed by
entering into  offsetting  purchase or sale  transactions  that do not result in
ownership of the new option.

         A Fund's  ability to close out its position as a purchaser or seller of
an OCC or exchange  listed put or call option is  dependent,  in part,  upon the
liquidity of the option market.  Among the possible reasons for the absence of a
liquid option market on an exchange are: (i)  insufficient  trading  interest in
certain options; (ii) restrictions on transactions imposed by an exchange; (iii)
trading  halts,  suspensions  or other  restrictions  imposed  with  respect  to
particular  classes  or series of  options or  underlying  securities  including
reaching daily price limits;  (iv)  interruption of the normal operations of the
OCC or an exchange;  (v)  inadequacy of the  facilities of an exchange or OCC to
handle current  trading  volume;  or (vi) a decision by one or more exchanges to
discontinue the trading of options (or a particular class or series of options),
in which event the relevant  market for that option on that exchange would cease
to exist, although outstanding options on that exchange would generally continue
to be exercisable in accordance with their terms.

         The hours of trading for listed options may not coincide with the hours
during which the underlying financial instruments are traded. To the extent that
the  option  markets  close  before the  markets  for the  underlying  financial


                                       23
<PAGE>

instruments,  significant  price  and  rate  movements  can  take  place  in the
underlying markets that cannot be reflected in the option markets.

         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.  Each
Fund will only sell OTC  options  (other  than OTC  currency  options)  that are
subject to a buy-back provision  permitting the Fund to require the Counterparty
to sell the option back to the Fund at a formula  price within seven days.  Each
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 Adviser 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.  Each Fund  will  engage in OTC  option  transactions  only with U.S.
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") or, in the case of OTC currency transactions,  are
determined to be of equivalent  credit quality by the Adviser.  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 the Fund's  limitation on investing no
more than 10% of its assets in illiquid securities.

         If a Fund sells a call  option,  the premium that it receives may serve
as a partial hedge, to the extent of the option  premium,  against a decrease in
the value of the  underlying  securities or instruments in its portfolio or will
increase the Fund's income. The sale of put options can also provide income.

         Each Fund may purchase and sell call  options on  securities  including
U.S. Treasury and agency securities,  mortgage-backed securities, corporate debt
securities,  equity securities (including convertible securities) and Eurodollar
instruments that are traded on U.S. and foreign securities  exchanges and in the
over-the-counter  markets,  and on securities  indices,  currencies  and futures
contracts.  All calls sold by a Fund must be "covered"  (i.e., the Fund must own
the securities or futures  contract  subject to the call) or must meet the asset
segregation  requirements  described  below as long as the call is  outstanding.
Even though a Fund will  receive the option  premium to help  protect it against
loss,  a call sold by a Fund  exposes  the Fund during the term of the option to
possible loss of opportunity to realize  appreciation in the market price of the
underlying security or instrument and may require the Fund to hold a security or
instrument which it might otherwise have sold.

         Each Fund may  purchase  and sell put options on  securities  including
U.S.  Treasury  and  agency  securities,   mortgage-backed  securities,  foreign
sovereign  debt,  corporate  debt  securities,   equity  securities   (including
convertible  securities) and Eurodollar instruments (whether or not it holds the
above securities in its portfolio),  and on securities  indices,  currencies and
futures contracts other than futures on individual corporate debt and individual
equity  securities.  Each Fund will not sell put options  if, as a result,  more
than 50% of the Fund's  assets would be required to be  segregated  to cover its
potential  obligations  under such put options  other than those with respect to
futures and options  thereon.  In selling put options,  there is a risk that the
Fund may be required to buy the underlying  security at a disadvantageous  price
above the market price.

General  Characteristics of Futures.  Each Fund may enter into financial futures
contracts  or purchase or sell put and call  options on such  futures as a hedge
against  anticipated  interest  rate,  currency or equity  market  changes,  for
duration  management  and for risk  management  purposes.  Futures are generally
bought and sold on the commodities  exchanges where they are listed with payment
of  initial  and  variation  margin as  described  below.  The sale of a futures
contract creates a firm obligation by a Fund, as seller, to deliver to the buyer
the  specific  type of  financial  instrument  called for in the  contract  at a


                                       24
<PAGE>

specific  future time for a specified  price (or,  with respect to index futures
and Eurodollar instruments,  the net cash amount).  Options on futures contracts
are similar to options on securities except that an option on a futures contract
gives  the  purchaser  the  right in  return  for the  premium  paid to assume a
position  in a  futures  contract  and  obligates  the  seller to  deliver  such
position.

         Each Fund's use of  financial  futures and options  thereon will in all
cases be consistent with applicable  regulatory  requirements  and in particular
the rules and regulations of the Commodity  Futures Trading  Commission and will
be entered into only for bona fide hedging,  risk management (including duration
management) or other portfolio  management  purposes.  Typically,  maintaining a
futures  contract or selling an option thereon requires a Fund to deposit with a
financial  intermediary  as security  for its  obligations  an amount of cash or
other specified  assets (initial  margin) which initially is typically 1% to 10%
of the face amount of the  contract  (but may be higher in some  circumstances).
Additional  cash or assets  (variation  margin) may be required to be  deposited
thereafter  on a  daily  basis  as the  mark to  market  value  of the  contract
fluctuates. The purchase of an option on financial futures involves payment of a
premium for the option  without any further  obligation on the part of the Fund.
If a Fund exercises an option on a futures contract it will be obligated to post
initial margin (and  potential  subsequent  variation  margin) for the resulting
futures  position  just as it would  for any  position.  Futures  contracts  and
options thereon are generally settled by entering into an offsetting transaction
but  there  can be no  assurance  that  the  position  can be  offset  prior  to
settlement at an advantageous price, nor that delivery will occur.

   
         No Fund will enter into a futures  contract or related  option  (except
for closing transactions) if, immediately  thereafter,  the sum of the amount of
its initial  margin and premiums on open futures  contracts and options  thereon
would exceed 5% of a Fund's total assets (taken at current value);  however,  in
the case of an option  that is  in-the-money  at the time of the  purchase,  the
in-the-money  amount may be  excluded  in  calculating  the 5%  limitation.  The
segregation  requirements  with respect to futures contracts and options thereon
are described below.
    

Options on Securities  Indices and Other Financial  Indices.  Each Fund also may
purchase and sell call and put options on securities indices and other financial
indices and in so doing can achieve many of the same objectives it would achieve
through  the sale or  purchase  of options  on  individual  securities  or other
instruments.  Options on  securities  indices  and other  financial  indices are
similar to options on a security or other  instrument  except that,  rather than
settling by physical delivery of the underlying instrument,  they settle by cash
settlement,  i.e.,  an option on an index gives the holder the right to receive,
upon exercise of the option, an amount of cash if the closing level of the index
upon which the option is based exceeds,  in the case of a call, or is less than,
in the case of a put, the exercise  price of the option  (except if, in the case
of an OTC option, physical delivery is specified).  This amount of cash is equal
to the excess of the closing  price of the index over the exercise  price of the
option,  which  also may be  multiplied  by a formula  value.  The seller of the
option is  obligated,  in return for the premium  received,  to make delivery of
this  amount.  The  gain or loss on an  option  on an  index  depends  on  price
movements in the instruments making up the market,  market segment,  industry or
other  composite  on which the  underlying  index is based,  rather  than  price
movements in  individual  securities,  as is the case with respect to options on
securities.

Currency  Transactions.  Each Fund may  engage  in  currency  transactions  with
Counterparties in order to hedge the value of portfolio holdings  denominated in
particular   currencies  against   fluctuations  in  relative  value.   Currency
transactions  include  forward  currency  contracts,  exchange  listed  currency
futures,  exchange  listed and OTC options on currencies,  and currency swaps. A
forward currency contract involves a privately negotiated obligation to purchase
or sell (with delivery generally required) 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.  A currency swap is
an agreement to exchange cash flows based on the notional  difference  among two
or more  currencies  and operates  similarly to an interest rate swap,  which is
described below. A Fund may enter into currency transactions with Counterparties
which  have  received  (or the  guarantors  of the  obligations  of  which  have
received) a credit rating of A-1 or P-1 by S&P or Moody's, respectively, or that
have an  equivalent  rating from a NRSRO or are  determined  to be of equivalent
credit quality by the Adviser.

         Each Fund's dealings in forward  currency  contracts and other currency
transactions  such as  futures,  options,  options on futures  and swaps will be
limited  to  hedging   involving  either  specific   transactions  or  portfolio
positions.  Transaction  hedging is entering  into a currency  transaction  with
respect to specific  assets or  liabilities  of the Fund,  which will  generally
arise in connection with the purchase or sale of its portfolio securities or the


                                       25
<PAGE>

receipt  of income  therefrom.  Position  hedging  is  entering  into a currency
transaction  with  respect  to  portfolio  security  positions   denominated  or
generally quoted in that currency.

   
         No Fund will enter into a transaction to hedge currency  exposure to an
extent greater,  after netting all transactions  intended wholly or partially to
offset  other  transactions,  than the  aggregate  market  value (at the time of
entering into the  transaction) of the securities held in its portfolio that are
denominated or generally quoted in or currently  convertible into such currency,
other than with respect to proxy hedging or cross hedging as described below.
    

         Each Fund may also cross-hedge currencies by entering into transactions
to purchase or sell one or more currencies that are expected to decline in value
relative to other  currencies to which the Fund has or in which the Fund expects
to have portfolio exposure.

         To reduce the effect of currency  fluctuations on the value of existing
or anticipated  holdings of portfolio  securities,  each Fund may also engage in
proxy hedging. Proxy hedging is often used when the currency to which the Fund's
portfolio is exposed is difficult to hedge or to hedge against the dollar. Proxy
hedging  entails  entering into a commitment or option to sell a currency  whose
changes in value are  generally  considered  to be  correlated  to a currency or
currencies  in which  some or all of a Fund's  portfolio  securities  are or are
expected to be  denominated,  in exchange  for U.S.  dollars.  The amount of the
commitment  or  option  would not  exceed  the  value of the  Fund's  securities
denominated in correlated currencies. For example, if the Adviser considers that
the Austrian schilling is correlated to the German  deutschemark (the "D-mark"),
a Fund holds securities  denominated in schillings and the Adviser believes that
the value of schillings  will decline against the U.S.  dollar,  the Adviser may
enter into a  commitment  or option to sell  D-marks and buy  dollars.  Currency
hedging involves some of the same risks and considerations as other transactions
with similar instruments. Currency transactions can result in losses to the Fund
if the currency  being hedged  fluctuates in value to a degree or in a direction
that  is  not  anticipated.  Further,  there  is the  risk  that  the  perceived
correlation  between various currencies may not be present or may not be present
during the particular  time that a Fund is engaging in proxy hedging.  If a Fund
enters into a currency  hedging  transaction,  a Fund will comply with the asset
segregation requirements described below.

Risks of  Currency  Transactions.  Currency  transactions  are  subject to risks
different from those of other portfolio  transactions.  Because currency control
is of great  importance  to the  issuing  governments  and  influences  economic
planning and policy, purchases and sales of currency and related instruments can
be  negatively  affected  by  government  exchange  controls,   blockages,   and
manipulations or exchange restrictions imposed by governments.  These can result
in losses to a Fund if it is unable to deliver or receive  currency  or funds in
settlement of obligations  and could also cause hedges it has entered into to be
rendered  useless,  resulting  in full  currency  exposure as well as  incurring
transaction  costs.  Buyers and sellers of  currency  futures are subject to the
same risks that apply to the use of futures generally.  Further, settlement of a
currency  futures  contract for the purchase of most  currencies must occur at a
bank  based in the  issuing  nation.  Trading  options  on  currency  futures is
relatively  new,  and the ability to establish  and close out  positions on such
options is subject to the maintenance of a liquid market which may not always be
available.  Currency  exchange rates may fluctuate based on factors extrinsic to
that country's economy.

Combined Transactions. Each Fund may enter into multiple transactions, including
multiple options transactions,  multiple futures transactions, multiple currency
transactions  (including forward currency  contracts) and multiple interest rate
transactions and any combination of futures, options, currency and interest rate
transactions   ("component"   transactions),   instead  of  a  single  Strategic
Transaction,  as part of a single or combined  strategy  when, in the opinion of
the  Adviser,  it is in the best  interests  of the  Fund to do so.  A  combined
transaction  will usually  contain  elements of risk that are present in each of
its component transactions.  Although combined transactions are normally entered
into based on the Adviser's  judgment that the combined  strategies  will reduce
risk or otherwise  more  effectively  achieve the desired  portfolio  management
goal, it is possible that the  combination  will instead  increase such risks or
hinder achievement of the portfolio management objective.

Swaps,  Caps,  Floors and Collars.  Among the Strategic  Transactions into which
each Fund may enter are interest rate, currency and index swaps and the purchase
or sale of related  caps,  floors and  collars.  Each Fund expects to enter into
these  transactions  primarily  to  preserve a return or spread on a  particular
investment  or  portion  of  its   portfolio,   to  protect   against   currency
fluctuations,  as a duration  management  technique  or to protect  against  any
increase in the price of securities the Fund  anticipates  purchasing at a later
date.  Each  Fund  intends  to use  these  transactions  as  hedges  and  not as
speculative  investments and will not sell interest rate caps or floors where it


                                       26
<PAGE>

does not own  securities  or other  instruments  providing the income stream the
Fund may be obligated to pay. Interest rate swaps involve the exchange by a Fund
with another party of their respective  commitments to pay or receive  interest,
e.g., an exchange of floating rate payments for fixed rate payments with respect
to a notional  amount of principal.  A currency swap is an agreement to exchange
cash flows on a notional amount of two or more currencies  based on the relative
value  differential  among them and an index swap is an  agreement  to swap cash
flows on a notional  amount  based on  changes  in the  values of the  reference
indices.  The purchase of a cap entitles the purchaser to receive  payments on a
notional  principal  amount from the party selling such cap to the extent that a
specified index exceeds a predetermined interest rate or amount. The purchase of
a floor  entitles  the  purchaser  to receive  payments on a notional  principal
amount from the party  selling  such floor to the extent that a specified  index
falls below a predetermined  interest rate or amount.  A collar is a combination
of a cap and a floor that  preserves  a certain  return  within a  predetermined
range of interest rates or values.

         A Fund will  usually  enter into swaps on a net  basis,  i.e.,  the two
payment streams are netted out in a cash settlement on the payment date or dates
specified in the instrument,  with the Fund receiving or paying, as the case may
be,  only the net amount of the two  payments.  Inasmuch as these  swaps,  caps,
floors and collars are entered into for good faith hedging purposes, the Adviser
and the Fund believe such obligations do not constitute  senior securities under
the 1940 Act and,  accordingly,  will not  treat  them as being  subject  to its
borrowing  restrictions.  Neither Fund will enter into any swap,  cap,  floor or
collar  transaction  unless, at the time of entering into such transaction,  the
unsecured  long-term  debt  of  the  Counterparty,   combined  with  any  credit
enhancements,  is rated at least A by S&P or Moody's or has an equivalent rating
from an  NRSRO  or is  determined  to be of  equivalent  credit  quality  by the
Adviser. If there is a default by the Counterparty,  a Fund may have contractual
remedies pursuant to the agreements related to the transaction.  The swap market
has  grown  substantially  in  recent  years  with a large  number  of banks and
investment  banking  firms  acting both as  principals  and as agents  utilizing
standardized  swap  documentation.  As a  result,  the swap  market  has  become
relatively  liquid.  Caps,  floors and collars are more recent  innovations  for
which  standardized   documentation  has  not  yet  been  fully  developed  and,
accordingly, they are less liquid than swaps.

Eurodollar   Instruments.   Each  Fund  may  make   investments   in  Eurodollar
instruments.   Eurodollar  instruments  are  U.S.   dollar-denominated   futures
contracts or options  thereon which are linked to the London  Interbank  Offered
Rate ("LIBOR"), although foreign currency-denominated  instruments are available
from time to time.  Eurodollar  futures  contracts enable purchasers to obtain a
fixed  rate for the  lending  of funds and  sellers  to obtain a fixed  rate for
borrowings. A Fund might use Eurodollar futures contracts and options thereon to
hedge  against  changes in LIBOR,  to which many  interest  rate swaps and fixed
income instruments are linked.

Risks of Strategic  Transactions  Outside the U.S.  When  conducted  outside the
U.S., Strategic  Transactions may not be regulated as rigorously as in the U.S.,
may not involve a clearing mechanism and related guarantees,  and are subject to
the risk of governmental actions affecting trading in, or the prices of, foreign
securities,  currencies and other instruments.  The value of such positions also
could be adversely affected by: (i) other complex foreign  political,  legal and
economic factors,  (ii) lesser availability than in the U.S. of data on which to
make trading decisions,  (iii) delays in the Fund's ability to act upon economic
events occurring in foreign markets during  non-business hours in the U.S., (iv)
the  imposition of different  exercise and  settlement  terms and procedures and
margin  requirements  than  in the  U.S.,  and  (v)  lower  trading  volume  and
liquidity.

Use of Segregated and Other Special Accounts.  Many Strategic  Transactions,  in
addition to other  requirements,  require  that the Fund  segregate  liquid high
grade assets with its custodian to the extent Fund obligations are not otherwise
"covered" through ownership of the underlying security,  financial instrument or
currency. In general,  either the full amount of any obligation by a Fund to pay
or deliver  securities or assets must be covered at all times by the securities,
instruments or currency required to be delivered,  or, subject to any regulatory
restrictions,  an amount of cash or liquid high grade  securities at least equal
to the current amount of the obligation  must be segregated  with the custodian.
The segregated assets cannot be sold or transferred unless equivalent assets are
substituted in their place or it is no longer  necessary to segregate  them. For
example,  a call  option  written  by a Fund will  require  the Fund to hold the
securities  subject  to the  call (or  securities  convertible  into the  needed
securities without  additional  consideration) or to segregate liquid high-grade
securities  sufficient  to purchase  and deliver the  securities  if the call is
exercised. A call option sold by a Fund on an index will require the Fund to own
portfolio  securities which correlate with the index or to segregate liquid high
grade assets equal to the excess of the index value over the exercise price on a
current  basis.  A put option  written by a Fund  requires the Fund to segregate
liquid, high grade assets equal to the exercise price.

                                       27
<PAGE>

         Except when a Fund enters into a forward  contract  for the purchase or
sale of a security  denominated  in a  particular  currency,  which  requires no
segregation,  a  currency  contract  which  obligates  the  Fund  to buy or sell
currency will  generally  require the Fund to hold an amount of that currency or
liquid securities  denominated in that currency equal to the Fund's  obligations
or to  segregate  liquid  high  grade  assets  equal to the amount of the Fund's
obligation.

         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,  or with an election of either
physical  delivery or cash  settlement  and the Fund will segregate an amount of
assets equal to the full value of the option. OTC options settling 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.

         In the case of a futures  contract  or an option  thereon,  a Fund must
deposit  initial  margin and  possible  daily  variation  margin in  addition to
segregating  assets  sufficient  to meet its  obligation  to purchase or provide
securities  or  currencies,  or to pay the amount owed at the  expiration  of an
index-based futures contract. Such assets may consist of cash, cash equivalents,
liquid debt or equity securities or other acceptable assets.

         With respect to swaps, a Fund will accrue the net amount of the excess,
if any, of its obligations over its entitlements  with respect to each swap on a
daily basis and will segregate an amount of cash or liquid high grade securities
having a value equal to the accrued  excess.  Caps,  floors and collars  require
segregation of assets with a value equal to the Fund's net obligation, if any.

         Strategic  Transactions  may be covered by other means when  consistent
with applicable  regulatory  policies.  Each Fund may also enter into offsetting
transactions so that its combined position,  coupled with any segregated assets,
equals  its  net  outstanding   obligation  in  related  options  and  Strategic
Transactions.  For  example,  a Fund  could  purchase a put option if the strike
price of that option is the same or higher than the strike price of a put option
sold by the  Fund.  Moreover,  instead  of  segregating  assets if a Fund held a
futures or forward contract,  it could purchase a put option on the same futures
or forward  contract with a strike price as high or higher than the price of the
contract held. Other Strategic  Transactions may also be offset in combinations.
If the  offsetting  transaction  terminates  at the time of or after the primary
transaction no segregation is required, but if it terminates prior to such time,
assets equal to any remaining obligation would need to be segregated.

         Each Fund's activities involving Strategic  Transactions may be limited
by  the   requirements  of  Subchapter  M  of  the  Internal  Revenue  Code  for
qualification as a regulated investment company. (See "TAXES.")

Investment Restrictions

         Unless  specified  to the  contrary,  the  following  restrictions  are
fundamental  policies  and may not be changed  with respect to each of the Funds
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
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. Any nonfundamental  policy of a
Fund may be  modified  by the Fund's  Board of  Directors  without a vote of the
Fund's shareholders.

         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, an acquisition
or encumbrance of securities or assets of, or borrowings by, the Funds.

         As a matter of fundamental policy, each Fund may not:

                                       28
<PAGE>

         1.       borrow money except as a temporary  measure for  extraordinary
                  or  emergency  purposes or except in  connection  with reverse
                  repurchase  agreements  provided that the Fund maintains asset
                  coverage of 300% for all borrowings;

         2.       purchase or sell real estate  (except that the Fund may invest
                  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);  or  purchase  or sell
                  physical   commodities  or  contracts   relating  to  physical
                  commodities;

         3.       act as an underwriter of securities  issued by others,  except
                  to the  extent  that  it  may  be  deemed  an  underwriter  in
                  connection with the disposition of portfolio securities of the
                  Fund;

         4.       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  Corporation;
                  provided  that   collateral   arrangements   with  respect  to
                  currency-related  contracts,  futures  contracts,  options  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;

         5.       purchase any securities which 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,
                  provided  that  there  is  no   limitation   with  respect  to
                  investments  in  obligations  issued or guaranteed by the U.S.
                  Government,   its  agencies  or  instrumentalities   (for  the
                  purposes  of  this   restriction,   telephone   companies  are
                  considered to be in a separate  industry from gas and electric
                  public   utilities,   wholly-owned   finance   companies   are
                  considered  to be in the same  industry  of their  parents  if
                  their  activities  are  primarily  related  to  financing  the
                  activities of their parents and each foreign  government,  its
                  agencies  or   instrumentalities   as  well  as  supranational
                  organizations as a group, are each considered to be a separate
                  industry);

         6.       (Global  Small  Company  Fund only) with respect to 75% of its
                  total assets taken at market value  purchase  more than 10% of
                  the voting  securities of any one issuer,  or invest more than
                  5% of the value of its total assets in the  securities  of any
                  one issuer,  except  obligations  issued or  guaranteed by the
                  U.S. Government,  its agencies or instrumentalities and except
                  securities of closed end investment companies;

         7.       (Global Small Company Fund only) make loans to other  persons,
                  except (a) loans of portfolio securities,  provided collateral
                  is  maintained  at not less  than  100% by  marking  to market
                  daily,  and  (b) to  the  extent  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;

   
         8.       (Global  Bond Fund only) make loans to other  persons,  except
                  (a) loans of portfolio  securities,  and (b) to the extent the
                  entry into  repurchase  agreements  and the  purchase  of debt
                  securities in accordance  with its  investment  objectives and
                  investment policies may be deemed to be loans; or
    

         9.       (Emerging  Markets  Income  Fund  only)  make  loans  to other
                  persons, except (a) loans of portfolio securities,  and (b) to
                  the  extent  the  entry  into  repurchase   agreements,   loan
                  assignments and loan  participations  and the purchase of debt
                  securities in  accordance  with its  investment  objective and
                  investment policies may be deemed to be loans.

         As a matter of nonfundamental policy, each Fund may not:

         (a)      purchase  or  retain  securities  of any  open-end  investment
                  company,  or  securities of  closed-end  investment  companies
                  except by purchase in the open market where no  commission  or
                  profit to a sponsor or dealer results from such purchases,  or
                  except when such purchase, though not made in the open market,
                  is part of a plan of merger, consolidation,  reorganization or


                                       29
<PAGE>

                  acquisition of assets;  in any event the Fund may not purchase
                  more than 3% of the outstanding  voting  securities of another
                  investment  company,  may not invest more than 5% of its total
                  assets in another investment company,  and may not invest more
                  than 10% of its total assets in other investment companies;

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

         (c)      purchase  or  retain  securities  of an  issuer  any of  whose
                  officers,  directors,  trustees  or  security  holders  is  an
                  officer, director or trustee of the Fund or a member, officer,
                  director or trustee of the  investment  adviser of the Fund if
                  one or more of such  individuals owns  beneficially  more than
                  one-half of one percent  (1/2%) of the  outstanding  shares or
                  securities  or both (taken at market value) of such issuer and
                  such  individuals  owning  more than  one-half  of one percent
                  (1/2%) of such shares or securities  together own beneficially
                  more than 5% of such shares or securities or both;

   
         (d)      (Global  Small  Company Fund and Global Bond Fund only) invest
                  more than 10% of its net  assets in  securities  which are not
                  readily  marketable,  the  disposition  of which is restricted
                  under Federal securities laws, or in repurchase agreements not
                  terminable  within 7 days,  and the Fund will not invest  more
                  than 10% of its total assets in restricted securities;
    

         (e)      (Emerging  Markets  Income Fund only)  invest more than 15% of
                  its net assets in securities which are not readily marketable,
                  the   disposition   of  which  is  restricted   under  Federal
                  securities  laws, or in repurchase  agreements  not terminable
                  within 7 days,  and the Fund will not invest  more than 10% of
                  its total assets in restricted securities;

         (f)      purchase  securities  of any issuer with a record of less than
                  three years continuous operations, including predecessors, and
                  in equity  securities which are not readily  marketable except
                  U.S. Government  securities,  securities of such issuers which
                  are rated by at least one  nationally  recognized  statistical
                  rating  organization,  municipal  obligations  and obligations
                  issued or guaranteed by any foreign government or its agencies
                  or  instrumentalities,   if  such  purchase  would  cause  the
                  investments  of the Fund in all such  issuers  to exceed 5% of
                  the total assets of the Fund taken at market value;

         (g)      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;

         (h)      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.

         (i)      invest in oil, gas or other mineral leases,  or exploration or
                  development  programs (although it may invest in issuers which
                  own or invest in such interests);

         (j)      purchase or sell real estate limited partnership interests;

         (k)      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. Each Fund
                  has  no  current   intention  of  making  loans  of  portfolio
                  securities  that would  amount to greater than 5% of its total
                  assets;

         (l)      (Global  Small  Company  Fund only)  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;

                                       30
<PAGE>

   
         (m)      (Global  Bond Fund and  Emerging  Markets  Income  Fund  only)
                  borrow  money in excess of 5% of its  total  assets  (taken at
                  market value),  except for temporary or emergency purposes, or
                  borrow other than from banks;  however, in the case of reverse
                  repurchase agreements, each Fund may invest in such agreements
                  with other than banks subject to total asset  coverage of 300%
                  for such agreements and all borrowing;

         (n)      (Global Bond Fund only) purchase  securities on margin or make
                  short  sales,  unless  by  virtue  of its  ownership  of other
                  securities,  it has the right to obtain securities  equivalent
                  in kind and amount to the securities sold and, if the right is
                  conditional, the sale is made upon the same conditions, except
                  in connection with arbitrage transactions, and except that the
                  Fund may obtain such  short-term  credits as may be  necessary
                  for the clearance of purchases and sales of securities;
    

         (o)      (Global Small Company Fund only) purchase securities on margin
                  or make short  sales  unless,  by virtue of its  ownership  of
                  other  securities,  it has  the  right  to  obtain  securities
                  equivalent  in kind and  amount to the  securities  sold at no
                  added cost and, if the right is conditional,  the sale is made
                  upon the same conditions,  except in connection with arbitrage
                  transactions   and  except  that  the  Fund  may  obtain  such
                  short-term  credits as may be necessary  for the  clearance of
                  purchases and sales of securities;

         (p)      (Global  Small  Company Fund only)  purchase  warrants if as a
                  result  warrants  taken at the lower of cost or  market  value
                  would  represent more than 10% of the value of the Portfolio's
                  net assets or more than 2% of its net assets in warrants  that
                  are not listed on the New York or American Stock  Exchanges or
                  on an exchange with comparable listing  requirements (for this
                  purpose,  warrants  attached to  securities  will be deemed to
                  have no value); or

   
         (q)      (Global  Bond  Fund  only)  purchase  warrants  if as a result
                  warrants  taken at the  lower of cost or  market  value  would
                  represent  more than 5% of the value of the  Fund's net assets
                  or more  than 2% of its net  assets in  warrants  that are not
                  listed on the New York or American  Stock  Exchanges  or on an
                  exchange  with  comparable  listing   requirements  (for  this
                  purpose,  warrants  attached to  securities  will be deemed to
                  have no value).
    

         If a percentage  restriction  on investment or utilization of assets as
set forth under "Investment  Restrictions" and "Other Investment Policies" above
is adhered to at the time an  investment  is made, a later change in  percentage
resulting  from  changes in the value or the total cost of a Fund's  assets will
not be considered a violation of the restriction.

                                    PURCHASES

   (See "Purchases" and "Transaction Information" in the Funds' prospectuses.)

Additional Information About Opening an Account

         Clients having a regular investment counsel account with the Adviser or
its affiliates and members of their immediate  families,  officers and employees
of the Adviser or of any affiliated  organization and their immediate  families,
members of the National  Association of Securities  Dealers,  Inc.  ("NASD") and
banks may,  if they  prefer,  subscribe  initially  for at least  $1,000 of Fund
shares through Scudder Investor  Services,  Inc. (the  "Distributor") by letter,
fax, or telephone.

         Shareholders  of other  Scudder  funds who have  submitted  an  account
application and have certified a taxpayer  identification number, clients having
a regular  investment  counsel  account with the Adviser or its  affiliates  and
members of their immediate families, officers and employees of the Adviser or of
any affiliated  organization and their immediate families,  members of the NASD,
and banks may open an account by wire. These investors must call  1-800-225-5163
to get an  account  number.  During  the  call,  the  investor  will be asked to
indicate the Fund name,  amount to be wired  ($1,000  minimum),  name of bank or
trust company from which the wire will be sent,  the exact  registration  of the
new account, the taxpayer  identification or social security number, address and
telephone  number.  The  investor  must  then  call the bank to  arrange  a wire
transfer to State Street Bank,  Attention:  Mutual Funds,  225 Franklin  Street,


                                       31
<PAGE>

Boston, MA 02110. The investor must give the Scudder fund name, account name and
the new account number. Finally, the investor must send the completed and signed
application to the Fund promptly.

         The minimum  initial  purchase amount is less than $1,000 under certain
special plan accounts.

Additional Information About Making Subsequent Investments by Telephone Order

   
         With respect to Global Small Company Fund and Emerging  Markets  Income
Fund,  subsequent  purchase  orders for  $10,000 or more,  and for an amount not
greater than four times the value of the shareholder's account, may be placed by
telephone,  fax, etc., by established shareholders (except by Scudder Individual
Retirement Account (IRA), Scudder Horizon Plan, Scudder Profit Sharing and Money
Purchase Pension Plans, Scudder 401(k) and Scudder 403(b) Plan holders), members
of the NASD and  banks.  Orders  placed in this  manner may be  directed  to any
office of the Distributor listed in the Funds'  prospectuses.  A confirmation of
the purchase will be mailed out promptly  following receipt of a request to buy.
Federal regulations require that payment be received within three business days.
If  payment  is  not  received  within  that  time,  the  order  is  subject  to
cancelation.  In the event of such cancelation or cancelation at the purchaser's
request,  the purchaser will be  responsible  for any loss incurred by a Fund or
the principal  underwriter by reason of such cancelation.  If the purchaser is a
shareholder,  the  Corporation  shall  have  the  authority,  as  agent  of  the
shareholder,  to redeem  shares in the account to reimburse the relevant Fund or
the principal underwriter for the loss incurred. Net losses on such transactions
which are not  recovered  from the  purchaser  will be absorbed by the principal
underwriter.  Any net profit on the  liquidation of unpaid shares will accrue to
the relevant Fund.
    

Checks

         A  certified  check is not  necessary,  but  checks  are only  accepted
subject to collection at full face value in U.S.  funds and must be drawn on, or
payable through, a U.S. bank.

         If shares are  purchased by a check which  proves to be  uncollectible,
the  Corporation  reserves the right to cancel the purchase  immediately and the
purchaser will be  responsible  for any loss incurred by a Fund or the principal
underwriter by reason of such  cancellation.  If the purchaser is a shareholder,
the Corporation shall have the authority, as agent of the shareholder, to redeem
shares in the account to reimburse a Fund or the principal  underwriter  for the
loss incurred.  Investors whose orders have been canceled may be prohibited from
or restricted in placing future orders in any of the Scudder funds.

Wire Transfer of Federal Funds

   
         To purchase shares of Global Bond Fund and obtain the same day dividend
you must have your bank forward  federal  funds by wire transfer and provide the
required  account  information so as to be available to the Fund prior to twelve
o'clock  noon  eastern  time on that  day.  If you  wish to make a  purchase  of
$500,000 or more you should notify the Fund's  transfer  agent,  Scudder Service
Corporation (the "Transfer Agent") of such a purchase by calling 1-800-225-5163.
If either the federal funds or the account  information is received after twelve
o'clock  noon  eastern  time,  but both the funds and the  information  are made
available  before  the close of regular  trading on the New York Stock  Exchange
(the "Exchange") (normally 4 p.m. eastern time) on any business day, shares will
be purchased at net asset value  determined on that day but will not receive the
dividend; in such cases, dividends commence on the next business day.
    

         To obtain  the net asset  value  determined  as of the close of regular
trading on the Exchange on a selected day, your bank must forward  federal funds
by wire  transfer  and  provide the  required  account  information  so as to be
available  to the Fund  prior to the close of regular  trading  on the  Exchange
(normally 4 p.m. eastern time).

         The bank sending an  investor's  federal  funds by bank wire may charge
for the  service.  Presently,  each Fund pays a fee for receipt by State  Street
Bank and Trust Company of "wired  funds," and the right to charge  investors for
this service is reserved.

         Boston banks are closed on certain  holidays  although the Exchange may
be open.  These  holidays  are Martin  Luther  King,  Jr. Day (the 3rd Monday in
January),  Columbus Day (the 2nd Monday in October)  and Veterans Day  (November


                                       32
<PAGE>

11).  Investors are not able to purchase  shares by wiring federal funds on such
holidays  because State Street Bank is not open to receive such federal funds on
behalf of a Fund.

Share Price

         Purchases  will be filled  without  sales charge at the net asset value
next computed after receipt of the  application  in good order.  Net asset value
normally will be computed as of the close of regular  trading on the Exchange on
each day during which the Exchange is open for trading.  Orders  received  after
the close of regular  trading on the Exchange  will be executed at the net asset
value  per share on the next  business  day.  If the order has been  placed by a
member of the NASD, other than the Distributor, it is the responsibility of that
member broker, rather than a Fund, to forward the purchase order to the Transfer
Agent in Boston by the close of regular trading on the Exchange.

Share Certificates

         Due to the  desire of the  Corporation  to afford  ease of  redemption,
certificates will not be issued to indicate ownership in a Fund.

Other Information

         If  purchases  or  redemptions  of a Fund's  shares  are  arranged  and
settlement  is made, at an  investor's  election,  through a member of the NASD,
other than the Distributor, that member may, at its discretion, charge a fee for
that service. The Board of Directors,  on behalf of a Fund, and the Distributor,
the  Funds'  principal  underwriter,  each has the right to limit the  amount of
purchases  by,  and to  refuse  to sell to any  person.  The  Directors  and the
Distributor  each may suspend or terminate the offering of shares of the Fund at
any time.

         The  Tax  Identification  Number  section  of the  application  must be
completed when opening an account.  Applications  and purchase  orders without a
certified  tax  identification  number and certain other  certified  information
(e.g.,  certification  of  exempt  status  from  exempt  organizations)  will be
returned to the investor.

         The  Corporation  may issue  shares of each Fund at net asset  value in
connection with any merger or  consolidation  with, or acquisition of the assets
of, any  investment  company (or series  thereof) or personal  holding  company,
subject to the requirements of the 1940 Act.

                            EXCHANGES AND REDEMPTIONS

        (See "Exchanges and Redemptions" and "Transaction information" in
                           the Funds' prospectuses.)

Exchanges

         Exchanges  are  comprised of a  redemption  from one Scudder fund and a
purchase into another Scudder fund. The purchase side of the exchange either may
be an additional  investment  into an existing  account or may involve opening a
new account in the other fund. When an exchange involves a new account,  the new
account  will be  established  with the same  registration,  tax  identification
number,  address,  telephone redemption option,  "Scudder Automated  Information
Line"  (SAIL)  transaction  authorization  and  dividend  option as the existing
account.  Other features will not carry over  automatically  to the new account.
Exchanges  to a new  fund  account  must be for a  minimum  of  $1,000.  When an
exchange  represents  an additional  investment  into an existing  account,  the
account  receiving  the  exchange  proceeds  must have  identical  registration,
address, and account  options/features as the account of origin.  Exchanges into
an  existing  account  must be for $100 or more.  If the account  receiving  the
exchange  proceeds is to be different in any respect,  the exchange request must
be in  writing  and must  contain  a  signature  guarantee  as  described  under
"Transaction Information--Redeeming  shares--Signature guarantees" in the Fund's
prospectus.

         Exchange  orders  received  before the close of regular  trading on the
Exchange on any business day  ordinarily  will be executed at the respective net
asset values determined on that day. Exchange orders received after the close of
regular trading on the Exchange will be executed on the following business day.

                                       33
<PAGE>

         Investors  may also  request,  at no extra  charge,  to have  exchanges
automatically  executed on a predetermined  schedule from one Scudder Fund to an
existing account in another Scudder Fund through  Scudder's  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  Corporation  and the Transfer
Agent each  reserves  the right to suspend or  terminate  the  privilege  of the
Automatic Exchange Program at any time.

         No commission is charged to the shareholder for any exchange  described
above.  An exchange  into another  Scudder fund is a redemption  of shares,  and
therefore may result in tax consequences (gain or loss) to the shareholder,  and
the  proceeds of such an  exchange  may be subject to backup  withholding.  (See
"TAXES.")

         Investors currently receive the exchange privilege,  including exchange
by telephone,  automatically without having to elect it. The Corporation 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  losses  due to  unauthorized  or  fraudulent
telephone  instructions.  The  Corporation  will not be liable for  acting  upon
instructions  communicated  by  telephone  that  it  reasonably  believes  to be
genuine.  The  Corporation  and the  Transfer  Agent each  reserves the right to
suspend or  terminate  the  privilege of  exchanging  by telephone or fax at any
time.

         The Scudder funds into which  investors may make an exchange are listed
under  "THE  SCUDDER  FAMILY  OF  FUNDS"  herein.  Before  making  an  exchange,
shareholders should obtain from Scudder Investor Services,  Inc. a prospectus of
the Scudder fund into which the exchange is being contemplated.

         Scudder  retirement  plans may have  different  exchange  requirements.
Please refer to appropriate plan literature.

Redemption by Telephone

         Shareholders currently receive the right automatically,  without having
to elect it, to redeem up to  $50,000 to their  address of record.  Shareholders
may also  request by  telephone  to have the  proceeds  mailed or wired to their
predesignated  bank  account.  In order to  request  redemptions  by  telephone,
shareholders  must  have  completed  and  returned  to the  Transfer  Agent  the
application, including the designation of a bank account to which the redemption
proceeds are to be sent.

         (a)      NEW INVESTORS wishing to establish  telephone  redemption to a
                  predesignated  bank  account  must  complete  the  appropriate
                  section on the application.

         (b)      EXISTING  SHAREHOLDERS  (except  those  who are  Scudder  IRA,
                  Scudder Pension and Profit-Sharing, Scudder 401(k) and Scudder
                  403(b) Planholders) 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  return  a  Telephone  Redemption  Option  Form
                  (available  upon  request)  or send a letter  identifying  the
                  account and  specifying  the exact  information to be changed.
                  The letter must be signed exactly as the shareholder's name(s)
                  appears on the account. A signature and a signature  guarantee
                  are  required  for each  person in whose  name the  account is
                  registered.

         Telephone   redemption  is  not   available   with  respect  to  shares
represented by share certificates or shares held in certain retirement accounts.

         If a request for redemption to a shareholder's  bank account is made by
telephone  or fax,  payment  will be by  Federal  Reserve  bank wire to the bank
account  designated  on the  application,  unless  a  request  is made  that the
redemption  check be mailed to the designated  bank account.  There will be a $5
charge for all wire redemptions.

                                       34
<PAGE>

         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  Corporation  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
losses due to unauthorized or fraudulent telephone instructions. The Corporation
will not be liable for acting upon  instructions  communicated by telephone that
it reasonably believes to be genuine.

         Redemption requests by telephone (technically a repurchase by agreement
between a Fund and the  shareholder)  of shares  purchased  by check will not be
accepted  until  the  purchase  check  has  cleared  which  may take up to seven
business days.

Redemption by Mail or Fax

         In order to ensure proper  authorization  before redeeming shares,  the
Transfer Agent 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.

         It is suggested that  shareholders  holding shares  registered in other
than individual  names contact the Transfer Agent prior to redemptions to ensure
that all necessary documents accompany the request.  When shares are held in the
name of a corporation,  trust,  fiduciary  agent,  attorney 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 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  business  days after  receipt by the  Transfer  Agent of a
request for redemption that complies with the above requirements. Delays of more
than seven days of payment for shares  tendered for repurchase or redemption may
result, but only until the purchase check has cleared.

         The  requirements  for IRA redemptions are different from those regular
accounts. For more information call 1-800-225-5163.

Redemption-in-Kind

         The Corporation reserves the right, 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  Corporation  and valued as they are for  purposes of computing a 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 Corporation has elected,  however,  to be governed by Rule 18f-1 under
the 1940 Act as a result of which the Corporation 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 the  relevant  Fund at
the beginning of the period.

Other Information

         Clients,  officers  or  employees  of the  Adviser or of an  affiliated
organization,  and members of such clients',  officers' or employees'  immediate
families,  banks and members of the NASD may direct  repurchase  requests to the
Corporation through Scudder Investor Services,  Inc. at Two International Place,
Boston,  Massachusetts  02110-4103 by letter, fax, TWX, or telephone. A two-part
confirmation  will be  mailed  out  promptly  after  receipt  of the  redemption
request. A written request in good order as described above and any certificates
with proper signature  guarantee,  as described in each Fund's  prospectus under
"Transaction  information--Redeeming  shares--Signature  guarantees,"  should be
sent  with a copy of the  invoice  to  Scudder  Service  Corporation,  Confirmed
Processing  Department,  Two International Place,  Boston,  Massachusetts 02110.
Failure to deliver  shares or required  documents  (see above) by the settlement


                                       35
<PAGE>

date may  result  in  cancellation  of the  trade  and the  shareholder  will be
responsible  for any loss  incurred by a Fund or the  principal  underwriter  by
reason of such cancellation.  The Corporation shall have the authority, as agent
of the  shareholder,  to redeem shares in the account to reimburse a Fund or the
principal  underwriter  for the loss incurred.  Net losses on such  transactions
which are not recovered from the  shareholder  will be absorbed by the principal
underwriter.  Any net gains so resulting  will accrue to a Fund. For this group,
repurchases  will be carried out at the net asset value next computed after such
repurchase  requests  have been  received.  The  arrangements  described in this
paragraph for repurchasing  shares are  discretionary and may be discontinued at
any time.

         If a  shareholder  redeems all shares in the account,  the  shareholder
will  receive,  in addition to the net asset value  thereof,  all  declared  but
unpaid  dividends  thereon.  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 Corporation  does not impose a redemption
or repurchase  charge  although wire charges may be  applicable  for  redemption
proceeds wired to an investor's bank account. Redemption of shares, including an
exchange into another series of the  Corporation  or into another  Scudder fund,
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  Special  Plan  Accounts
should  contact  the  employer,  directors  or  custodian  of the  Plan  for the
requirements.

         The  determination  of net asset value may be  suspended at times and a
shareholder's  right to redeem  shares  and  receive  payment  therefore  may be
suspended at times (a) during which the Exchange is closed, other than customary
weekend  and  holiday  closings,  (b) during  which  trading on the  Exchange is
restricted,  (c) during which an emergency  exists as a result of which disposal
by the Corporation of securities owned by it is not reasonably practicable or it
is not reasonably  practicable for the Corporation fairly to determine the value
of its net assets, or (d) during which a governmental  body having  jurisdiction
over the Corporation may by order permit such a suspension for the protection of
the Corporation's  shareholders;  provided that applicable rules and regulations
of the SEC (or any succeeding governmental authority) shall govern as to whether
the conditions prescribed in (b), (c) or (d) exist.

         If transactions  at any time reduce a shareholder's  account balance to
below $1,000 in value, the Corporation may notify the shareholder  that,  unless
the  account  balance is brought up to at least  $1,000,  the  Corporation  will
redeem  all  shares in the Fund and  close the  account  by  sending  redemption
proceeds to the shareholder. The shareholder has sixty days to bring the account
balance up to $1,000 before any action will be taken by the  Corporation.  (This
policy  applies to accounts of new  shareholders,  but does not apply to certain
Special Plan  Accounts.)  The Directors have the authority to change the minimum
account size.

                   FEATURES AND SERVICES OFFERED BY THE FUNDS

            (See "Shareholder benefits" in the Funds' prospectuses.)

The Pure No-Load(TM) Concept

         Investors  are  encouraged  to be aware of the  full  ramifications  of
mutual fund fee structures,  and of how Scudder distinguishes its funds from the
vast  majority of mutual  funds  available  today.  The primary  distinction  is
between load and no-load funds.

         Load funds  generally are defined as mutual funds that charge a fee for
the sale and  distribution  of fund  shares.  There  are  three  types of loads:
front-end  loads,  back-end loads,  and asset-based  12b-1 fees.  12b-1 fees are
distribution-related  fees charged  against  fund assets and are  distinct  from
service fees,  which are charged for personal  services  and/or  maintenance  of
shareholder  accounts.  Asset-based sales charges and service fees are typically
paid pursuant to distribution plans adopted under 12b-1 under the 1940 Act.

         A front-end  load is a sales  charge,  which can be as high as 8.50% of
the amount  invested.  A back-end  load is a contingent  deferred  sales charge,
which can be as high as 8.50% of either the amount  invested  or  redeemed.  The
maximum  front-end or back-end  load  varies,  and depends upon whether or not a
fund also charges a 12b-1 fee and/or a service fee or offers  investors  various
sales-related services such as dividend  reinvestment.  The maximum charge for a


                                       36
<PAGE>

12b-1 fee is 0.75% of a fund's average annual net assets, and the maximum charge
for a service fee is 0.25% of a fund's average annual net assets.

         A no-load  fund does not charge a front-end or back-end  load,  but can
charge a small  12b-1 fee and/or  service  fee against  fund  assets.  Under the
National Association of Securities Dealers Rules of Fair Practice, a mutual fund
can call itself a "no-load"  fund only if the 12b-1 fee and/or  service fee does
not exceed 0.25% of a fund's average annual net assets.

         Because  Scudder  funds do not pay any  asset-based  sales  charges  or
service fees,  Scudder  developed and trademarked the phrase pure no-load(TM) to
distinguish Scudder funds from other no-load mutual funds. Scudder pioneered the
no-load  concept when it created the nation's  first  no-load fund in 1928,  and
later developed the nation's first family of no-load mutual funds.

         The  following  chart  shows  the  potential   long-term  advantage  of
investing  $10,000 in a Scudder pure no-load fund over investing the same amount
in a load fund that collects an 8.50%  front-end load, a load fund that collects
only a 0.75% 12b-1 and/or  service fee, and a no-load fund charging only a 0.25%
12b-1 and/or service fee. The  hypothetical  figures in the chart show the value
of an  account  assuming  a constant  10% rate of return  over the time  periods
indicated and reinvestment of dividends and distributions.


<TABLE>
<CAPTION>
                                Scudder                                  Load Fund with 0.75%     No-Load Fund with
         YEARS            Pure No-Load(TM)Fund       8.50% Load Fund         12b-1 Fee             0.25% 12b-1 Fee 
         -----            --------------------       ---------------         ---------             --------------- 
          <S>                   <C>                    <C>                    <C>                    <C>    
          10                    $25,937                $23,733                $24,222                $25,354

          15                     41,772                 38,222                 37,698                 40,371

          20                     67,275                 61,557                 58,672                 64,282
</TABLE>


         Investors  are  encouraged  to review  the fee  tables on page 2 of the
Fund's  prospectus  for  more  specific  information  about  the  rates at which
management fees and other expenses are assessed.

Distribution Plans

         Investors have freedom to choose whether to receive cash or to reinvest
any dividends from net investment income or distributions  from realized capital
gains in additional  shares of the same Fund. A change of  instructions  for the
method of payment  must be  received  by the  Transfer  Agent at least five days
prior to a dividend record date.  However,  shareholders  authorizing  telephone
transactions may change their dividend option by calling 1-800-225-5163.

         Reinvestment is usually made at the closing net asset value  determined
on the business day  following  the record date.  Investors  may leave  standing
instructions  with the  Transfer  Agent  designating  their  option  for  either
reinvestment  or cash  distribution  of any income  dividends  or capital  gains
distributions.  If no  election is made,  dividends  and  distributions  will be
invested in additional shares of the relevant Fund.

         Investors  may also  have  dividends  and  distributions  automatically
deposited   to   their    predesignated    bank   account   through    Scudder's
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 gains distributions automatically deposited to their personal
bank  account  usually  within  three  business  days  after  the Fund  pays its


                                       37
<PAGE>

distribution.  A  DistributionsDirect  request  form can be  obtained by calling
1-800-225-5163.  Confirmation  statements  will be  mailed  to  shareholders  as
notification that distributions have been deposited.

         Investors  choosing to  participate in Scudder's  Automatic  Withdrawal
Plan must  reinvest any dividends or capital  gains.  For most  retirement  plan
accounts, the reinvestment of dividends and capital gains is also required.

Diversification

         Your  investment in Global Small Company Fund represents an interest in
a large, diversified portfolio of carefully selected securities. Diversification
may protect you against the possible risks of  concentrating in fewer securities
or in a specific market section.

Scudder Funds Centers

         Investors  may  visit any of the Fund  Centers  maintained  by  Scudder
Investor  Services,  Inc.  listed in each  Fund's  prospectus.  The  Centers are
designed to provide individuals with services during any business day. Investors
may pick up literature or find assistance with opening an account, adding monies
or special options to existing  accounts,  making  exchanges  within the Scudder
Family of Funds, redeeming shares or opening retirement plans. Checks should not
be mailed to the  Centers  but  should be mailed to "The  Scudder  Funds" at the
address listed under "How to contact Scudder" in each Fund's prospectus.

Reports to Shareholders

         The Corporation issues to each Fund's shareholders unaudited semiannual
and  audited  financial  statements,  including a list of  investments  held and
statements of assets and  liabilities,  statements of operations,  statements of
changes in net assets and supplementary information.

Transaction Summaries

         Annual summaries of all transactions in each Fund account are available
to shareholders. The summaries may be obtained by calling 1-800-225-5163.

                           THE SCUDDER FAMILY OF FUNDS

       (See "Investment products and services" in the Fund's prospectus.)

         The Scudder  Family of Funds is America's  first family of mutual funds
and the nation's oldest family of no-load mutual funds.  To assist  investors in
choosing a Scudder fund,  descriptions of the Scudder funds' objectives  follow.
Initial  purchases  in each  Scudder fund must be at least $1,000 or $500 in the
case of IRAs. Subsequent purchases must be for $100 or more. Minimum investments
for special plan accounts may be lower.

MONEY MARKET

         Scudder Cash Investment  Trust ("SCIT") seeks to maintain the stability
         of capital,  and  consistent  therewith,  to maintain the  liquidity of
         capital  and  to  provide  current  income  through   investment  in  a
         supervised  portfolio of short-term  debt  securities.  SCIT intends to
         seek to  maintain  a  constant  net  asset  value of $1.00  per  share,
         although in certain circumstances this may not be possible.

         Scudder U.S. Treasury Money Fund seeks to provide safety, liquidity and
         stability of capital and consistent therewith to provide current income
         through  investment in a supervised  portfolio of U.S.  Government  and
         U.S. Government guaranteed obligations with maturities of not more than
         762 calendar  days. The Fund intends to seek to maintain a constant net
         asset value of $1.00 per share,  although in certain circumstances this
         may not be possible.

                                       38
<PAGE>

INCOME

         Scudder  Emerging  Markets  Income Fund seeks to provide  high  current
         income  and,   secondarily,   long-term  capital  appreciation  through
         investments  primarily  in  high-yielding  debt  securities  issued  in
         emerging markets.

   
         Scudder Global Bond Fund seeks to provide total return with an emphasis
         on current  income  from a portfolio  of  high-grade  intermediate  and
         long-term bonds denominated in foreign currencies and the U.S. dollar.
         Capital appreciation is a secondary objective.
    

         Scudder GNMA Fund seeks to provide  investors  with high current income
         from a portfolio of high-quality GNMA securities.

         Scudder  Income  Fund seeks to earn a high  level of income  consistent
         with the prudent  investment of capital  through a flexible  investment
         program emphasizing high-grade bonds.

         Scudder  International  Bond  Fund  seeks  to  provide  income  from  a
         portfolio of high-grade bonds denominated in foreign  currencies.  As a
         secondary objective, the Fund seeks protection and possible enhancement
         of  principal  value by  actively  managing  currency,  bond market and
         maturity exposure and by security selection.

         Scudder  Short Term Bond Fund seeks to provide a higher and more stable
         level of income than is normally provided by money market  investments,
         and more price stability than investments in intermediate-and long-term
         bonds.

       

         Scudder  Zero Coupon  2000 Fund seeks to provide as high an  investment
         return over a selected period as is consistent with the minimization of
         reinvestment  risks  through  investments   primarily  in  zero  coupon
         securities.

TAX FREE MONEY MARKET

         Scudder Tax Free Money Fund ("STFMF") is designed to provide  investors
         with  income  exempt  from  regular  federal  income tax while  seeking
         stability  of  principal.  STFMF seeks to maintain a constant net asset
         value of $1.00 per share,  although in certain  circumstances  this may
         not be possible.

         Scudder  California  Tax  Free  Money  Fund*  is  designed  to  provide
         California  taxpayers  income exempt from California  state and regular
         federal  income  taxes,   and  seeks   stability  of  capital  and  the
         maintenance of a constant net asset value of $1.00 per share,  although
         in certain circumstances this may not be possible.

         Scudder  New York Tax Free Money  Fund* is designed to provide New York
         taxpayers  income exempt from New York state, New York City and regular
         federal  income  taxes,   and  seeks   stability  of  capital  and  the
         maintenance of a constant net asset value of $1.00 per share,  although
         in certain circumstances this may not be possible.

TAX FREE

         Scudder  High Yield Tax Free Fund seeks to provide high income which is
         exempt from regular federal income tax by investing in investment-grade
         municipal securities.

         Scudder  Limited Term Tax Free Fund seeks to provide as high a level of
         income exempt from regular  federal income tax as is consistent  with a
         high degree of principal stability.

- --------------------
*        These funds are not available for sale in all states.  For information,
         contact Scudder Investor Services, Inc.

                                       39
<PAGE>

         Scudder Managed Municipal Bonds seeks to provide income which is exempt
         from  regular  federal  income tax  primarily  through  investments  in
         long-term municipal securities with an emphasis on high quality.

         Scudder  Medium  Term Tax Free Fund  seeks to  provide a high  level of
         income free from regular  federal  income taxes and to limit  principal
         fluctuation  by  investing  in  high-grade   municipal   securities  of
         intermediate maturities.

         Scudder  California  Tax Free Fund* seeks to provide income exempt from
         both   California   and  regular   federal  income  taxes  through  the
         professional  and  efficient  management  of a portfolio  consisting of
         California state, municipal and local government obligations.

         Scudder  Massachusetts  Limited Term Tax Free Fund* seeks to provide as
         high a level of income exempt from  Massachusetts  personal and regular
         federal  income tax as is  consistent  with a high degree of  principal
         stability.

         Scudder  Massachusetts  Tax Free Fund* seeks to provide  income  exempt
         from both  Massachusetts  and regular  federal income taxes through the
         professional  and  efficient  management  of a portfolio  consisting of
         Massachusetts state, municipal and local government obligations.

         Scudder New York Tax Free Fund* seeks to provide income exempt from New
         York state,  New York City and regular federal income taxes through the
         professional  and  efficient  management  of a portfolio  consisting of
         investments  in  New  York  state,   municipal  and  local   government
         obligations.

         Scudder  Ohio Tax Free Fund* seeks to provide  income  exempt from both
         Ohio and regular  federal  income taxes  through the  professional  and
         efficient management of a portfolio consisting of Ohio state, municipal
         and local government obligations.

         Scudder Pennsylvania Tax Free Fund* seeks to provide income exempt from
         both  Pennsylvania and regular federal income taxes through a portfolio
         consisting  of  Pennsylvania  state,  municipal  and  local  government
         obligations.

GROWTH AND INCOME

         Scudder  Balanced Fund seeks to provide a balance of growth and income,
         as  well as  long-term  preservation  of  capital,  from a  diversified
         portfolio of equity and fixed income securities.

         Scudder  Growth and Income  Fund seeks to provide  long-term  growth of
         capital,  current  income,  and  growth of income  through a  portfolio
         invested  primarily  in common  stocks and  convertible  securities  by
         companies  which offer the prospect of growth of earnings  while paying
         current dividends.

GROWTH

         Scudder  Capital  Growth  Fund seeks to  maximize  long-term  growth of
         capital  through a broad and flexible  investment  program  emphasizing
         common stocks.

         Scudder  Development Fund seeks to achieve  long-term growth of capital
         primarily  through  investments in marketable  securities,  principally
         common stocks,  of relatively small or little-known  companies which in
         the opinion of  management  have  promise of  expanding  their size and
         profitability  or of gaining  increased  market  recognition  for their
         securities, or both.

         Scudder Global Fund seeks long-term growth of capital primarily through
         a diversified  portfolio of marketable equity securities  selected on a
         worldwide basis. It may also invest in debt securities of U.S.
         and foreign issuers. Income is an incidental consideration.

- --------------------
*        These funds are not available for sale in all states.  For information,
         contact Scudder Investor Services, Inc.

                                       40
<PAGE>

         Scudder   Global  Small  Company  Fund  seeks   above-average   capital
         appreciation  over the long term by  investing  primarily in the equity
         securities of small companies located throughout the world.

         Scudder Gold Fund seeks maximum  return  (principal  change and income)
         consistent  with  investing  in  a  portfolio  of  gold-related  equity
         securities and gold.

         Scudder  Greater Europe Growth Fund seeks  long-term  growth of capital
         through  investments  primarily  in the equity  securities  of European
         companies.

         Scudder  International  Fund seeks long-term  growth of capital through
         investment  principally in a diversified portfolio of marketable equity
         securities  selected  primarily  to permit  participation  in  non-U.S.
         companies and economies with  prospects for growth.  It also invests in
         fixed-income  securities of foreign  governments and companies,  with a
         view toward total investment return.

         Scudder  Latin  America  Fund  seeks  to  provide   long-term   capital
         appreciation  through  investment  primarily in the securities of Latin
         American issuers.

         Scudder Pacific  Opportunities  Fund seeks long-term  growth of capital
         through investment  primarily in the equity securities of Pacific Basin
         companies, excluding Japan.

         Scudder  Quality  Growth  Fund  seeks to  provide  long-term  growth of
         capital  through  investment  primarily  in the  equity  securities  of
         seasoned, financially strong U.S. growth companies.

   
         Scudder  Small  Company  Value Fund  invests  for  long-term  growth of
         capital by seeking out undervalued stocks of small U.S. Companies.
    

         Scudder Value Fund seeks long-term growth of capital through investment
         in undervalued equity securities.

         The Japan Fund, Inc. seeks capital  appreciation  through investment in
         Japanese securities, primarily in common stocks of Japanese companies.


         The net asset  values of most  Scudder  Funds can be found daily in the
"Mutual Funds" section of The Wall Street Journal under "Scudder  Funds," and in
other leading newspapers  throughout the country.  Investors will notice the net
asset value and offering  price are the same,  reflecting the fact that no sales
commission or "load" is charged on the sale of shares of the Scudder Funds.  The
latest seven-day yields for the money-market funds can be found every Monday and
Thursday in the  "Money-Market  Funds" section of The Wall Street Journal.  This
information  also may be obtained by calling the Scudder  Automated  Information
Line (SAIL) at 1-800-343-2890.

         The Scudder  Family of Funds  offers many  conveniences  and  services,
including:  active  professional  investment  management;  broad and diversified
investment  portfolios;  pure no-load funds with no  commissions  to purchase or
redeem  shares or Rule 12b-1  distribution  fees;  individual  attention  from a
Scudder  Service  Representative;  easy  telephone  exchanges into Scudder money
market, tax free, income, and growth funds; shares redeemable at net asset value
at any time.

                              SPECIAL PLAN ACCOUNTS

         (See "Scudder tax-advantaged retirement plans", "Purchases--By
          Automatic Investment Plan" and "Exchanges and redemptions--By
              Automatic Withdrawal Plan" in the Fund's prospectus.)

         Detailed  information  on any Scudder  investment  plan,  including the
applicable  charges,   minimum  investment  requirements  and  disclosures  made
pursuant to Internal Revenue Service (the "IRS")  requirements,  may be obtained
by contacting Scudder Investor Services,  Inc., Two International Place, Boston,
Massachusetts  02110-4103  or  by  calling  toll  free,  1-800-225-2470.  It  is
advisable  for an  investor  considering  the  funding of the  investment  plans


                                       41
<PAGE>

described  below to consult with an attorney or other  investment or tax adviser
with respect to the suitability requirements and tax aspects thereof.

         Shares  of the Fund may also be a  permitted  investment  under  profit
sharing  and  pension  plans and IRA's  other than  those  offered by the Fund's
distributor depending on the provisions of the relevant plan or IRA.

         None of the plans  assures a profit or  guarantees  protection  against
depreciation, especially in declining markets.

Scudder Retirement Plans:  Profit-Sharing and Money Purchase
Pension Plans for Corporations and Self-Employed Individuals

         Shares of the Fund may be  purchased as the  investment  medium under a
plan in the form of a Scudder  Profit-Sharing  Plan  (including a version of the
Plan which  includes a  cash-or-deferred  feature) or a Scudder  Money  Purchase
Pension Plan (jointly referred to as the Scudder  Retirement Plans) adopted by a
corporation,  a self-employed individual or a group of self-employed individuals
(including  sole   proprietorships   and  partnerships),   or  other  qualifying
organization.  Each of these forms was approved by the IRS as a  prototype.  The
IRS's  approval  of an  employer's  plan under  Section  401(a) of the  Internal
Revenue Code will be greatly  facilitated if it is in such approved form.  Under
certain  circumstances,  the IRS will assume that a plan,  adopted in this form,
after special notice to any employees,  meets the requirements of Section 401(a)
of the Internal Revenue Code.

Scudder 401(k): Cash or Deferred Profit-Sharing Plan
for Corporations and Self-Employed Individuals

         Shares of each Fund may be purchased as the  investment  medium under a
plan  in  the  form  of a  Scudder  401(k)  Plan  adopted  by a  corporation,  a
self-employed individual or a group of self-employed individuals (including sole
proprietors and partnerships),  or other qualifying organization.  This plan has
been approved as a prototype by the IRS.

Scudder IRA:  Individual Retirement Account

         Shares of each Fund may be purchased as the  underlying  investment for
an Individual  Retirement Account which meets the requirements of Section 408(a)
of the Internal Revenue Code.

         A  single   individual   who  is  not  an  active   participant  in  an
employer-maintained  retirement  plan, a simplified  employee pension plan, or a
tax-deferred  annuity program (a "qualified plan"), and a married individual who
is not an active participant in a qualified plan and whose spouse is also not an
active  participant  in a qualified  plan,  are eligible to make tax  deductible
contributions  of up to  $2,000  to an IRA  prior  to the year  such  individual
attains age 70 1/2. In addition, certain individuals who are active participants
in qualified  plans (or who have spouses who are active  participants)  are also
eligible to make  tax-deductible  contributions to an IRA; the annual amount, if
any, of the  contribution  which such an  individual  will be eligible to deduct
will be determined by the amount of his, her, or their adjusted gross income for
the year. Whenever the adjusted gross income limitation  prohibits an individual
from   contributing   what  would   otherwise  be  the  maximum   tax-deductible
contribution he or she could make, the individual will be eligible to contribute
the difference to an IRA in the form of nondeductible contributions.

         An eligible  individual  may  contribute as much as $2,000 of qualified
income (earned income or, under certain  circumstances,  alimony) to an IRA each
year (up to $2,250 for  married  couples  if one spouse has earned  income of no
more than $250).  All income and capital gains derived from IRA  investments are
reinvested  and  compound  tax-deferred  until  distributed.  Such  tax-deferred
compounding can lead to substantial retirement savings.

         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.)

                                       42
<PAGE>

<TABLE>
<CAPTION>
                                           Value of IRA at Age 65
                               Assuming $2,000 Deductible Annual Contribution

- -----------------------------------------------------------------------------------------------------------
         Starting                                        Annual Rate of Return                             
          Age of             ------------------------------------------------------------------------------
       Contributions                    5%                        10%                       15%
- -----------------------------------------------------------------------------------------------------------
            <S>                     <C>                        <C>                     <C>       
            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
</TABLE>

         This next table shows how much individuals  would accumulate in non-IRA
accounts  by age 65 if they start  with  $2,000 in pretax  earned  income at the
beginning of each year (which is $1,380 after taxes are paid),  assuming average
annual returns of 5, 10 and 15%. (At withdrawal,  a portion of the  accumulation
in this table will be taxable.)

<TABLE>
<CAPTION>
                                        Value of a Non-IRA Account at
                                 Age 65 Assuming $1,380 Annual Contributions
                               (post tax, $2,000 pretax) and a 31% Tax Bracket

- -----------------------------------------------------------------------------------------------------------
         Starting                                        Annual Rate of Return                             
          Age of             ------------------------------------------------------------------------------
       Contributions                    5%                        10%                       15%
- -----------------------------------------------------------------------------------------------------------
            <S>                     <C>                        <C>                     <C>       
            25                      $119,318                   $287,021                  $741,431
            35                        73,094                    136,868                   267,697
            45                        40,166                     59,821                    90,764
            55                        16,709                     20,286                    24,681
</TABLE>

Scudder 403(b) Plan

         Shares of each Fund may also be purchased as the underlying  investment
for tax sheltered annuity plans under the provisions of Section 403(b)(7) of the
Internal  Revenue  Code.  In  general,  employees  of  tax-exempt  organizations
described in Section  501(c)(3) of the Internal Revenue Code (such as hospitals,
churches,  religious,  scientific,  or literary  organizations  and  educational
institutions)  or a public school system are eligible to participate in a 403(b)
plan.

Automatic Withdrawal Plan

         Non-retirement  plan shareholders who currently own or purchase $10,000
or more of shares of a Fund may  establish an  Automatic  Withdrawal  Plan.  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,  percent  of account  value or  declining
balance. The 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. Requests for increases in withdrawal amounts or to change payee must
be submitted in writing, signed exactly as the account is registered and contain
signature  guarantee(s) as described under  "Transaction  information--Redeeming
shares--Signature  guarantees" in the Fund's prospectus.  Any such requests must
be received by the 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 Corporation or its agent on written  notice,  and
will be  terminated  when all  shares  of the Fund  under  the  Plan  have  been
liquidated  or upon  receipt  by the  Corporation  of  notice  of  death  of the
shareholder.

         An  Automatic  Withdrawal  Plan request form can be obtained by calling
1-800-225-5163.

                                       43
<PAGE>

Group or Salary Deduction Plan

         An  investor  may  join  a  Group  or  Salary   Deduction   Plan  where
satisfactory  arrangements have been made with Scudder Investor  Services,  Inc.
for forwarding regular  investments  through a single source. The minimum annual
investment  is $240  per  investor  which  may be made  in  monthly,  quarterly,
semiannual or annual payments.  The minimum monthly deposit per investor is $20.
Except for directors or custodian fees for certain  retirement plans, at present
there is no separate charge for  maintaining  group or salary  deduction  plans;
however,  the  Corporation  and its  agents  reserve  the right to  establish  a
maintenance  charge in the future  depending  on the  services  required  by the
investor.

         The Corporation  reserves the right, after notice has been given to the
shareholder,  to redeem and close a shareholder's  account in the event that the
shareholder ceases participating in the group plan prior to investment of $1,000
per  individual  or in the  event  of a  redemption  which  occurs  prior to the
accumulation  of that amount or which  reduces  the  account  value to less than
$1,000 and the account value is not increased to $1,000 within a reasonable time
after  notification.  An investor in a plan who has not purchased shares for six
months shall be presumed to have stopped making payments under the plan.

Automatic Investment Plan

         Shareholders may arrange to make periodic investments through automatic
deductions  from  checking  accounts  by  completing  the  appropriate  form and
providing the necessary  documentation  to establish  this service.  The minimum
investment is $50.

         The Automatic  Investment  Plan involves an investment  strategy called
dollar cost averaging.  Dollar cost averaging is a method of investing whereby a
specific dollar amount is invested at regular  intervals.  By investing the same
dollar amount each period, when shares are priced low the investor will purchase
more  shares  than when the share  price is  higher.  Over a period of time this
investment  approach may allow the  investor to reduce the average  price of the
shares purchased.  However, this investment approach does not assure a profit or
protect  against loss. This type of regular  investment  program may be suitable
for various  investment  goals such as, but not limited to, college  planning or
saving for a home.

Uniform Transfers/Gifts to Minors Act

         Grandparents, parents or other donors may set up custodian accounts for
minors.  The minimum  initial  investment  is $1,000  unless the donor agrees to
continue to make  regular  share  purchases  for the account  through  Scudder's
Automatic Investment Plan (AIP). In this case, the minimum initial investment is
$500.

         The Corporation  reserves the right, after notice has been given to the
shareholder and custodian,  to redeem and close a  shareholder's  account in the
event that regular investments to the account cease before the $1,000 minimum is
reached.

Scudder Trust Company

         Annual service fees are paid by each Fund to Scudder Trust Company,  an
affiliate of the Adviser,  for certain retirement plan accounts and are included
in the fees paid to the Transfer Agent.

                    DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS

            (See "Distribution and performance information--Dividends
          and capital gains distributions" in the Funds' prospectuses.)

         Each Fund intends to follow the practice of distributing  substantially
all of its  investment  company  taxable income which includes any excess of net
realized  short-term  capital gains over net realized  long-term capital losses.
Each Fund may follow  the  practice  of  distributing  the entire  excess of net
realized  long-term capital gains over net realized  short-term  capital losses.
However,  a Fund may  retain  all or part of such gain for  reinvestment,  after


                                       44
<PAGE>

paying the  related  federal  taxes for which  shareholders  may then be able to
claim a credit against their federal tax liability. (See "TAXES.")

         If a Fund  does not  distribute  the  amount  of  capital  gain  and/or
ordinary  income  required to be  distributed  by an excise tax provision of the
Internal  Revenue  Code,  the Fund  may be  subject  to that  excise  tax.  (See
"TAXES.")  In  certain  circumstances,  a Fund may  determine  that it is in the
interest of shareholders to distribute less than the required amount.

         Global  Small  Company Fund intends to  distribute  investment  company
taxable  income and any net realized  capital gains in December  each year.  Any
dividends  or capital  gains  distributions  declared  in  October,  November or
December  with a record  date in such a month  and  paid  during  the  following
January will be treated by  shareholders  for federal  income tax purposes as if
received on December 31 of the calendar year declared.  Additional distributions
may be made if necessary.

   
         Global  Bond Fund  intends  to  declare  daily and  distribute  monthly
substantially  all of its net investment  income  resulting from Fund investment
activity.  Distributions, if any, of net realized capital gains will normally be
made in December.  Distributions of certain realized gains or losses on the sale
or retirement of securities  denominated in foreign currencies held by the Fund,
to the extent  attributable to fluctuations in currency  exchange rates, as well
as certain other gains or losses attributable to exchange rate fluctuations, are
treated as ordinary income or loss and will also normally be made in December.
    

         Emerging Markets Income Fund intends to distribute  investment  company
taxable  income  (exclusive  of net  short-term  capital  gains in excess of net
long-term  capital losses) quarterly in April,  July,  October and December each
year. Distributions of capital net income gains realized during each fiscal year
will be made  annually  in  December.  Additional  distributions  may be made if
necessary.

         All distributions will be made in shares of each 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.  Distributions  are taxable,  whether
made in shares or cash. (See "TAXES.")

                             PERFORMANCE INFORMATION

                (See "Distribution and performance information--
              Performance information" in the Funds' prospectuses.)

         From time to time,  quotations of a Fund's  performance may be included
in  advertisements,  sales  literature or reports to shareholders or prospective
investors. These performance figures are calculated in the following manner:

Average Annual Total Return

         Average  Annual Total  Return is the average  annual  compound  rate of
return for, where applicable, the periods of one year, five years, ten years (or
such shorter  periods as may be  applicable  dating from the  commencement  of a
Fund's  operations),  all  ended on the last day of a recent  calendar  quarter.
Average annual 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.  Average annual total return
is  calculated  by finding  the  average  annual  compound  rates of return of a
hypothetical investment,  over such periods,  according to the following formula
(average annual total return is then expressed as a percentage):

                                       45
<PAGE>

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

                        P       =   a hypothetical initial investment of $1,000
                        T       =   average annual total return
                        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.         

         Average Annual Total Return for periods ended October 31, 1994

                                                  One Year    Life of the Fund
                                                  --------    ----------------
         Global Small Company Fund                  2.80%        11.49%(1)
   
         Global Bond Fund*                         (0.25)%        5.79%(2)
    
         Emerging Markets Income Fund                --          -3.54%(3)

         (1) For the period beginning September 10, 1991.
         (2) For the period beginning March 1, 1991.
         (3) For the period beginning December 31, 1993.
   
         *   On  December  27,  1995,  the Fund  adopted  its  present  name and
             objectives. Prior to that date, the Fund was known as Scudder Short
             Term Global Income Fund and its objective was high current  income.
             Financial information for the periods ended October 31, 1994 should
             not be  considered  representative  of the  present  Fund under its
             current objectives.
    

Cumulative Total Return

         Cumulative  Total  Return  is  the  cumulative  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
cumulative  rates of a 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
                  Where:

                       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.

           Cumulative Total Return for periods ended October 31, 1994

                                                  One Year    Life of the Fund
                                                  --------    ----------------
Global Small Company Fund                           2.80%        40.67%(1)
   
Global Bond Fund*                                  (0.25)%       22.90%(2)
    
Emerging Markets Income Fund                         --          -3.54%(3)

         (1) For the period beginning September 10, 1991.
         (2) For the period beginning March 1, 1991.
         (3) For the period beginning December 31, 1993.
   
         *   On  December  27,  1995,  the Fund  adopted  its  present  name and
             objectives. Prior to that date, the Fund was known as Scudder Short
             Term Global Income Fund and its objective was high current  income.
    


                                       46
<PAGE>

   
             Financial information for the periods ended October 31, 1994 should
             not be  considered  representative  of the  present  Fund under its
             current objectives.
    

Total Return

         Total  return is the rate of return on an  investment  for a  specified
period of time calculated in the manner of cumulative total return.

Capital Change

         Capital  change  measures the return from  invested  capital  including
reinvested  capital  gains  distributions.  Capital  change does not include the
reinvestment of income dividends.

   
Yield of Global Bond Fund and Emerging Markets Income Fund
    

         A Fund's yield is the net annualized  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  amortization  of  market
                                    premium or accretion of market discount
                       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                      

                  Calculation  of the Fund's  yield  does not take into  account
                  "Section 988 Transactions." (See "TAXES.")

   
         The yield for the 30-day  period  ended  October 31, 1994 was 8.13% for
Global Bond Fund.  On December 27,  1995,  the Fund adopted its present name and
objectives.  Prior to that date, the Fund was known as Scudder Short Term Global
Income Fund and its objective was high current income. Financial information for
the periods ended October 31, 1994 should not be  considered  representative  of
the present Fund under its current objectives.
    

         The yield for the 30-day  period  ended  October 31, 1994 was 9.13% for
Emerging Markets Income Fund.

         Quotations of each Fund's performance are based on historical  earnings
and are not intended to indicate future  performance.  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.

Comparison of Portfolio Performance

         A comparison of the quoted non-standard performance offered for 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 effects 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.

         In  connection  with   communicating  its  performance  to  current  or
prospective  shareholders,  a  Fund  also  may  compare  these  figures  to  the
performance of unmanaged  indices which may assume  reinvestment of dividends or
interest  but  generally  do  not  reflect  deductions  for  administrative  and
management  costs.  Examples  include,  but are  not  limited  to the Dow  Jones
Industrial  Average,  the Consumer Price Index,  Standard & Poor's 500 Composite


                                       47
<PAGE>

Stock  Price  Index  (S&P  500),  the NASDAQ  OTC  Composite  Index,  the NASDAQ
Industrials Index, the Russell 2000 Index, and statistics published by the Small
Business Administration.

         Because some or all each Fund's  investments are denominated in foreign
currencies,  the  strength  or  weakness  of the U.S.  dollar as  against  these
currencies may account for part that Fund's investment  performance.  Historical
information  on the value of the dollar versus  foreign  currencies  may be used
from  time to time in  advertisements  concerning  the  Funds.  Such  historical
information  is not indicative of future  fluctuations  in the value of the U.S.
dollar  against  these  currencies.  In addition,  marketing  materials may cite
country and economic  statistics and historical stock market performance for any
of the  countries in which either Fund invests,  including,  but not limited to,
the following:  population  growth,  gross  domestic  product,  inflation  rate,
average stock market price-earnings ratios and the total value of stock markets.
Sources for such statistics may include official publications of various foreign
governments and exchanges.

         From time to time, in advertising  and marketing  literature,  a Fund's
performance  may be compared to the  performance of broad groups of mutual funds
with similar investment goals, as tracked by independent  organizations such as,
Investment  Company  Data,  Inc.  ("ICD"),   Lipper  Analytical  Services,  Inc.
("Lipper"), CDA Investment Technologies,  Inc. ("CDA"), Morningstar, Inc., Value
Line  Mutual  Fund  Survey  and  other  independent  organizations.  When  these
organizations'  tracking  results  are  used,  a Fund  will be  compared  to the
appropriate fund category, that is, by fund objective and portfolio holdings, or
to the  appropriate  volatility  grouping,  where  volatility  is a measure of a
fund's risk.  For instance,  a Scudder  growth fund will be compared to funds in
the growth fund category; a Scudder income fund will be compared to funds in the
income fund  category;  and so on. Scudder funds (except for money market funds)
may also be compared to funds with similar volatility, as measured statistically
by independent  organizations.  In addition,  a Fund's  performance  may also be
compared to the performance of broad groups of comparable mutual funds.  Indices
with which a Fund's performance may be compared include, but are not limited to,
the following:

                  The Europe/Australia/Far East (EAFE) Index
                  Morgan Stanley Capital International World Index
                  J.P. Morgan Global Traded Bond Index
                  Salomon Brothers World Government Bond Index
                  NASDAQ Composite Index
                  Wilshire 5000 Stock Index

         The following  graph  illustrates  the historical  risks and returns of
selected  indices which track the performance of various  combinations of United
States and  international  securities for the ten year period ended December 31,
1994;  results for other  periods may vary.  The graph uses ten year  annualized
international  returns  represented by the Morgan Stanley Capital  International
Europe,  Australia  and Far East  (EAFE)  Index and ten year  annualized  United
States  returns  represented  by the S&P 500  Index.  Risk  is  measured  by the
standard   deviation  in  overall  portfolio   performance  within  each  index.
Performance of an index is historical, and does not represent the performance of
a Fund, and is not a guarantee of future results.

                                       48
<PAGE>

X-Y CHART -       EFFICIENT FRONTIER
                  MSCI EAFE vs. S&P 500 (12/31/84-12/31/94)

CHART DATA:

          Standard                  Total                  
          Deviation                 Return                 
          ---------                 ------                 
          19.35                     17.55           100% Int'l MSCI EAFE
          18.13                     17.23           10 US/90 Int'l
          17.03                     16.91           20/80
          16.07                     16.59           30 U.S./70 Int'l
          15.29                     16.27           40/60
          14.7                      15.96           50 U.S./50Int'l
          14.34                     15.64           60/40
          14.21                     15.32           70 U.S./30 Int'l
          14.33                     15.00           80/20
          14.69                     14.68           90 U.S./10 Int'l
          15.27                     14.36           100% U.S. S&P 500

Source:  Lipper Analytical Services, Inc. (Data as of 12/31/94)

         From time to time,  in marketing and other Fund  literature,  Directors
and  officers  of the Funds,  the Funds'  portfolio  manager,  or members of the
portfolio  management  team may be depicted and quoted to give  prospective  and
current  shareholders  a better  sense of the outlook and  approach of those who
manage the Funds.  In addition,  the amount of assets that the Adviser has under
management  in  various  geographical  areas may be quoted  in  advertising  and
marketing materials.

         The Funds  may be  advertised  as an  investment  choice  in  Scudder's
college planning program. The description may contain illustrations of projected
future  college  costs  based on assumed  rates of  inflation  and  examples  of
hypothetical fund performance, calculated as described above.

         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.

         Marketing and other Fund  literature  may include a description  of the
potential  risks and rewards  associated  with an investment  in the Funds.  The
description  may include a  "risk/return  spectrum"  which compares the Funds to
other Scudder funds or broad categories of funds, such as money market,  bond or
equity funds,  in terms of potential  risks and returns.  Money market funds are
designed to maintain a constant $1.00 share price and have a fluctuating  yield.
Share  price,  yield and total return of a bond fund will  fluctuate.  The share
price and return of an equity fund also will fluctuate. The description may also
compare the Funds to bank  products,  such as  certificates  of deposit.  Unlike
mutual  funds,  certificates  of deposit  are insured up to $100,000 by the U.S.
government and offer a fixed rate of return.

         Because bank products  guarantee  the principal  value of an investment
and money  market funds seek  stability  of  principal,  these  investments  are
considered  to be less risky than  investments  in either bond or equity  funds,
which may involve the loss of principal.  However,  all  long-term  investments,
including investments in bank products,  may be subject to inflation risk, which
is the risk of erosion of the value of an investment  as prices  increase over a
long time period.  The  risks/returns  associated  with an investment in bond or
equity funds depend upon many factors. For bond funds these factors include, but
are not limited to, a fund's overall investment objective, the average portfolio
maturity,  credit quality of the securities  held, and interest rate  movements.


                                       49
<PAGE>

For equity funds,  factors include a fund's overall  investment  objective,  the
types of equity securities held and the financial position of the issuers of the
securities.  The  risks/returns  associated with an investment in  international
bond or equity funds also will depend upon currency exchange rate fluctuation.

         A risk/return  spectrum  generally will position the various investment
categories in the following order: bank products, money market funds, bond funds
and equity funds.  Shorter-term  bond funds  generally are considered less risky
and offer the potential for less return than longer-term bond funds. The same is
true of domestic bond funds relative to international bond funds, and bond funds
that purchase  higher  quality  securities  relative to bond funds that purchase
lower  quality  securities.   Growth  and  income  equity  funds  are  generally
considered  to be less risky and offer the potential for less return than growth
funds. In addition, international equity funds usually are considered more risky
than domestic equity funds but generally offer the potential for greater return.

         Risk/return  spectrums  also  may  depict  funds  that  invest  in both
domestic and foreign securities or a combination of bond and equity securities.

         Evaluation  of  Fund   performance   or  other   relevant   statistical
information  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 Fund  performance  information  and
articles about the Funds may include 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.

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.

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.

                                       50
<PAGE>

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.

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.

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

                                       51
<PAGE>

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  Woman,  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.

                            ORGANIZATION OF THE FUNDS

              (See "Fund organization" in the Funds' prospectuses.)

   
         Each Fund is a separate series of Scudder Global Fund, Inc., a Maryland
corporation  organized  on  May  15,  1986.  Scudder  Global  Fund  and  Scudder
International Bond Fund are the other series of the Corporation.  On December 6,
1995,  shareholders of Scudder Short Term Global Income Fund approved the change
in name and investment objective and policies.
    

         The authorized capital stock of the Corporation consists of 800 million
shares with $.01 par value,  100 million shares of which are allocated to Global
Small  Company  Fund,  300 million  shares of which are allocated to Global Bond
Fund and 100 million  shares of which are allocated to Emerging  Markets  Income
Fund. Each share of each series of the Corporation has equal voting rights as to
each  other  share  of that  series  as to  voting  for  Directors,  redemption,
dividends and liquidation.  Shareholders  have one vote for each share held. All
shares issued and outstanding are fully paid and  non-assessable,  transferable,
and redeemable at net asset value at the option of the shareholder.  Shares have
no pre-emptive or conversion rights.

         Shares of the Corporation  entitle their holders to one vote per share;
however,  separate  votes  are  taken by each  series on  matters  affecting  an
individual series. For example, a change in investment policy for a series would
be  voted  upon  only by  shareholders  of the  series  involved.  Additionally,
approval  of the  investment  advisory  agreement  is a matter to be  determined
separately  by each  series.  Approval  by the  shareholders  of one  series  is
effective as to that series  whether or not enough  votes are received  from the
shareholders  of the other  series to  approve  such  agreement  as to the other
series.

         The shares of the Corporation have non-cumulative  voting rights, which
means that the holders of more than 50% of the shares voting for the election of
Directors  can elect 100% of the Directors if they choose to do so, and, in such
event,  the holders of the remaining  less than 50% of the shares voting for the
election  of  Directors  will not be able to elect any  person or persons to the
Board of Directors.

         The  Directors,  in their  discretion,  may  authorize  the division of
shares of a series into different classes permitting shares of different classes
to be  distributed  by different  methods.  Although  shareholders  of different
classes of a series  would have an  interest  in the same  portfolio  of assets,
shareholders of any subsequently  created classes may bear different expenses in
connection  with  different  methods  of  distribution  of  their  classes.  The
Directors have no present intention of taking the action necessary to effect the
division of shares into separate classes (which under present  regulations would
require  the  Corporation  to obtain  an  exemptive  order of the  SEC),  nor of
changing the method of distribution of shares of a series.

         Maryland  corporate  law  provides  that a Director of the  Corporation
shall not be  liable  for  actions  taken in good  faith,  in a manner he or she
reasonably  believes to be in the best interests of the Corporation and with the
care  that an  ordinarily  prudent  person  in a like  position  would use under
similar  circumstances.  In so acting,  a Director  shall be fully  protected in
relying in good faith upon the records of the  Corporation and upon reports made
to the  Corporation  by  persons  selected  in good  faith by the  Directors  as
qualified to make such reports.

         The Articles of Amendment and Restatement provide that the Directors of
the Corporation, to the fullest extent permitted by Maryland General Corporation
Law and the 1940 Act shall not be liable to the Corporation or its  shareholders
for  damages.  As a result,  Directors  of the  Corporation  may be immune  from


                                       52
<PAGE>

liability in certain instances in which they could otherwise be held liable. The
Articles  and the  By-Laws  provide  that the  Corporation  will  indemnify  its
Directors,  officers,  employees  or agents  against  liabilities  and  expenses
incurred in connection with litigation in which they may be involved  because of
their offices with the Corporation to the fullest extent permitted by applicable
law.  Nothing in the Articles or the By-Laws protects or indemnifies a Director,
officer,  employee  or agent  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 or
her office.

         No series of the Corporation shall be liable for the obligations of any
other series.

                               INVESTMENT ADVISER

    (See "Fund organization--Investment adviser" in the Funds' prospectuses.)

         Scudder,  Stevens & Clark,  Inc., an investment  counsel firm,  acts as
investment  adviser  to  the  Funds.  This  organization  is  one  of  the  most
experienced  investment  management  firms in the U.S. 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,  Stevens & Clark introduced Scudder
International  Fund,  the first  mutual  fund  available  in the U.S.  investing
internationally in securities of issuers in several foreign countries.

   
         The  principal  source of the  Adviser's  income is  professional  fees
received from providing  continuous  investment  advice, and the firm derives no
income  from  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 Portfolio Trust,  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 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 Adviser also provides  investment  advisory  services to the mutual
funds  which  comprise  the  AARP  Investment  Program  from  Scudder.  The AARP
Investment  Program  from  Scudder has assets over $11 billion and  includes the
AARP Growth Trust,  AARP Income Trust,  AARP Tax Free Income Trust and AARP Cash
Investment Funds.

         The  Adviser  maintains a large  research  department,  which  conducts
continual studies of the factors that affect the position of various industries,
companies and individual securities.  In this work, the Adviser utilizes certain
reports and  statistics  from a wide variety of sources,  including  brokers and
dealers who may execute portfolio  transactions for each Fund and for clients of
the Adviser,  but conclusions are based primarily on investigations and critical
analyses by its own research specialists. The Adviser's international investment
management team travels the world, researching hundreds of companies.

         Certain  investments  may be appropriate  for a Fund and also for other
clients  advised by the Adviser.  Investment  decisions  for the Funds and 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 client or in different
amounts  and at  different  times for more  than one but less than all  clients.
Likewise,  a particular  security may be bought for one or more clients when one
or more other clients are selling the security. In addition,  purchases or sales
of the same  security may be made for two or more  clients on the same date.  In
such event,  such  transactions  will be allocated among the clients in a manner
believed by the Adviser 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.

                                       53
<PAGE>

         Purchase and sale orders for a Fund may be combined with those of other
clients of the  Adviser in the  interest of  achieving  the most  favorable  net
results for that Fund.

   
         The   Investment   Management   Agreements   with  the   Adviser   (the
"Agreements")  for Global  Small  Company  Fund,  Global Bond Fund and  Emerging
Markets Income Fund dated  September 3, 1991,  September 7, 1993 and October 13,
1993,  respectively,  were  approved by the  Directors  on September 7, 1994 for
Global Small Company Fund and Global Bond Fund, and for Emerging  Markets Income
Fund,  by the initial  shareholder  on December 29, 1993.  Each  Agreement  will
continue in effect  until  September  30, 1995 and from year to year  thereafter
only if its continuance is approved  annually by the vote of a majority of those
Directors  who are not parties to the  Agreement  or  interested  persons of the
Adviser or the  Corporation,  cast in person at a meeting called for the purpose
of voting  on such  approval,  and by vote  either  of the  Directors  or of the
outstanding  voting  securities of the  respective  Fund.  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.
    

         Under  each  Agreement,  the  Adviser  regularly  provides  a Fund with
continuing  investment  management for the Fund's portfolio  consistent with the
Fund's  investment  objective,  policies and  restrictions  and determines  what
securities  shall be purchased  for the  portfolio of the Fund,  what  portfolio
securities  shall be held or sold by the Fund,  and what  portion  of the Fund's
assets  shall  be held  uninvested,  subject  always  to the  provisions  of the
Corporation's  Articles of  Incorporation  and By-Laws,  of the 1940 Act and the
Internal Revenue Code of 1986 and to the Fund's investment objectives,  policies
and restrictions, as each may be amended, and subject, further, to such policies
and instructions as the Directors may from time to time establish.

         Under each Agreement,  the Adviser renders  significant  administrative
services  (not  otherwise  provided by third  parties)  necessary for the Fund's
operations  as an open-end  investment  company  including,  but not limited to,
preparing  reports and notices to the Directors and  shareholders;  supervising,
negotiating  contractual  arrangements with, and monitoring various  third-party
service  providers  to the Fund  (such as the  Fund's  transfer  agent,  pricing
agents,  custodian,  accountants and others);  preparing and making filings with
the SEC and other regulatory  agencies;  assisting in the preparation and filing
of the Fund's  federal,  state and local tax returns;  preparing  and filing the
Fund's federal excise tax returns;  assisting with investor and public relations
matters; monitoring the valuation of securities and the calculation of net asset
value;  monitoring  the  registration  of  shares of the Fund  under  applicable
federal and state securities  laws;  maintaining the Fund's books and records to
the extent not otherwise maintained by a third party;  assisting in establishing
accounting  policies of the Fund;  assisting in the resolution of accounting and
legal  issues;   establishing  and  monitoring  the  Fund's  operating   budget;
processing the payment of the Fund's bills; assisting the Fund in, and otherwise
arranging  for,  the  payment  of  distributions  and  dividends  and  otherwise
assisting the Fund in the conduct of its business,  subject to the direction and
control of the Directors.

   
         For these  services,  Global  Small  Company  Fund pays the  Adviser an
annual fee equal to 1.10% of the average  daily net assets of such Fund.  Global
Bond Fund pays the  Adviser an annual fee equal to 0.75 of 1.00% of the first $1
billion of  average  daily net assets of such Fund and 0.70 of 1.00% of such net
assets in excess of $1 billion.  Prior to  September  7, 1993,  Global Bond Fund
paid a fee equal to 0.75 of 1.00% of average daily net assets under an Agreement
dated March 17, 1992.  Emerging Markets Income Fund pays the Adviser a fee equal
to 1.00% of the Fund's  average  daily net assets.  The fee is payable  monthly,
provided  each Fund will make such  interim  payments as may be requested by the
Adviser not to exceed 75% of the amount of the fee then  accrued on the books of
the Fund and unpaid.  The Adviser has agreed,  with  respect to Global Bond Fund
and  Emerging  Markets  Income  Fund,  not to  impose  all or a  portion  of its
management fee and to maintain the  annualized  expenses of the Fund at not more
than 1.00% and  1.50%,  respectively,  of average  daily net assets of each Fund
until  February  29, 1996.  The Adviser  retains the ability to be repaid by the
Fund if expenses fall below the  specified  limit prior to the end of the fiscal
year. These expense limitation arrangements can decrease the Fund's expenses and
improve its performance.

         For the fiscal year ended  October  31,  1992,  with  respect to Global
Small Company Fund,  the Adviser did not impose a portion of its  management fee
amounting  to $419,993  and the  portion  imposed  amounted to $24,173.  For the
fiscal year ended October 31, 1993,  the Adviser did not impose a portion of its
management  fee  amounting  to  $494,930  and the  portion  imposed  amounted to
$573,589. For the fiscal year ended October 31, 1994, the Adviser did not impose
a portion of its  management  fee  amounting to $160,728 and the amount  imposed
amounted to $2,497,457. For the fiscal year ended October 31, 1992, with respect
to Global Bond Fund,  the Adviser did not impose a portion of its management fee
amounting to $1,693,384 and the portion imposed amounted to $3,787,344.  For the
    


                                       54
<PAGE>

fiscal year ended October 31, 1993,  the Adviser did not impose a portion of its
management  fee  amounting to  $1,221,474  and the portion  imposed  amounted to
$6,856,777.  For the fiscal  year ended  October 31,  1994,  the Adviser did not
impose a portion of its  management  fee amounting to $1,176,118 and the portion
imposed  amounted to  $4,625,076.  For the fiscal period ended October 31, 1994,
with  respect to  Emerging  Markets  Income  Fund,  the Adviser did not impose a
portion of its  management  fee  amounting to $364,316  and the portion  imposed
amounted to $130,294.

         The  Adviser  pays  the  compensation  and  expenses  except  those  of
attending  Board and committee  meetings  outside New York, New York and Boston,
Massachusetts  of  all  Directors,  officers  and  executive  employees  of  the
Corporation affiliated with the Adviser and makes available,  without expense to
either Fund, the services of such directors,  officers and employees as may duly
be elected  officers,  subject to their  individual  consent to serve and to any
limitations imposed by law, and provides the Funds' office space and facilities.

         Under  each  Agreement,  a Fund is  responsible  for  all of its  other
expenses  including:  organization  expenses;  fees  and  expenses  incurred  in
connection  with  membership  in  investment  company  organizations;   broker's
commissions;  legal,  auditing and accounting  expenses;  taxes and governmental
fees; the fees and expenses of the transfer  agent;  the cost of preparing share
certificates  and any other  expenses,  including  clerical  expenses  of issue,
redemption or repurchase of shares; the expenses of and the fees for registering
or  qualifying  securities  for sale;  the fees and  expenses of the  Directors,
officers and  employees  who are not  affiliated  with the Adviser;  the cost of
printing and distributing reports and notices to shareholders;  and the fees and
disbursements of custodians. A Fund may arrange to have third parties assume all
or part of the expenses of sale,  underwriting and distribution of shares of the
Fund. Each Fund 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  Directors  with respect  thereto.  The  custodian
agreement provides that the Custodian shall compute each Fund's net asset value.
Each Agreement  expressly provides that the Adviser shall not be required to pay
a pricing agent of a Fund for portfolio pricing services, if any.

         The Adviser has agreed in each Agreement to reimburse a Fund for annual
expenses to the extent required by the lowest expense limitations imposed by any
states in which the  Corporation  is at the time  offering  a Fund's  shares for
sale,  although no payments are  required to be made by the Adviser  pursuant to
this reimbursement provision in excess of the annual fee paid by the Fund to the
Adviser.  Management  has been  advised that the lowest of such  limitations  is
presently  2 1/2% of such  net  assets  up to $30  million,  2% of the  next $70
million  of such net  assets  and 1 1/2% of such net  assets  in  excess of that
amount.  Certain expenses such as brokerage  commissions,  taxes,  extraordinary
expenses and interest are excluded from such limitations, and other expenses may
be excluded from time to time. If reimbursement is required,  it will be made as
promptly as practicable after the end of the Fund's fiscal year. However, no fee
will be  imposed  by the  Adviser  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.

         Each  Agreement also provides that the  Corporation  and a Fund may use
any name  derived from the name  "Scudder,  Stevens & Clark" only as long as the
Agreement or any extension, renewal or amendment thereof remains in effect.

         In reviewing the terms of each  Agreement and in  discussions  with the
Adviser  concerning  such  Agreement,  the  Directors  who are  not  "interested
persons" of the Corporation have been represented by independent  counsel at the
relevant Fund's expense.

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

         Officers  and  employees  of the  Adviser  from  time to time  may have
transactions with various banks,  including the Funds' custodian bank. It is the
Adviser'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 Directors  may have  dealings with the Funds as
principals  in  the  purchase  or  sale  of  securities,  except  as  individual
subscribers or holders of shares of the Funds.

                                       55
<PAGE>

Personal Investments by Employees of the Adviser

     Employees  of  the  Adviser  are  permitted  to  make  personal  securities
transactions,  subject  to  requirements  and  restrictions  set  forth  in  the
Adviser'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.

<TABLE>
<CAPTION>
                                             DIRECTORS AND OFFICERS
                                                                                               Position with
                                                                                               Underwriter,
                                                                                               Scudder Investor
Name and Address                     Position with Fund         Principal Occupation**         Services, Inc.
- ----------------                     ------------------         ----------------------         --------------
<S>                                  <C>                        <C>                                 <C>
Edmond D. Villani++*#                Chairman of the Board      President and Managing              --
                                     and Director               Director of Scudder, Stevens
                                                                & Clark, Inc.

   
Nicholas Bratt++*#@                  President-Scudder Global   Managing Director of                --
                                     Bond Fund, Scudder         Scudder, Stevens & Clark,
                                     International Bond Fund,   Inc.
                                     Scudder Global Small
                                     Company Fund and Scudder
                                     Emerging Markets Income
                                     Fund; and Director
    

Daniel Pierce+*                      Vice President and         Chairman of the Board &        Vice President,
                                     Director                   Managing Director of           Assistant Treasurer and
                                                                Scudder, Stevens & Clark,      Director
                                                                Inc.

Paul Bancroft III                    Director                   Venture Capitalist and              --
1120 Cheston Lane                                               Consultant; Retired,
Queenstown, MD 21658                                            President, Chief Executive
                                                                Officer and Director,
                                                                Bessemer Securities
                                                                Corporation

   
Sheryle J. Bolton                    Director                   Consultant                          --
560 White Plains Road
Tarrytown, NY 10591
    

Thomas J. Devine                     Director                   Consultant                          --
641 Lexington Avenue
New York, NY 10022
</TABLE>

                                       56
<PAGE>

<TABLE>
<CAPTION>
                                                                                               Position with
                                                                                               Underwriter,
                                                                                               Scudder Investor
Name and Address                     Position with Fund         Principal Occupation**         Services, Inc.
- ----------------                     ------------------         ----------------------         --------------
<S>                                  <C>                        <C>                                 <C>
William H. Gleysteen, Jr.            Director                   President, The Japan                --
333 East 47th Street                                            Society, Inc. (1989 until
New York, NY 10017                                              present)

William H. Luers                     Director                   President, The Metropolitan         --
993 Fifth Avenue                                                Museum of Art (1986 until
New York, NY 10028                                              present)

   
Robert G. Stone, Jr.                 Honorary Director          Chairman of the Board &             --
405 Lexington Avenue, 39th Fl.                                  Director, Kirby Corporation
New York, NY 10174
    

Robert W. Lear                       Honorary Director          Executive-in-Residence              --
429 Silvermine Road                                             Columbia University Graduate
New Canaan, CT 06840                                            School of Business

   
Carol L. Franklin++                  Vice President-Scudder     Managing Director of                --
                                     Global Small Company Fund  Scudder, Stevens & Clark,
                                                                Inc.
    

   
Adam M. Greshin                      Vice President             Principal of Scudder,               --
                                                                Stevens & Clark, Inc.
    

Jerard K. Hartman++                  Vice President             Managing Director of                --
                                                                Scudder, Stevens & Clark,
                                                                Inc.

William E. Holzer++@                 President-Scudder Global   Managing Director of                --
                                     Fund                       Scudder, Stevens & Clark,
                                                                Inc.

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

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

Douglas M. Loudon++                  Vice President             Managing Director of           Senior Vice President
                                                                Scudder, Stevens & Clark,
                                                                Inc.

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

   
Pamela A. McGrath+                   Vice President and         Managing Director of                --
                                     Treasurer                  Scudder, Stevens &
                                                                Clark, Inc.
</TABLE>
    

                                       57
<PAGE>

<TABLE>
<CAPTION>
                                                                                               Position with
                                                                                               Underwriter,
                                                                                               Scudder Investor
Name and Address                     Position with Fund         Principal Occupation**         Services, Inc.
- ----------------                     ------------------         ----------------------         --------------
<S>                                  <C>                        <C>                                 <C>
Gerald J. Moran++                    Vice President             Principal of Scudder,               --
                                                                Stevens & Clark, Inc.

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

Juris Padegs++                       Vice President and         Managing Director of           Vice President and
                                     Assistant Secretary        Scudder, Stevens & Clark,      Director
                                                                Inc.

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

   
M. Isabel Saltzman                   Vice President             Principal of Scudder,               --
                                                                Stevens & Clark, Inc.
    

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

       

Coleen Downs Dinneen+                Assistant Secretary        Vice President of Scudder,     Assistant Clerk
                                                                Stevens & Clark, Inc.
<FN>
          *         Messrs.  Villani,  Bratt and  Pierce are  considered  by the
                    Corporation   and  its   counsel  to  be  persons   who  are
                    "interested  persons" of the  Adviser or of the  Corporation
                    (within the meaning of the 1940 Act).
          **        Unless otherwise stated, all the Directors and officers have
                    been  associated  with their  respective  companies for more
                    than five years, but not necessarily in the same capacity.
          #         Messrs. Villani and Bratt are members of the Executive Committee, which may exercise powers of the
                    Directors when they are not in session.
          @         The President of a series shall have the status of Vice President of the Corporation.
          +         Address:  Two International Place, Boston, Massachusetts 02110
          ++        Address:  345 Park Avenue, New York, New York 10154
</FN>
</TABLE>

         Certain accounts for which the Adviser acts as investment adviser owned
1,789,144 shares in the aggregate of Global Small Company Fund, or 11.83% of the
outstanding  shares on January  31,  1995.  The  Adviser may be deemed to be the
beneficial  owner of such shares of Global Small Company Fund, but disclaims any
beneficial ownership therein.

         Certain accounts for which the Adviser acts as investment adviser owned
886,553 shares in the aggregate of Emerging Markets Income Fund, or 9.69% of the
outstanding  shares on January  31,  1995.  The  Adviser may be deemed to be the
beneficial  owner of such shares of Emerging  Markets Income Fund, but disclaims
any beneficial ownership of them.

         As of  January  31,  1995,  2,858,156  in the  aggregate,  6.51% of the
outstanding  shares of Global Bond Fund, were held in the name of Charles Schwab
& Co., Inc.,  who may be deemed to be the  beneficial  owner of certain of these
shares, but disclaims any beneficial ownership therein.

                                       58
<PAGE>

         As of January 31, 1995, 943,578 shares in the aggregate,  10.31% of the
outstanding  shares of Emerging  Markets  Income Fund,  were held in the name of
Charles  Schwab & Co.,  Inc.,  who may be deemed to be the  beneficial  owner of
certain of these shares, but disclaims any beneficial ownership therein.

         As of January  31,  1995 all  Directors  and  officers as a group owned
beneficially  (as the term is  defined  in Section  13(d)  under the  Securities
Exchange  Act of 1934)  397,904  shares,  or 2.63% of the shares of Global Small
Company Fund outstanding on such date.

         As of January  31,  1995 all  Directors  and  Officers as a group owned
beneficially  (as the term is  defined  in Section  13(d)  under the  Securities
Exchange Act of 1934) less than 1% of the shares of Global Bond Fund outstanding
on such date.

         As of January 31, 1995, all the Directors and officers as a group owned
beneficially  (as the term is  defined  in Section  13(d)  under the  Securities
Exchange  Act  of  1934)  2% of the  shares  of  Emerging  Markets  Income  Fund
outstanding on such date.

   
         Except as stated above, to the best of the Corporation's  knowledge, as
of January 31, 1995,  no person owned  beneficially  more than 5% of each Fund's
outstanding shares.
    

         The  Directors  and officers of the  Corporation  also serve in similar
capacities with other Scudder Funds.

                                  REMUNERATION

   
         Several  of  the  officers  and  Directors  of the  Corporation  may be
officers or employees of the Adviser,  Scudder Investor Services,  Inc., Scudder
Service   Corporation  or  Scudder  Trust   Company,   from  whom  they  receive
compensation, as a result of which they may be deemed to participate in the fees
paid by each Fund.  The Funds pay no direct  remuneration  to any officer of the
Corporation.  However,  each of the  Directors  who is not  affiliated  with the
Adviser  receives from the  Corporation an annual  Director's fee of $4,000 plus
$400 for attending each Directors'  meeting,  audit committee meeting or meeting
held for the purpose of  considering  arrangements  between the  Corporation  on
behalf of a Fund and the  Adviser or any of its  affiliates.  Each  unaffiliated
Director also receives $150 per committee  meeting attended other than those set
forth  above.  For the fiscal  year ended  October  31,  1994,  Directors'  fees
amounted to $42,934 for Global Small Company Fund, $42,932 for Global Bond Fund.
For the fiscal period ended October 31, 1994,  such fees amounted to $40,174 for
Emerging  Markets  Income Fund.  The following  Compensation  Table  provides in
tabular form the following data:
    


Column (1) All Directors who receive compensation from the Corporation.

   
Column (2) Aggregate  compensation received by a Director from all series of the
Corporation - Scudder  Global Fund,  Inc.,  which is comprised of Scudder Global
Fund, Scudder  International Bond Fund, Scudder Global Bond Fund, Scudder Global
Small Company Fund and Scudder Emerging Markets Income Fund.
    

Columns (3) and (4)  Pension or  retirement  benefits  accrued or proposed to be
paid by the  Corporation.  Scudder Global Fund,  Inc. does not pay its Directors
such benefits.

   
Column (5) Total  compensation  received by a Director from Scudder Global Fund,
Scudder  International Bond Fund, Scudder Global Bond Fund, Scudder Global Small
Company  Fund and  Scudder  Emerging  Markets  Income  Fund,  plus  compensation
received  from all funds  managed by Scudder  for which a Director  serves.  The
total number of funds from which a Director  receives such  compensation is also
provided in column (5).
    

                                       59
<PAGE>

<TABLE>
<CAPTION>
                                                    Compensation Table
                                           for the year ended December 31, 1994

=========================================================================================================================
            (1)                           (2)                      (3)                 (4)                  (5)
                                                                Pension or                          Total Compensation     
                                                                Retirement                          From Scudder Global
                                                             Benefits Accrued   Estimated Annual    Fund, Inc. and Fund
      Name of Person,         Aggregate Compensation from    As Part of Fund      Benefits Upon       Complex Paid to  
         Position             Scudder Global Fund, Inc.*         Expenses          Retirement            Director      
=========================================================================================================================
<S>                                     <C>                      <C>                 <C>                 <C>
    Paul Bancroft III,                  $45,663                    N/A                 N/A               $ 120,238
         Director                                                                                       (14 funds)

     Thomas J. Devine,                  $45,663                    N/A                 N/A               $ 115,656
         Director                                                                                       (16 funds)

William H. Gleysteen, Jr.,              $45,313                   $3,804             $3,000              $ 110,213
         Director                                                                                       (12 funds)

     William H. Luers,                  $45,313                    N/A                 N/A               $ 83,713
         Director                                                                                       (10 funds)

   Robert G. Stone, Jr.,                $45,663                   $6,289             $6,000              $ 134,438
         Director                                                                                       (15 funds)

   
<FN>
*        Scudder Global Fund, Inc. consists of five Funds:  Scudder Global Fund, Scudder International Bond Fund,
Scudder Global Bond Fund, Scudder Global Small Company Fund and Scudder Emerging Markets Income Fund.
</FN>
    
</TABLE>

                                   DISTRIBUTOR

         The  Corporation has an  underwriting  agreement with Scudder  Investor
Services,  Inc. (the  "Distributor"),  a Massachusetts  corporation,  which is a
wholly-owned   subsidiary  of  Scudder,   Stevens  &  Clark,  Inc.,  a  Delaware
corporation.  The Corporation's  underwriting agreement dated July 24, 1986 will
remain in effect until  September 30, 1994 and from year to year thereafter only
if its  continuance  is  approved  annually  by a majority of the members of the
Directors  who are not parties to such  agreement or  interested  persons of any
such party and by vote  either of a majority of the  Directors  or a majority of
the outstanding voting securities of the Corporation. The underwriting agreement
was most recently approved by the Directors on September 8, 1994.

         Under  the  principal  underwriting   agreement,   the  Corporation  is
responsible  for:  the payment of all fees and expenses in  connection  with the
preparation and filing with the SEC of the Corporation's  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 Corporation as a broker/dealer  in various states as required;  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 each
Fund; 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; any of shareholder  toll-free  telephone charges and expenses of
shareholder  service  representatives;  the  cost  of  wiring  funds  for  share
purchases  and  redemptions  (unless paid by the  shareholder  who initiates the
transaction);  the cost of printing and postage of business reply envelopes; and
any of the  cost of  computer  terminals  used by both the  Corporation  and the
Distributor.

         The Distributor will pay for printing and distributing  prospectuses or
reports  prepared for its use in connection  with the offering of Fund shares to
the  public  and  preparing,  printing  and  mailing  any  other  literature  or
advertising  in  connection  with the  offering  of  shares  of each Fund 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,  any of the cost of  toll-free  telephone  service and expenses of service
representatives,  any of the cost of  computer  terminals,  and of any  activity
which is  primarily  intended  to  result  in the sale of  shares  issued by the
Corporation.

                                       60
<PAGE>

NOTE:    Although no Fund  currently has a 12b-1 Plan and  shareholder  approval
         would be required  in order to adopt one,  the  underwriting  agreement
         provides that each Fund will also pay those fees and expenses permitted
         to be paid or  assumed  by a Fund  pursuant  to a 12b-1  Plan,  if any,
         adopted  by  the  Fund,  notwithstanding  any  other  provision  to the
         contrary in the underwriting  agreement,  and the Fund 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 each Fund's  shares on a
continuous basis to investors in all states. The underwriting agreement provides
that the  Distributor  accepts  orders for shares at net asset value as no sales
commission or load is charged to the investor.  The Distributor has made no firm
commitment to acquire shares of the Corporation.

                                      TAXES

   (See "Distribution and performance information--Dividends and capital gains
          distributions" and "Transaction information--Tax information,
             Tax identification number" in the Funds' prospectuses.)

         Each of the Funds has elected to be treated as a  regulated  investment
company under Subchapter M of the Internal Revenue Code of 1986, as amended (the
"Code"),  and has  qualified as such since its  inception.  Each Fund intends to
continue  to qualify for such  treatment.  Such  qualification  does not involve
governmental supervision or management of investment practices or policy.

   
         As a regulated  investment company qualifying under Subchapter M of the
Code,  each Fund is required to distribute to its  shareholders  at least 90% of
its investment  company  taxable income  (including net short-term  capital gain
over net  long-term  capital  losses)  and  generally  is not subject to federal
income tax to the extent that it  distributes  annually its  investment  company
taxable income and net realized  capital gains in the manner  required under the
Code.  Global Small Company Fund,  Global Bond Fund and Emerging  Markets Income
Fund normally  intend to distribute  at least  annually all of their  respective
investment  company taxable income and net realized  capital gains and therefore
do not expect to pay federal income tax,  although in certain  circumstances the
Funds may  determine  that it is in the interest of  shareholders  to distribute
less than that amount.
    

         Each  Fund is  subject  to a 4%  nondeductible  excise  tax on  amounts
required  to be but not  distributed  under a  prescribed  formula.  The formula
requires  each Fund to  distribute  to  shareholders  during a calendar  year an
amount  equal to at least 98% of the Fund's  ordinary  income  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 during such year,  and all ordinary  income and capital gains
for prior years that were not previously distributed.

   
         Investment  company  taxable  income  generally   includes   dividends,
interest,  net  short-term  capital  gains in  excess of net  long-term  capital
losses,  and certain  foreign  currency gains, if any, less expenses and certain
foreign  currency  losses,  if any. Net realized capital gains for a fiscal year
are computed by taking into account any capital loss  carryforward  of the Fund.
As of  October  31,  1994,  Global  Bond Fund had a net tax basis  capital  loss
carryforward of approximately $747,000 which may be applied against any realized
net taxable  capital gains of each succeeding year until fully utilized or until
October 31, 2002, the expiration date, whichever occurs first.
    

         If any net realized  long-term  capital gains in excess of net realized
short-term  capital  losses are retained by a Fund for  reinvestment,  requiring
federal  income taxes to be paid thereon by the Fund,  the Fund intends to elect
to treat such capital gains as having been  distributed  to  shareholders.  As a
result,  each  shareholder  will report such capital gains as long-term  capital
gains,  will be able to claim a relative  share of federal  income taxes paid by
the  Fund  on such  gains  as a  credit  against  personal  federal  income  tax
liability,  and will be  entitled  to increase  the  adjusted  tax basis of Fund
shares by the  difference  between a pro rata share of such gains  owned and the
individual tax credit.  If a Fund makes this election,  it may not be treated as
having met the excise tax distribution requirement.

         Distributions  of  investment  company  taxable  income are  taxable to
shareholders as ordinary income.

         Dividends  from  domestic  corporations  are expected to comprise  some
portion of Global Small  Company  Fund's gross  income.  To the extent that such
dividends  constitute  any of  the  Fund's  gross  income,  any  of  the  income


                                       61
<PAGE>

distributions  of the Fund  may be  eligible  for the  deduction  for  dividends
received  by  corporations.  Shareholders  will be  informed  of the  portion of
dividends which so qualify. The  dividends-received  deduction is reduced to the
extent that either the Fund shares,  or the  underlying  shares of stock held by
the  Fund,  with  respect  to which  dividends  are  received,  are  treated  as
debt-financed  under federal  income tax law and is eliminated if the shares are
deemed to have been held by the  shareholders  or the Fund,  as the case may be,
for less than 46 days.

   
         Since no portion  of  Emerging  Markets  Income  Fund's or Global  Bond
Fund's   income  is  expected  to  be  comprised  of  dividends   from  domestic
corporations, none of the Fund's income distributions is expected to be eligible
for the deduction for dividends received by corporations.
    

         Distributions  of the excess of net  long-term  capital  gains over net
short-term  capital losses which a Fund designates as "capital gains  dividends"
are taxable to shareholders as long-term capital gains, regardless of the length
of  time  the  shares  of a Fund  have  been  held by  such  shareholders.  Such
distributions are not eligible for the  dividends-received  deduction.  Any loss
realized upon the  redemption  of shares held at the time of redemption  for six
months or less from the date of their  purchase  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 will be taxable as described above,  whether received 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 so received  equal to the net asset  value of a share on the  reinvestment
date.

         All distributions of investment company taxable income and net realized
capital gain,  whether  received in shares or in cash,  must be reported by each
shareholder on his or her federal income tax return. Dividends and capital gains
distributions  declared  in  October,   November  or  December  and  payable  to
shareholders  of record in such a month will be deemed to have been  received by
shareholders  on  December  31 if paid  during  January of the  following  year.
Redemptions of shares,  including  exchanges for shares of another Scudder fund,
may result in tax  consequences  (gain or loss) to the  shareholder and are also
subject to these reporting requirements.

         An individual  may make a deductible IRA  contribution  of up to $2,000
or, if less, the amount of the  individual's  earned income for any taxable year
only if (i) neither the individual nor his or her spouse (unless filing separate
returns) is an active participant in an employer's  retirement plan, or (ii) the
individual  (and his or her spouse,  if applicable) has an adjusted gross income
below a certain level  ($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;  $25,050 for a single  individual,  with a phase-out for adjusted gross
income  between  $25,050 and $35,000).  However,  an individual not permitted to
make  a  deductible  contribution  to an IRA  for  any  such  taxable  year  may
nonetheless  make  nondeductible  contributions  up to  $2,000  to an IRA (up to
$2,250 to IRAs for an  individual  and his or her  nonearning  spouse)  for that
year. There are special rules for determining how withdrawals are to be taxed if
an IRA  contains  both  deductible  and  nondeductible  amounts.  In general,  a
proportionate  amount  of  each  withdrawal  will  be  deemed  to be  made  from
nondeductible  contributions;  amounts  treated  as a  return  of  nondeductible
contributions will not be taxable.  Also, annual  contributions may be made to a
spousal IRA even if the spouse has earnings in a given year if the spouse elects
to be treated as having no  earnings  (for IRA  contribution  purposes)  for the
year.

         Distributions by a Fund result in a reduction in 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 would nevertheless 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 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  partial   return  of  capital  upon  the
distribution, which will nevertheless be taxable to them.

         Dividend and interest  income  received by a Fund from sources  outside
the U.S. may be subject to  withholding  and other taxes imposed by such foreign
jurisdictions. Tax conventions between certain countries and the U.S. may reduce
or eliminate these foreign taxes,  however,  and foreign countries  generally do
not  impose  taxes on  capital  gains  in  respect  of  investments  by  foreign
investors.

                                       62
<PAGE>

         Global  Small  Company  Fund  intends to  qualify  for and may make the
election  permitted  under  Section  853 of the  Code so that  shareholders  may
(subject to limitations) be able to claim a credit or deduction on their federal
income tax  returns  for,  and will be  required to treat as part of the amounts
distributed to them,  their pro rata portion of qualified taxes paid by the Fund
to foreign  countries (which taxes relate primarily to investment  income).  The
Fund may make an election under Section 853 of the Code, provided that more than
50% of the  value of the total  assets  of the Fund at the close of the  taxable
year  consists of  securities  in foreign  corporations.  The foreign tax credit
available to shareholders is subject to certain limitations imposed by the Code.

         If Global  Small  Company  Fund  invests  in stock of  certain  foreign
investment companies, the Fund may be subject to U.S. federal income taxation on
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 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 will allow  Global Small
Company  Fund to make an election to mark to market its shares of these  foreign
investment  companies in lieu of being taxed in the manner  described  above. At
the end of each  taxable  year to which  the  election  applies,  the Fund  will
include in its 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.  Distributions and gain on dispositions of such
stock will not be subject to a fund level tax to the extent  distributed  by the
Fund as a dividend to its  shareholders.  The Fund intends to make this election
if it is  determined  to  be  appropriate  and  in  the  best  interest  of  the
shareholders.

         Equity options  (including options on stock and options on narrow-based
stock   indices)   written  or  purchased  by  Global  Small  Company  Fund  and
over-the-counter  options on debt securities written or purchased by either 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 a Fund's  holding  period  for the  option  and in the case of an
exercise of the option on a Fund's holding period for the underlying  stock. 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 substantially  identical  security in a Fund's portfolio.  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 the Fund is  exercised  any
resulting  gain  or loss  is a  short-term  or  long-term  capital  gain or loss
depending 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  (including  foreign currency futures contracts)
entered into by a Fund,  certain forward  foreign  currency  contracts,  and all
listed  nonequity  options written or purchased by a Fund (including  options on
debt securities, options on futures contracts, options on securities indices and
options on  broad-based  stock  indices) will be governed by Section 1256 of the
Code.  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 loss, and on the last trading
day of a Fund's fiscal year,  all  outstanding  Section 1256  positions  will be
marked-to-market  (i.e.  treated as if such  positions  were closed out at their
closing price on such day),  with any resulting  gain or loss  recognized as 60%
long-term and 40% short-term capital gain or loss. Under certain  circumstances,
entry into a futures contract to sell a security 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 in a Fund's portfolio.
Under Section 988 of the Code,  discussed below,  foreign currency gains or loss
from foreign  currency  related forward  contracts,  certain futures and similar
financial  instruments  entered  into or  acquired  by a Fund will be treated as
ordinary income or loss.

         Subchapter  M requires  that a Fund realize less than 30% of its annual
gross income from the sale or other disposition of stock, securities and certain
options, futures and forward contracts held for less than three months. A Fund's


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<PAGE>

options,  futures  and forward  transactions  may  increase  the amount of gains
realized by the Fund that are subject to this 30% limitation.  Accordingly,  the
amount of such transactions that a Fund may undertake may be limited.

         Positions  of Global Small  Company 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 the Fund.

         Positions of a Fund which consist of at least one position not governed
by  Section  1256 and at least one  futures  contract  or  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 a 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 Global Small  Company  Fund  invests in certain high yield  original
issue discount  obligations  issued by  corporations,  any of the original issue
discount  accruing on the  obligation  may be  eligible  for the  deduction  for
dividends  received by  corporations.  In such event,  dividends  of  investment
company taxable income received from the Fund by its corporate shareholders,  to
the extent attributable to such portion of accrued original issue discount,  may
be eligible for this  deduction for  dividends  received by  corporations  if so
designated by the Fund in a written notice to shareholders.

         A portion of the  difference  between  the issue  price of zero  coupon
securities and their face value  ("original issue discount") is considered to be
income to a Fund each year,  even though a Fund will not receive  cash  interest
payments from these  securities.  This original issue discount  (imputed income)
will comprise a part of the  investment  company  taxable income of a Fund which
must be distributed to shareholders in order to maintain the  qualification of a
Fund as a regulated  investment  company and to avoid federal  income tax at the
level of a Fund.  Shareholders  will be subject  to income tax on such  original
issue  discount,  whether or not they elect to receive  their  distributions  in
cash.

         Subchapter  M requires  that a Fund realize less than 30% of its annual
gross income from the sale or other disposition of stock, securities and certain
options, futures and forward contracts held for less than three months. Options,
futures  and  forward  activities  of a Fund may  increase  the  amount of gains
realized by the Fund that are subject to the 30%  limitation.  Accordingly,  the
amount of such activities that a Fund may engage in may be limited.

         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 the Fund.

         Positions of a Fund which consist of at least one position not governed
by Section 1256 and at least one futures or 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


                                       64
<PAGE>

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.

         If a Fund  invests  in  stock of  certain  passive  foreign  investment
companies, that 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 a 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 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 a 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 a 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,  a 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,  a 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.

         Each Fund will be  required to report to the IRS all  distributions  of
investment  company  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.  Under the backup withholding provisions of Section 3406 of
the Code,  distributions of investment  company taxable income and capital gains
and  proceeds  from the  redemption  or  exchange  of the shares of a  regulated
investment  company 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
investment company with their taxpayer  identification numbers and with required
certifications  regarding  their  status  under  the  federal  income  tax  law.
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  and  proceeds,  whether taken in cash or reinvested in additional
shares, will be reduced by the amounts required to be withheld.

         Shareholders  of each Fund may be subject  to state and local  taxes on
distributions received from the Fund and on redemptions of the Fund's shares.

         Each distribution is accompanied by a brief explanation of the form and
character of the distribution. In January of each year the Corporation issues to
each   shareholder  a  statement  of  the  federal  income  tax  status  of  all
distributions.

         The foregoing  discussion of U.S. federal income tax law relates solely
to the  application  of that  law 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  consider the U.S. and foreign tax
consequences of ownership of shares of a Fund,  including the  possibility  that
such a shareholder may be subject to a U.S. withholding tax at a rate of 30% (or
at a lower rate under an applicable  income tax treaty) on amounts  constituting
ordinary income received by him or her, where such amounts are treated as income
from U.S. sources under the Code.

         Dividend and interest  income  received by a Fund from sources  outside
the U.S. may be subject to  withholding  and other taxes imposed by such foreign
jurisdictions. Tax conventions between certain countries and the U.S. may reduce
or eliminate these foreign taxes,  however,  and foreign countries  generally do
not impose taxes on capital gains respecting investments by foreign investors.

         Shareholders should consult their tax advisers about the application of
the provisions of tax law described in this statement of additional  information
in light of their particular tax situations.

                                       65
<PAGE>

                             PORTFOLIO TRANSACTIONS

    (See "Fund organization--Investment adviser" in the Funds' prospectuses)

Brokerage

         To the maximum extent  feasible the Adviser places orders for portfolio
transactions  through the Distributor which in turn places orders on behalf of a
Fund 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 Adviser.

         Purchases and sales of fixed-income  securities are generally placed by
the Adviser  with primary  market  makers for these  securities  on a net basis,
without any brokerage  commission being paid by a Fund.  These  transactions do,
however, involve transaction costs. Transactions with dealers serving as primary
market makers reflect the spread between the bid and asked prices.  Purchases of
underwritten  issues may be made which will include an underwriting  fee paid to
the underwriter. Portfolio transactions in debt securities may also be placed on
an agency basis, with a commission being charged.

         The primary objective of the Adviser in placing orders for the purchase
and sale of securities for each Fund's portfolio is to obtain the most favorable
net results,  taking into account  such factors as price,  commission  (which is
negotiable in the case of U.S.  national  securities  exchange  transactions but
which is generally fixed in the case of foreign exchange transactions),  size of
order,   difficulty   of  execution   and  skill   required  of  the   executing
broker/dealer.  The Adviser  seeks to evaluate  the  overall  reasonableness  of
brokerage commissions paid (to the extent applicable) through the familiarity of
the Distributor with commissions charged on comparable transactions,  as well as
by comparing  commissions paid by a Fund to reported commissions paid by others,
if available. The Adviser 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  Adviser's  practice to place such orders with
broker/dealers  who  supply  market  quotations  to  the  Funds'  custodian  for
appraisal purposes, or who supply research,  market and statistical  information
to the  Funds  or the  Adviser.  The  term  "research,  market  and  statistical
information" includes advice as to the value of securities;  the advisability of
investing in, purchasing or selling  securities;  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  the  performance  of  accounts.  The  Adviser  is  not
authorized  when placing  portfolio  transactions  for a Fund to pay a brokerage
commission  (to the extent  applicable)  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 Adviser does not
place  orders with brokers or dealers on the basis that the broker or dealer has
or has not sold a Fund's  shares.  Subject also to obtaining the most  favorable
net results, the Adviser may place brokerage  transactions through the Custodian
and a credit  against the custodian fee due, equal to one-half of the commission
on any  such  transaction  will be given on any  such  transaction.  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.

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

         In the fiscal years ended October 31, 1994, 1993 and 1992, Global Small
Company Fund paid  brokerage  commissions  of $730,119,  $507,871 and  $214,903,
respectively. In the fiscal year ended October 31, 1994, the Fund paid brokerage
commissions of $489,523 (67.04% of the total brokerage  commissions),  resulting


                                       66
<PAGE>

from  orders  placed,  consistent  with the policy of seeking to obtain the most
favorable  net  results,  for  transactions  placed with brokers and dealers who
provided  supplementary  research,  market and  statistical  information  to the
Corporation or Adviser. The amount of such transactions  aggregated $149,363,282
(59.81% 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 any other special factors.

   
         Under its prior investment objective,  in the fiscal year ended October
31, 1994, Global Bond Fund paid brokerage commissions of $357,605, which was not
allocated  to any  particular  broker  or  dealer  or with  regard  to the above
mentioned or any other  special  factors.  In the fiscal years ended October 31,
1993 and 1992,  Global Bond Fund paid no brokerage  commissions.  For the fiscal
period ended October 31, 1994,  Emerging  Markets  Income Fund paid no brokerage
commissions.
    

         The Directors  intend to review from time to time whether the recapture
for the  benefit  of a Fund of some  portion  of the  brokerage  commissions  or
similar fees paid by the Fund on portfolio  transactions is legally  permissible
and advisable.

Portfolio Turnover

   
         Each Fund's average annual portfolio  turnover rate is the ratio of the
lesser of sales or purchases  to the monthly  average  value of such  securities
owned during the year, excluding from both the numerator and the denominator all
securities  with  maturities  at the  time of  acquisition  of one year or less.
Purchases  and  sales are made for a Fund's  portfolio  whenever  necessary,  in
management's  opinion, to meet the Fund's objective.  Under its prior investment
objective,  Global Bond Fund's  portfolio  turnover  rates for the fiscal  years
ended  October 31, 1994 and 1993 were  272.4% and 259.8%,  respectively.  Global
Small Company Fund's portfolio turnover rates for the fiscal years ended October
31, 1994 and 1993 were 45.8% and 54.6%,  respectively.  Emerging  Markets Income
Fund's portfolio  turnover rate for the fiscal period ended October 31, 1994 was
181%.

         Economic and market  conditions have  necessitated more active trading,
resulting in a higher portfolio  turnover rate for Global Bond Fund and Emerging
Markets Income Fund. A higher rate involves greater  transaction costs to a Fund
and may result in the  realization of net capital gains,  which would be taxable
to shareholders when distributed.
    

                                 NET ASSET VALUE

         The net asset  value of shares of each 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 a Fund,  less all  liabilities,  by the total
number of shares outstanding.

         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 each 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.

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<PAGE>

         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.

         If, in the opinion of each 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   Highlights  of  each  Fund  included  in  each  Fund's
Prospectus  and the  Financial  Statements  incorporated  by  reference  in this
Statement of Additional  Information  have been so included or  incorporated  by
reference in reliance on the report of Coopers & Lybrand L.L.P., One Post Office
Square,  Boston, MA 02109,  independent  accountants,  given on the authority of
that firm as experts in accounting and auditing.

Other Information

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

         The CUSIP number of Global Small Company Fund is 811150-40-8.

   
         The CUSIP number for Global Bond Fund is 811150-30-9.
    

         The CUSIP number for Emerging Markets Income Fund is 811150-50-7.

         Each Fund's fiscal year end is October 31.

         The law firm of Dechert Price & Rhoads is counsel for the Funds.

         Costs of $51,807  incurred by Global Small Company Fund in  conjunction
with  its  organization  are  amortized  over  the five  year  period  beginning
September 10, 1991.

   
         Costs of $58,530  incurred by Global Bond Fund in conjunction  with its
organization are amortized over the five year period beginning March 1, 1991.
    

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<PAGE>

         Costs  of  $76,595.28  incurred  by  Emerging  Markets  Income  Fund in
conjunction  with its  organization  are  amortized  over the five  year  period
beginning December 31, 1993.

         Brown Brothers Harriman & Co., 40 Water Street,  Boston,  Massachusetts
02109, is employed as custodian for the Funds. Brown Brothers Harriman & Co. has
entered into agreements with foreign subcustodians  approved by the Directors of
the Corporation pursuant to Rule 17f-5 of the Investment Company Act.

   
         Scudder  Service  Corporation,  P.O.  Box 2291,  Boston,  Massachusetts
02107-2291,  a  wholly-owned  subsidiary  of the  Adviser,  is the  transfer and
dividend paying agent for the Funds.  Scudder Service Corporation also serves as
shareholder service agent and provides  subaccounting and recordkeeping services
for  shareholder  accounts in certain  retirement  and employee  benefit  plans.
Global  Small  Company Fund pays Scudder  Service  Corporation  an annual fee of
$17.55 for each  account  maintained  for a  participant.  Global Bond Fund pays
Scudder Service Corporation an annual fee of $25 for each account maintained for
a participant.  Emerging Markets Income Fund pays Scudder Service Corporation an
annual fee of $20.40 for each  account  maintained  for a  participant.  Scudder
Service Corporation charged Global Small Company Fund aggregate fees of $596,637
during the Fund's last fiscal year. Scudder Service  Corporation  charged Global
Bond Fund  aggregate  fees of  $1,083,858  during the Fund's last  fiscal  year.
Scudder Service  Corporation  charged  Emerging Markets Income Fund an aggregate
fee of $188,557 during the Fund's last fiscal period.
    

         The Directors of the Corporation have considered the appropriateness of
using this combined Statement of Additional  Information for the Funds. There is
a possibility that a Fund might become liable for any misstatement,  inaccuracy,
or incomplete disclosure in this Statement of Additional  Information concerning
the other Fund.

         The Funds'  prospectuses  and this  combined  Statement  of  Additional
Information omit certain  information  contained in the  Registration  Statement
which the  Corporation  has filed with the SEC under the  Securities Act of 1933
and  reference  is  hereby  made  to  the  Registration  Statement  for  further
information  with respect to each Fund and the securities  offered hereby.  This
Registration  Statement is available for  inspection by the public at the SEC in
Washington, D.C.

                              FINANCIAL STATEMENTS

Global Small Company Fund

         The financial statements,  including the Investment Portfolio of Global
Small Company Fund,  together with the Report of  Independent  Accountants,  and
Financial Highlights, are incorporated by reference and attached hereto on pages
11 through 29, inclusive, in the Annual Report to Shareholders of the Fund dated
October 31, 1994,  and are deemed to be a part of this  Statement of  Additional
Information.

   
Global Bond Fund

         The financial statements, including the Investment Portfolio of Scudder
Short  Term  Global  Income  Fund,  together  with  the  Report  of  Independent
Accountants,  and  Financial  Highlights,  are  incorporated  by  reference  and
attached  hereto on pages 9  through  26,  inclusive,  in the  Annual  Report to
Shareholders  of the Fund dated October 31, 1994, and are deemed to be a part of
this Statement of Additional Information.
    

Emerging Markets Income Fund

         The  financial  statements,   including  the  Investment  Portfolio  of
Emerging   Markets  Income  Fund,   together  with  the  Report  of  Independent
Accountants,  and  Financial  Highlights,  are  incorporated  by  reference  and
attached  hereto on pages 11 through  24,  inclusive,  in the  Annual  Report to
Shareholders  of the Fund dated October 31, 1994, and are deemed to be a part of
this Statement of Additional Information.

                                       69
<PAGE>

                                    APPENDIX

         The following is a description  of the ratings given by Moody's and S&P
to corporate and municipal bonds.

Ratings of Municipal and Corporate Bonds

         S&P:

         Debt rated AAA has the  highest  rating  assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.  Debt rated AA
has a very strong  capacity to pay interest and repay principal and differs from
the  highest  rated  issues  only in  small  degree.  Debt  rated A has a strong
capacity to pay  interest  and repay  principal  although  it is  somewhat  more
susceptible  to the adverse  effects of changes in  circumstances  and  economic
conditions than debt in higher rated  categories.  Debt rated BBB is regarded as
having an adequate  capacity to pay  interest  and repay  principal.  Whereas it
normally exhibits adequate protection parameters, adverse economic conditions or
changing  circumstances  are more  likely to lead to a weakened  capacity to pay
interest  and repay  principal  for debt in this  category  than in higher rated
categories.

         Debt rated BB, B, CCC,  CC and C is  regarded  as having  predominantly
speculative  characteristics  with respect to capacity to pay interest and repay
principal. BB indicates the least degree of speculation and C the highest. While
such debt will likely have some quality and  protective  characteristics,  these
are outweighed by large uncertainties or major exposures to adverse conditions.

         Debt rated BB has less  near-term  vulnerability  to default than other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse  business,  financial,  or  economic  conditions  which  could  lead  to
inadequate  capacity to meet timely  interest  and  principal  payments.  The BB
rating  category  is also  used for debt  subordinated  to  senior  debt that is
assigned  an  actual  or  implied  BBB-  rating.  Debt  rated  B has  a  greater
vulnerability  to  default  but  currently  has the  capacity  to meet  interest
payments and principal  repayments.  Adverse  business,  financial,  or economic
conditions  will likely impair capacity or willingness to pay interest and repay
principal.  The B rating  category is also used for debt  subordinated to senior
debt that is assigned an actual or implied BB or BB- rating.

         Debt rated CCC has a currently  identifiable  vulnerability to default,
and is dependent upon favorable business,  financial, and economic conditions to
meet timely  payment of interest  and  repayment of  principal.  In the event of
adverse business,  financial,  or economic conditions,  it is not likely to have
the  capacity to pay interest and repay  principal.  The CCC rating  category is
also used for debt  subordinated  to senior  debt that is  assigned an actual or
implied B or B- rating.  The rating CC typically is applied to debt subordinated
to senior debt that is  assigned  an actual or implied CCC rating.  The rating C
typically  is applied to debt  subordinated  to senior debt which is assigned an
actual  or  implied  CCC-  debt  rating.  The C  rating  may be used to  cover a
situation where a bankruptcy  petition has been filed, but debt service payments
are  continued.  The rating C1 is reserved for income bonds on which no interest
is being paid. Debt rated D is in payment default. The D rating category is used
when interest  payments or principal  payments are not made on the date due even
if the  applicable  grace period had not expired,  unless S&P believes that such
payments will be made during such grace  period.  The D rating also will be used
upon  the  filing  of  a  bankruptcy  petition  if  debt  service  payments  are
jeopardized.

         Moody's:

         Bonds  which are rated Aaa are judged to be of the best  quality.  They
carry the smallest  degree of investment  risk and are generally  referred to as
"gilt edge." Interest  payments are protected by a large or by an  exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change,  such changes as can be visualized are most unlikely to impair
the fundamentally  strong position of such issues.  Bonds which are 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. They are rated lower than
the best  bonds  because  margins  of  protection  may not be as large as in Aaa
securities or fluctuation of protective  elements may be of greater amplitude or
there  may be other  elements  present  which  make the long term  risks  appear
somewhat  larger than in Aaa  securities.  Bonds which are rated A possess  many

<PAGE>

favorable  investment  attributes and are to be considered as upper medium grade
obligations.  Factors  giving  security to principal and interest are considered
adequate  but  elements  may  be  present  which  suggest  a  susceptibility  to
impairment sometime in the future.

         Bonds which are rated Baa are  considered as medium grade  obligations,
i.e., they are neither highly  protected nor poorly secured.  Interest  payments
and principal  security appear  adequate for the present but certain  protective
elements may be lacking or may be  characteristically  unreliable over any great
length of time. Such bonds lack outstanding  investment  characteristics  and in
fact have  speculative  characteristics  as well.  Bonds  which are rated Ba are
judged to have speculative  elements;  their future cannot be considered as well
assured.  Often the  protection of interest and  principal  payments may be very
moderate and thereby not well  safeguarded  during other good and bad times over
the future.  Uncertainty of position  characterizes  bonds in this class.  Bonds
which are rated B generally lack  characteristics  of the desirable  investment.
Assurance of interest and principal payments or of maintenance of other terms of
the contract over any long period of time may be small.

         Bonds which are rated Caa are of poor  standing.  Such issues may be in
default or there may be present  elements of danger with respect to principal or
interest.  Bonds which are rated Ca represent  obligations which are speculative
in a high  degree.  Such  issues  are  often in  default  or have  other  marked
shortcomings.  Bonds  which are rated C are the lowest  rated class of bonds and
issues so rated can be  regarded  as having  extremely  poor  prospects  of ever
attaining any real investment standing.

<PAGE>
This information must be preceded or accompanied by a current prospectus.

Portfolio changes should not be considered recommendations for action by
individual investors.

Scudder
Global Small
Company Fund

Annual Report
October 31, 1994

*    For investors seeking above-average capital appreciation over the long
     term by investing primarily in the equity securities of small
     companies located throughout the world.

*    A pure no-load(tm) fund with no commissions to buy, sell, or exchange
     shares.
<PAGE>
SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------

CONTENTS

2    Highlights
     
3    Letter from the Fund's Chairman
     
4    Performance Update
     
5    Portfolio Summary
     
6    Portfolio Management Discussion
     
11   Investment Portfolio
     
19   Financial Statements
     
22   Financial Highlights
     
23   Notes to Financial Statements
     
29   Report of Independent Accountants
     
30   Tax Information
     
33   Officers and Directors
     
34   Investment Products and Services
     
35   How to Contact Scudder

HIGHLIGHTS

*    Scudder Global Small Company Fund produced a positive total return of
     2.80% for the fiscal year ended October 31, 1994, in spite of
     challenging investment conditions.

*    The Fund's 12-month total return was enhanced by a weak U.S. dollar
     relative to a number of foreign currencies, namely the Japanese yen
     and the German mark.

*    SAP AG, the Fund's top holding, appreciated a remarkable 232% during
     the year.

*    Morningstar, an independent analyst of mutual funds, recently awarded
     your Fund a **** rating (out of a possible five stars) for the
     three-year period ended September 30, 1994. Morningstar proprietary
     ratings reflect historical risk-adjusted performance. The ratings are
     subject to change every month. Morningstar ratings are calculated from
     the Fund's three-year average annual return with appropriate fee
     adjustments and a risk factor that reflects fund performance relative
     to three-month Treasury bill monthly returns. No more than 22.5% of
     the funds in an investment category receive four stars (only ten
     percent receive five stars). Past performance is no guarantee of
     future results.

                                       2
<PAGE>

LETTER FROM THE FUND'S CHAIRMAN
- --------------------------------------------------------------------------------

Dear Shareholders,

     The combination of modest global economic growth and low inflation
caused stock prices to move higher in the summer months, and many of the
smaller European markets were up sharply after performing poorly in the
first half of the year. Yet the financial community continues to cast a
wary eye on the prospects for inflation and is taking its cues to a large
extent from central bank activity and the direction of interest rates.

     We expect higher interest rates to limit economic growth in the United
States to a more sustainable pace. The U.S. economy may receive some help
from increased exports in 1995, aided by recoveries in Europe and Japan,
and corporate earnings in related industries should improve as a result.
Global economic expansion is also expected to continue at a moderate
overall pace. But the upward pressure on interest rates should continue due
in part to the relative scarcity of capital available to invest in
economies and financial markets. As a result, the world's stock markets are
likely to remain volatile in the near term.

     If you have questions about your Fund or your investments, contact a
Scudder Investor Information representative at 1-800-225-2470. Page 35
provides more information on how to contact Scudder. Thank you for choosing
Scudder Global Small Company Fund to help meet your investment needs.

     We would also like to take this opportunity to announce that on
October 10, 1994, in keeping with our pioneering tradition in international
investing, we introduced Scudder Greater Europe Growth Fund, a pure no-load
mutual fund, designed to invest both in Western and Eastern Europe. For
more information about Scudder Greater Europe Growth Fund and other
investment products and services, see page 34.
                              
                                   Sincerely,
                              
                                   /s/Edmond D. Villani
                                   Edmond D. Villani
                                   Chairman,
                                   Scudder Global Small Company Fund

                                       3
<PAGE>

Scudder Global Small Company Fund
Performance Update as of October 31, 1994
- -----------------------------------------------------------------
Growth of a $10,000 Investment
- ------------------------------------------------------------------
Scudder Global Small Company Fund
- ----------------------------------------
                     Total Return
  Period   Growth    -------------
   Ended     of                Average
 10/31/94  $10,000  Cumulative  Annual
- --------- -------  ----------  -------
1 Year    $10,280     2.80%     2.80%
Life of
Fund*     $14,067    40.67%    11.49%

MSCI World Index
- --------------------------------------
                     Total Return
  Period   Growth    -------------
   Ended     of               Average
10/31/94  $10,000  Cumulative  Annual
- --------- -------  ----------  -------
1 Year    $10,765     7.65%     7.65%
Life of
Fund*     $13,163    31.63%     9.33%

* The Fund commenced operations on
September 10, 1991.  Index comparisons
begin September 30, 1991.

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

Scudder Global Small Company Fund
Year            Amount
- --------------------
9/91*           10000
10/91           9770
4/92            10107
10/92           9894
4/93            11558
10/93           13459
4/94            13496
10/94           13837

MSCI World Index
Year            Amount
- --------------------
9/91*           10000
10/91           10159
4/92            9696
10/92           9628
4/93            11213
10/93           12228
4/94            12542
10/94           13163

The Morgan Stanley Capital International (MSCI) World
Index is an unmanaged capitalization-weighted measure 
of global stock markets including the U.S., Canada, 
Europe, Australia, and the Far East. Index returns assume
dividends reinvested net of withholding tax and, unlike 
Fund returns, do not reflect any fees or expenses.


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

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

Yearly Periods ended October 31
- ----------------------------------
<TABLE>
<S>                     <C>     <C>     <C>     <C>
                        1991*   1992    1993    1994
                     -------------------------------------------------------------------------------    
Net Asset Value....  $11.92  $12.05  $16.14  $16.27
Income Dividends...  $   --  $  .02  $  .07  $  .18
Capital Gains
Distributions......  $   --  $   --  $  .12  $  .15
Fund Total
Return (%).........    -.67    1.26   36.04    2.80
Index Total
Return (%).........    1.59   -5.23   27.01    7.65
</TABLE>

All performance is historical, assumes reinvestment of all dividends and
capital gains, and is not indicative of future results.  Investment return 
and principal value will fluctuate, so an investor's shares, when redeemed, 
may be worth more or less than when purchased.  If the Adviser had not 
maintained the Fund's expenses, the average annual total return for the one
year and life of Fund would have been approximately 2.74% and 10.86%, 
respectively.

                                       4
<PAGE>

Scudder Global Small Company Fund
Portfolio Summary as of October 31, 1994
- ---------------------------------------------------------------------------
Geographical (Excludes 10% Cash Equivalents)
- ---------------------------------------------------------------------------

U.S. & Canada   28%          The Fund continues to blend small
Europe          26%          company stock investments from the
Japan           21%          world's established markets with
Pacific Basin   17%          those from developing markets.
Latin America    8%      
               ----              
               100%              
               ====

A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

- --------------------------------------------------------------------------
Sectors (Excludes 10% Cash Equivalents)
- --------------------------------------------------------------------------

Technology              14%     During the year, price appreciation
Consumer Discretionary  11%     of technology stocks boosted the 
Consumer Staples        11%     Fund's exposure to the technology
Financial               11%     sector.
Manufacturing           11%    
Durables                10%    
Services Industries      7%    
Transportation           5%
Health                   5%
Other                   15%
                       ----
                       100%
                       ====

A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

- --------------------------------------------------------------------------
Ten Largest Equity Holdings
- --------------------------------------------------------------------------
 1. SAP AG
     German computer software manufacturer
 2. Atmel Corp. 
     U.S. developer and manufacturer of integrated circuits
 3. Tibbett and Britten Group PLC
     British transportation services for manufacturing and retail industries
 4. Allegheny Ludlum Corp.
     Major U.S. stainless steel manufacturer
 5. Thomas Nelson, Inc.
     U.S. publisher
 6. Shohkoh Fund & Co., Ltd.
     Japanese finance company for small and medium size firms
 7. Nichiei Co., Ltd.
     Japanese finance company for small and medium size firms
 8. Companhia Cervejaria Brahma
     Leading Brazilian beer producer and distributor
 9. Bank of Ireland PLC
     Bank
10. Takuma Co., Ltd.
     Leading Japanese maker of boilers, garbage incinerators and 
     water treatment plants

SAP AG, which has established itself as a leader in software 
applications, was the Fund's largest holding for much of the fiscal year.

For more complete details about the Fund's Investment Portfolio, 
see page 11.
A monthly Investment Portfolio Summary is available upon request.

                                       5
<PAGE>
SCUDDER GLOBAL SMALL COMPANY FUND
PORTFOLIO MANAGEMENT DISCUSSION
- --------------------------------------------------------------------------------

Dear Shareholders,

     For the fiscal year ended October 31, 1994, Scudder Global Small
Company Fund posted a total return of 2.80%, reflecting an increase in
share price from $16.14 a year ago to $16.27 at the end of the period.
Included in your Fund's 12-month return are distributions totaling $0.33
per share ($0.18 in income dividends and $0.15 in capital gains). For the
same period, the unmanaged Morgan Stanley Capital International (MSCI)
World Index produced a total return of 7.65%. The MSCI World Index is
composed of stocks of the world's largest companies, whereas your Fund
concentrates on small-company stocks. Stocks of larger companies tend to
fare better than their small-company counterparts during times of economic
and financial uncertainty, as was the case in early 1994. But several Fund
holdings that were bruised earlier this year have since recovered
significantly. The Fund's total return for the period's final quarter
(4.23% versus 3.09% for the index) reflects not only better absolute
performance, but better relative performance as well.

                Interest Rates Rise in the Face of Global Growth

     Over the past fiscal year, rising interest rates, a weakening dollar,
and a shrinking supply of global capital for investment roiled financial
markets. Japan's economy remained in recession, but Europe pulled out of
its longest slump since World War II. Here in the United States, the pace
of economic growth increased. Meanwhile, emerging economies, particularly
those in Southeast Asia, continued to grow at a rapid pace. With global
economic activity on the rise, investors are wary of accelerating
inflation, which has dampened enthusiasm for financial investments. In
reality, however, inflation has remained relatively quiescent despite
global growth. While we expect to see prices of certain commodities rise,
corporate efforts to improve productivity, the development of new
technologies, and increased competition stemming from globalization may
limit the extent to which these increases filter through to the broader
economy.

     Unlike the European recovery, Japan's recovery has been slow in
coming. We believe improvement is likely to arrive via domestic consumption
(in contrast to Europe's primarily export-driven recovery), as the
constrained Japanese consumer gets a boost from lower taxes and market
deregulation. Hampering growth, however, is the strength of the yen, which
has undermined the global competitiveness of Japan's manufacturing sector.


                                       6
<PAGE>

PORTFOLIO MANAGEMENT DISCUSSION
- --------------------------------------------------------------------------------

Japanese manufacturers continue to move their production overseas to more
affordable locations, especially neighboring Asian nations such as China,
Malaysia, and Indonesia. But the flip side of a strong yen is much cheaper
imports. Coupled with recent tax cuts and pent-up consumer demand for
value, imported goods continue to penetrate the Japanese market.

     Throughout the fiscal year, Japan maintained a prominent presence in
the portfolio, its weighting rising to a high of 26% in July. By the fiscal
year's end, however, we had reduced the Fund's Japanese position to 21% of
the equity portfolio, due in part to Japan's continued reluctance to
recycle its vast pool of savings sooner to capital-hungry global markets.
In addition, consumer purchases have yet to escalate dramatically despite
lower-cost imports, consequently preventing economic recovery from taking a
firm hold. Against this backdrop, we varied the Fund's array of Japanese
small-stock holdings to include specialty industrial companies such as
Takuma Co. (1.5% of the equity portfolio). Takuma is a leading manufacturer
of boilers, garbage incinerators, and water treatment plants, and we
believe is in an excellent position to benefit from any improvement in
global economic growth. Such additions join several rewarding Japanese
investments in the finance sector,  including Nichiei Co., a Japanese
finance company for small- and medium-size firms.

                 Individual Stock Selection Drives Performance

     The performance of the Fund's U.S. holdings was mixed. Outstanding
returns generated by semiconductor stocks--Atmel (+168%), Microchip
Technology (+120%), and Maxim Integrated Products (+66%)--were partially
offset by the relatively poor performance of financial stocks, notably
First Colony (-24%) and W.R. Berkley (-6%). First Colony, the second
largest position in the portfolio at the beginning of the fiscal year, is
an insurance holding company specializing in annuity products. W.R. Berkley
is a well-run insurance company that has, like its peers, endured a long,
difficult period for the industry. As a group, small U.S. stocks with high
growth rates underperformed during the past 12 months, although they
bounced back in the final months of the fiscal year.

                                       7
<PAGE>

SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------

     Technology was the most dynamic sector during the year, constituting
14% of the equity portfolio at the end of the period versus 6% a year
earlier. Price appreciation--not new investments--was the primary driver
behind the Fund's growing exposure to technology. Gains were driven by
dramatic earnings increases in the semiconductor stocks noted above
together with a whopping 232% increase in your Fund's largest holding, SAP,
the German software producer. This company has established itself as the
dominant supplier of software applications packages for major corporations
employing client-server technology. As companies allocate more of their
capital spending to technology, the integration and reliability of SAP's
programs should have increasing appeal, evidenced by SAP's revenue growth
rate of 66% in the first nine months of their fiscal year.

     Investments in the smaller emerging markets, particularly those in
Latin America and the Pacific Basin, continue to play a major role in the
portfolio. Our approach here has been to consolidate holdings and realign
positions by replacing some consumer-oriented companies with companies
whose earnings stand to benefit as strong global economic expansion
continues, such as steel producers Usaminas in Brazil and Hylsamex in
Mexico. While we have pared back our exposure to some areas, particularly
Hong Kong and Mexico, we think numerous opportunities still exist in these
regions.

     Despite the gyrations of equity and currency markets during the year,
the core of your portfolio has remained stable. However, several companies
were added to the top 10 list. Two of these stocks earned their way to the
top tier through strong performance, thanks to strong profit growth:
Brahma, the largest brewery in Brazil; and Shohkoh Fund, a small- and
medium-size business finance fund in Japan. These stocks rose 88% and 58%,
respectively, for the period under review. A third, Allegheny Ludlum, is a
special situation. A survivor in American stainless steel production, the
company has strong earnings prospects.

                    Currencies Work to the Fund's Advantage

     While currency fluctuation should have little impact on the long-term
performance of stock investments, it can have a significant effect on


                                       8
<PAGE>

PORTFOLIO MANAGEMENT DISCUSSION
- --------------------------------------------------------------------------------

short-term performance. As with any global portfolio invested in securities
outside the United States this year, changes in currency rates have had a
direct impact on the dollar value of your Fund. As illustrated in the
following table, recent dollar weakness benefited U.S. investors in foreign
stocks during the 12 months ended October 31, 1994.

                             Market Change in         Market Change in
        Markets               Local Currency            U.S. Dollars
        --------             ---------------           -------------
     United Kingdom                -1.9%                    6.9%
     Japan                         -2.4%                    9.2%
     Germany                       -1.6%                    9.6%
     Malaysia                      -5.1%                   -5.0%

     Because the currencies of several Far Eastern markets (excluding
Japan) are in essence linked to the U.S. dollar, global currency
fluctuations have a more limited impact on the dollar-adjusted returns in
those markets than in European markets, for example.

     It is also worth noting that during the year we put defensive hedging
strategies to work, effectively converting much of the Fund's exposure to
Japanese yen into U.S. dollars. We are convinced the yen is overvalued
relative to the U.S. dollar and due for a decline, and these strategies are
intended to limit currency-related price fluctuations in the Fund's
Japanese holdings. If the yen strengthens further in the near term, we plan
to increase the hedge.

                                    Outlook

     Looking ahead to 1995, we believe the pace of global growth will
continue to rise modestly, and that further interest-rate increases are
likely. Higher interest rates, of course, will test stock valuations.
Income investments with increasingly higher yields may compete for
investors' affections. In this environment, we will maintain a strategic
focus on growth opportunities in the developing world and look for ways to


                                       9
<PAGE>

SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------

take advantage of the economic recovery underway in Europe. We are also
increasing investments in the energy arena, scouring the globe for small
energy companies with exciting prospects. As always, our selective
stock-by-stock approach is the mainstay of our investment process, and we
remain committed to putting more money behind individual stocks of those
companies in which our analysts have the greatest confidence, regardless of
location.

               Sincerely,

               Your Portfolio Management Team

               /s/Gerald J. Moran            /s/Elizabeth J. Allan
               Gerald J. Moran               Elizabeth J. Allan

               /s/Carol L. Franklin          /s/Joan R. Gregory
               Carol L. Franklin             Joan R. Gregory

                       Scudder Global Small Company Fund:
                          A Team Approach to Investing

     Scudder Global Small Company Fund is run by a team of Scudder
investment professionals who each play an important role in the Fund's
management process. Team members work together to develop investment
strategies and select securities for the Fund. They are supported by
Scudder's large staff of economists, research analysts, traders, and other
investment specialists who work in Scudder offices across the United States
and abroad. We believe our team approach benefits Fund investors by
bringing together many disciplines and leveraging Scudder's extensive
resources.

     Lead Portfolio Manager Gerald J. Moran has set Scudder Global Small
Company Fund's investment strategy and overseen its daily operation since
the Fund was introduced in 1991. Gerry joined Scudder's equity research and
management area in 1968 as an analyst and has focused on small company
stocks since 1982. Gerry has been a portfolio manager since 1985. Elizabeth
Allan, Portfolio Manager, who joined the team in 1994, concentrates on the
Fund's Pacific Basin investments. Elizabeth, who has been a portfolio
manager at Scudder since 1991, joined the firm in 1987 as a member of the
portfolio management team of a Scudder closed-end mutual fund concentrating
its investments in Asia. Carol L. Franklin, Portfolio Manager, contributes
expertise on the Fund's European investments, a role she has filled since
the Fund commenced operations. Carol has worked on international equity
investing as a portfolio manager at Scudder since 1981. Joan Gregory,
Portfolio Manager, joined the team in 1994 and focuses on stock selection,
a role she has played since she joined Scudder in 1992. Ms. Gregory has
been involved with investment in global and international stocks as an
assistant portfolio manager since 1989.

                                       10
<PAGE>

<TABLE>
                                                                INVESTMENT PORTFOLIO  as of October 31, 1994
- --------------------------------------------------------------------------------------------------------------------------

<CAPTION>
                            % of        Principal                                                                 Market
                          Portfolio     Amount ($)                                                               Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                         <C>         <C>                                                                     <C>
                             4.3%       REPURCHASE AGREEMENT
                                        ----------------------------------------------------------------------------------
                                        11,211,000    Repurchase Agreement with Donaldson,
                                                        Lufkin & Jenrette dated 10/31/94 at 4.77%,
                                                        to be repurchased at $11,212,485 on 11/1/94,
                                                        collateralized by a $10,914,000, U.S. Treasury
                                                        Note, 8.5%, 4/15/97 (Cost $11,211,000) . . . . . .      11,211,000
                                                                                                                ----------
                             5.7%       COMMERCIAL PAPER
                                        ----------------------------------------------------------------------------------
                                         5,001,000    American Express Credit Corp., 4.82%, 11/18/94 . . .       5,001,000
                                        10,000,000    American Express Credit Corp., 4.9%, 11/28/94  . . .      10,000,000
                                                                                                                ----------
                                                      TOTAL COMMERCIAL PAPER (Cost $15,001,000)  . . . . .      15,001,000
                                                                                                                ----------
                             0.6%       CONVERTIBLE BONDS
                                        ----------------------------------------------------------------------------------
HONG KONG                                1,500,000    Henderson Land Development Co., Ltd.,
                                                        4%, 10/27/96 (Property developer)
                                                        (Cost $1,511,250)  . . . . . . . . . . . . . . . .       1,468,200
                                                                                                                ----------
                             6.7%       PREFERRED STOCKS
                                        ----------------------------------------------------------------------------------
                                          Shares
                                        ----------------------------------------------------------------------------------
GERMANY                                      3,360    Hornbach AG (Do-it-yourself home improvement
                                                        retailer)  . . . . . . . . . . . . . . . . . . . .       3,574,349
                                             3,080    Marschollek Lautenschlaeger und Partner AG
                                                        (Leading independent life insurance company) . . .       1,736,538
                                            21,540    SAP AG (Computer software manufacturer)  . . . . . .      12,445,238
                                                                                                                ----------
                                                      TOTAL PREFERRED STOCKS (Cost $6,577,900) . . . . . .      17,756,125
                                                                                                                ----------
                            82.7%       COMMON STOCKS
                                        ----------------------------------------------------------------------------------
ARGENTINA                    1.5%           35,000    Buenos Aires Embotelladora S.A. "B" (ADR)
                                                        (Soft drink bottler and distributor) . . . . . . .       1,343,125
                                           104,000    Quilmes Industrial S.A. (Leading beer distributor) .       2,730,000
                                                                                                                ----------
                                                                                                                 4,073,125
                                                                                                                ----------
AUSTRALIA                    2.1%          668,400    Ampol Exploration Ltd. (Oil and gas exploration
                                                        company) . . . . . . . . . . . . . . . . . . . . .       2,025,124
                                           571,291    BRL Hardy Ltd. (Wine and spirits manufacturer) . . .         848,481
                                            91,833    BRL Hardy Ltd.** . . . . . . . . . . . . . . . . . .          57,284
                                           275,000    Cortecs International, Ltd. (Pharmaceutical
                                                        company) . . . . . . . . . . . . . . . . . . . . .         152,140
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       11
<PAGE>

<TABLE>
SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------------------------------------------------
<CAPTION>
                            % of                                                                                 Market
                          Portfolio     Shares                                                                  Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                         <C>         <C>                                                                     <C>
                                         1,280,400    E.R.G. Australia Ltd. (Producer and installer of
                                                        electronic ticketing equipment, and manufacturer
                                                        of radio communication equipment)  . . . . . . .        2,320,013
                                                                                                                ---------
                                                                                                                5,403,042
                                                                                                                ---------
AUSTRIA                     0.4%            20,100    Mayr-Meinhof Karton AG (Leading carton
                                                        producer)  . . . . . . . . . . . . . . . . . . .        1,091,498
                                                                                                                ---------
BRAZIL                      2.7%        11,030,290    Companhia Cervejaria Brahma (pfd.)
                                                        (Leading beer producer and distributor)  . . . .        3,881,512
                                           344,777    Companhia Cervejaria Brahma (pfd.)
                                                        Warrants (expire 9/30/96)*   . . . . . . . . . .           32,680
                                           190,300    Usinas Siderurgicas de Minas Gerais S/A
                                                        (pfd.) (ADR) (Non-coated flat products and
                                                        electrolytic galvanized products)  . . . . . . .        3,163,738
                                                                                                                ---------
                                                                                                                7,077,930
                                                                                                                ---------
CANADA                      1.5%            25,000    Magna International, Inc. "A" (Manufacturer
                                                        of automotive parts) . . . . . . . . . . . . . .          884,903
                                            15,000    Magna International, Inc. "A" (ADR)  . . . . . . .          532,500
                                           179,000    Petromet Resources Ltd. (Exploration,
                                                        development and production of natural
                                                        gas in Alberta)  . . . . . . . . . . . . . . . .        1,207,626
                                           132,100    Reko International Group Inc. (Designer and
                                                        manufacturer of injection molds and
                                                        other auto parts)  . . . . . . . . . . . . . . .          659,255
                                            30,000    Renaissance Energy Ltd. (Leading oil and
                                                        gas producer)  . . . . . . . . . . . . . . . . .          695,908
                                                                                                                ---------
                                                                                                                3,980,192
                                                                                                                ---------
CHILE                       0.6%            76,400    Cristalerias de Chile (ADR) (Glassworks) . . . . .        1,642,600
                                                                                                                ---------
CHINA                       0.7%         2,524,000    Tsingtao Brewery "H" (Leading brewery) . . . . . .        1,894,429
                                                                                                                ---------
GERMANY                     1.0%             1,260    Hornbach Baumarkt AG (Do-it-yourself home
                                                        improvement retailer)  . . . . . . . . . . . . .          682,757
                                             3,255    Weru AG (High-quality window manufacturer) . . . .        1,839,533
                                                                                                                ---------
                                                                                                                2,522,290
                                                                                                                ---------
GREECE                      0.1%            90,000    Athens Medical Center (Health services)  . . . . .          335,619
                                               360    Hellenic Bottling Co. (Soft drink distributor) . .           11,172
                                                                                                                ---------
                                                                                                                  346,791
                                                                                                                ---------
HONG KONG                   3.3%         6,436,000    Hong Kong Toy Centre International, Ltd.
                                                        (Major toy manufacturer) . . . . . . . . . . . .          566,351
                                         4,794,000    Innovative International Holdings, Ltd.
                                                        (Manufacturer and marketer of automobile
                                                        parts and accessories)   . . . . . . . . . . . .        1,488,916
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       12
<PAGE>

<TABLE>
                                                                                                   INVESTMENT PORTFOLIO
- --------------------------------------------------------------------------------------------------------------------------
<CAPTION>
                            % of                                                                                  Market
                          Portfolio     Shares                                                                   Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                         <C>         <C>                                                                     <C>
                                        1,068,600    Jinhui Holdings Ltd. (Operator of dry bulk
                                                        cargo ships in southern China)   . . . . . . . .         1,939,509
                                        1,110,000    Johnson Electric Holdings Ltd. (Designer
                                                        and manufacturer of micrometers for domestic
                                                        and commercial uses)   . . . . . . . . . . . . .         3,088,321
                                          700,000    Sime Darby Hong Kong (Vehicle distributor)  . . . .           951,148
                                        1,809,501    Yips Hang Cheung (Manufacturer of mixed
                                                        solvents and paints)   . . . . . . . . . . . . .           649,805
                                                                                                                ----------
                                                                                                                 8,684,050
                                                                                                                ----------
INDIA                       0.9%           86,300    Arvind Mills Ltd. (GDR) (Cotton textile
                                                        manufacturer)  . . . . . . . . . . . . . . . . .           507,013
                                           95,700    Indian Rayon & Industries Ltd. (GDR)
                                                        (Manufacturer and marketer of rayon yarn
                                                        and textiles)  . . . . . . . . . . . . . . . . .         1,830,263
                                                                                                                ----------
                                                                                                                 2,337,276
                                                                                                                ----------
INDONESIA                   4.4%          671,000    Gadjah Tunggal (Tire manufacturer)  . . . . . . . .         1,143,508
                                           80,400    Indonesia Satellite Corp. (ADR) (International
                                                        telecommunication services)  . . . . . . . . . .         3,155,700
                                          310,000    Kabelmetal Indonesia (Cable manufacturer)   . . . .           446,197
                                          702,640    Kalbe Farma (Foreign registered)
                                                        (Pharmaceutical producer and distributor)  . . .         3,106,843
                                          116,500    Medco Energy Corp. (Foreign registered)
                                                        (Oil drilling company)   . . . . . . . . . . . .           289,758
                                          100,000    Merck-Indonesia (Foreign registered)
                                                        (Pharmaceutical company) (b)   . . . . . . . . .           575,738
                                          195,000    Modern Photo Film Co. (Photographic film
                                                        distributor)   . . . . . . . . . . . . . . . . .           983,476
                                          169,000    Supreme Cable Co. (Foreign registered)
                                                        (Manufacturer of power and telecommunication
                                                        cables)  . . . . . . . . . . . . . . . . . . . .           564,339
                                          157,440    Surya Toto Indonesia (Foreign registered)
                                                        (Manufacturer of bathroom fixtures) (b)  . . . .           377,080
                                           51,743    Unilever-Indonesia (Foreign registered)
                                                        (Consumer products manufacturer)   . . . . . . .           929,461
                                                                                                                ----------
                                                                                                                11,572,100
                                                                                                                ----------
IRELAND                     2.7%        5,511,000    Aran Energy PLC (Oil and natural gas
                                                        exploration) . . . . . . . . . . . . . . . . . .         3,454,611
                                          820,932    Bank of Ireland PLC (Bank)  . . . . . . . . . . . .         3,773,787
                                                                                                                ----------
                                                                                                                 7,228,398
                                                                                                                ----------
ITALY                       0.4%          130,000    Arnoldo Mondadori Editore SpA (Book
                                                        publisher) . . . . . . . . . . . . . . . . . . .         1,174,641
                                                                                                                ----------
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       13
<PAGE>

<TABLE>
SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------------------------------------------------


<CAPTION>
                            % of                                                                                  Market
                          Portfolio     Shares                                                                   Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                         <C>         <C>                                                                     <C>
JAPAN                       18.6%       138,000    Amano Corp. (Time-management systems). . . . . . . .          2,322,321
                                         64,000    Cox Co., Ltd. (Men's and ladies' wear chain
                                                     store operator)  . . . . . . . . . . . . . . . . .          1,784,018
                                         17,000    Eyeful Home Technology Inc. (Homebuilding
                                                     franchise operator)  . . . . . . . . . . . . . . .            584,452
                                         48,000    Genki Sushi Co., Ltd. (North Kanto-based
                                                     fast-food sushi chain)   . . . . . . . . . . . . .          1,432,170
                                        180,000    Hitachi Construction Machinery Co., Ltd.
                                                     (Leading maker of hydraulic shovels) . . . . . . .          2,397,274
                                         25,000    Horipro Inc. (Growing entertainment production
                                                     company)   . . . . . . . . . . . . . . . . . . . .            668,491
                                         66,000    Hosoda Corp. (Tokyo-based construction firm) . . . .            984,617
                                        146,000    JAMCO Corp. (Leading manufacturer of galleys
                                                     and lavatories for commercial aircraft)  . . . . .          2,110,262
                                        124,000    Japan Radio Co., Ltd. (Manufacturer of wireless
                                                     telecommunication equipment)   . . . . . . . . . .          2,329,961
                                         43,000    Kyokuto Kaihatsu Kogyo Co., Ltd. (Leading
                                                     maker of dump trucks and other specialty
                                                     vehicles)  . . . . . . . . . . . . . . . . . . . .          1,340,698
                                         79,000    Ministop Co., Ltd. (Growing convenience
                                                     store chain)   . . . . . . . . . . . . . . . . . .          2,503,923
                                         63,800    Nichiei Co., Ltd. (Finance company for small
                                                     and medium size firms)   . . . . . . . . . . . . .          4,116,766
                                         61,200    Nissen Co., Ltd. (Mail-order women's apparel
                                                     distributor)   . . . . . . . . . . . . . . . . . .          2,502,085
                                         72,000    Rock Field Co., Ltd. (Major delicatessen food
                                                     processor)   . . . . . . . . . . . . . . . . . . .          1,672,517
                                         79,000    Royal Ltd. (Wholesaler and retailer of automobile
                                                     equipment and parts)   . . . . . . . . . . . . . .          3,425,563
                                         18,000    Sankyo Co., Ltd. (Leading manufacturer
                                                     of pachinko game equipment)  . . . . . . . . . . .          1,393,764
                                         54,000    Shimamura Co., Ltd. (Discount retailer)  . . . . . .          2,547,801
                                        114,000    ShinMaywa Industries, Ltd. (Leading maker of
                                                     dump trucks and other specialty vehicles)  . . . .          1,341,730
                                         21,100    Shohkoh Fund & Co., Ltd. (Finance company
                                                     for small and medium size firms)   . . . . . . . .          5,032,108
                                         35,000    Simree Co., Ltd. (Clothing mail-order sales firm). .            437,229
                                        184,000    Takuma Co., Ltd. (Leading maker of boilers,
                                                     garbage incinerators and water
                                                     treatment plants)  . . . . . . . . . . . . . . . .          3,647,326
                                         75,000    Ten Allied Co., Ltd. (Tavern chain operator)   . . .          2,013,215
                                         26,000    Toyo Exterior Co., Ltd. (Exterior garden products
                                                     manufacturer)  . . . . . . . . . . . . . . . . . .            751,600
                                         17,000    Tsutsumi Jewelry Co., Ltd. (Manufacturer,
                                                     wholesaler and retailer of jewelry)  . . . . . . .          1,607,681
                                                                                                                ----------
                                                                                                                48,947,572
                                                                                                                ----------
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       14
<PAGE>

<TABLE>
                                                                                                INVESTMENT PORTFOLIO
- --------------------------------------------------------------------------------------------------------------------------
<CAPTION>
                            % of                                                                                  Market
                          Portfolio     Shares                                                                   Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                         <C>         <C>                                                                     <C>
KOREA                       0.4%        180 units    Korea 1990 Trust IDR (Investment company) (c) . . . .        966,600
                                                                                                                ---------
MALAYSIA                    2.4%          125,000    Aokam Perdana Bhd. (Forest products
                                                        company) . . . . . . . . . . . . . . . . . . . . .      1,032,290
                                           50,000    Aokam Perdana Bhd. (New(d))   . . . . . . . . . . . .        391,389
                                          243,600    Malaysian Helicopter Bhd. (Aviation
                                                        transportation services)   . . . . . . . . . . . .        600,658
                                              500    Matsushita Electric Malaysia (Consumer
                                                        electronics manufacturer)  . . . . . . . . . . . .          5,186
                                          609,000    Technology Resources Industries (Mobile
                                                        telephone operator)*   . . . . . . . . . . . . . .      2,371,644
                                          279,000    Westmont Bhd. (Manufacturer and trader
                                                        of garments in Hong Kong)  . . . . . . . . . . . .      1,976,478
                                                                                                                ---------
                                                                                                                6,377,645
                                                                                                                ---------
MEXICO                      2.3%          580,000    Grupo Financiero Inversiones Bursatiles S.A.
                                                        (Stock brokerage)  . . . . . . . . . . . . . . . .      2,497,527
                                        1,333,400    Grupo Industrial Maseca S.A. de C.V. "B"
                                                        (Food producer)  . . . . . . . . . . . . . . . . .      2,172,546
                                           62,700    Hylsamex (ADS) (Leading steel company,
                                                        making finished steel products for use in
                                                        construction, auto parts and household
                                                        appliances)  . . . . . . . . . . . . . . . . . . .      1,387,238
                                                                                                                ---------
                                                                                                                6,057,311
                                                                                                                ---------
NETHERLANDS                 1.9%           40,000    IHC Caland N.V. (Dredging and offshore
                                                        services)  . . . . . . . . . . . . . . . . . . . .      1,015,408
                                            9,000    Telegraaf Holdings CVA (Newspaper publisher)  . . . .      1,014,222
                                           40,708    Wolters Kluwer CVA (Publisher)  . . . . . . . . . . .      2,943,205
                                                                                                                ---------
                                                                                                                4,972,835
                                                                                                                ---------
NORWAY                      0.9%          127,800    Unitor A/S (Provider of broad range of ship
                                                        services, leading supplier of marine chemicals). .      2,306,540
                                                                                                                ---------
PHILIPPINES                 0.2%          518,780    Keppel Philippines Shipyard "B" (Shipbuilding
                                                        and repair) (b)  . . . . . . . . . . . . . . . . .        396,174
                                          126,000    Kepphil Shipyard Inc. (Shipbuilding and
                                                        repair)  . . . . . . . . . . . . . . . . . . . . .         17,219
                                                                                                                ---------
                                                                                                                  413,393
                                                                                                                ---------
PORTUGAL                    1.8%            7,025    Corporacion Industrial do Norte (Paint
                                                        producer and distributor)  . . . . . . . . . . . .        182,762
                                           59,460    Jeronimo Martins (Food producer and retailer)   . . .      2,668,422
                                           63,000    Uniao Cervejaria (Brewery)  . . . . . . . . . . . . .        950,625
                                           63,000    Uniao Cervejaria (New(d)) (b)   . . . . . . . . . . .        950,625
                                                                                                                ---------
                                                                                                                4,752,434
                                                                                                                ---------
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       15
<PAGE>

<TABLE>
SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------------------------------------------------
<CAPTION>
                            % of                                                                                  Market
                          Portfolio     Shares                                                                   Value ($)
- --------------------------------------------------------------------------------------------------------------------------
<S>                         <C>         <C>                                                                     <C>            
SINGAPORE                    0.4%         400,000    GP Batteries International (Developer,
                                                        manufacturer and distributor of batteries
                                                        and battery related products)  . . . . . . . . . .       1,176,000
                                                                                                                ----------
SWEDEN                       1.2%          91,600    Autoliv AB (Free) (Manufacturer of safety air
                                                        bags for automobiles)* . . . . . . . . . . . . . .       3,236,904
                                                                                                                ----------
SWITZERLAND                  0.4%           3,000    Phoenix Mecano AG (Bearer) (Manufacturer
                                                        of housings and components for computers)  . . . .         979,533
                                                                                                                ----------
THAILAND                     0.4%          28,200    American Standard Sanitaryware (Foreign
                                                        registered) (Manufacturer of bathroom fixtures). .         534,061
                                          132,599    Bangkok Dusit Medical Services Co., Ltd.
                                                        (Health services) (b)  . . . . . . . . . . . . . .         563,957
                                                                                                                ----------
                                                                                                                 1,098,018
                                                                                                                ----------
UNITED KINGDOM               5.7%         125,300    Brake Brothers (Specialist supplier of frozen
                                                        foods to the catering industry)  . . . . . . . . .         873,751
                                        1,985,830    City Centre Restaurants PLC (Restaurant chain)  . . .       2,500,060
                                          110,000    Control Techniques (Leading manufacturer
                                                        of electronics control systems)  . . . . . . . . .         653,754
                                          408,400    Grampian Holdings Inc. (Pharmaceutical retailer)  . .         641,024
                                          903,300    Hambros Insurance Services Group PLC
                                                        (Insurance company)  . . . . . . . . . . . . . . .       1,654,122
                                          542,200    Serco Group PLC (Facilities management
                                                        company)   . . . . . . . . . . . . . . . . . . . .       2,561,975
                                          513,100    Tibbett and Britten Group PLC (Transportation
                                                        services for manufacturing and retail
                                                        industries)  . . . . . . . . . . . . . . . . . . .       6,040,211
                                                                                                                ----------
                                                                                                                14,924,897
                                                                                                                ----------
UNITED STATES               23.8%          39,900    A.O. Smith Corp. (Manufacturer of equipment
                                                        for automobiles, trucks and farms) . . . . . . . .         972,563
                                          282,000    Allegheny Ludlum Corp. (Major stainless steel
                                                        manufacturer)  . . . . . . . . . . . . . . . . . .       5,604,750
                                          105,100    American Classic Voyager Co. (North
                                                        American operator of steamboat cruises)  . . . . .       1,839,250
                                          222,600    Atmel Corp. (Developer and manufacturer of
                                                        integrated circuits)*  . . . . . . . . . . . . . .       8,208,375
                                           45,500    Automotive Industries Holdings Inc. "A"
                                                        (Manufacturer of auto and van interior
                                                        trim systems)  . . . . . . . . . . . . . . . . . .       1,103,375
                                          266,500    BE Aerospace (Airline audio/video control
                                                        systems)   . . . . . . . . . . . . . . . . . . . .       2,315,219
                                          200,000    Benton Oil & Gas Co. (Oil and gas exploration,
                                                        development and production)*   . . . . . . . . . .       1,562,500
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       16
<PAGE>

<TABLE>
                                                            INVESTMENT PORTFOLIO
- ---------------------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                                                                                  Market
                                        Shares                                                                   Value ($)
- ---------------------------------------------------------------------------------------------------------------------------
                                                <S>      <C>                                                    <C>
                                                 57,900  Central European Media Enterprises Ltd. "A"
                                                           (Owner and operator of national and regional
                                                           private commercial television stations in
                                                           central Europe)  . . . . . . . . . . . . . . . .         940,875
                                                 71,200  Coastal Healthcare Group, Inc. (Physician
                                                           recruiting and management services)  . . . . . .       2,242,800
                                                118,200  First Colony Corp. (Holding company which
                                                           sells individual life insurance and annuity
                                                           products throughout the U.S.)  . . . . . . . . .       2,364,000
                                                120,775  Fiserv Inc. (Data processing services)*  . . . . .       2,838,213
                                                 53,000  Franklin Quest Co. (Provider of training
                                                           seminars and products)   . . . . . . . . . . . .       1,874,875
                                                235,000  IGEN Inc. (Producer of medical supplies) . . . . .       1,527,500
                                                 85,000  M.S. Carriers Inc. (Truckload carrier of
                                                           general freight)   . . . . . . . . . . . . . . .       1,997,500
                                                 20,300  Maxim Integrated Products Inc. (Manufacturer
                                                           and marketer of integrated circuits) . . . . . .       1,370,250
                                                 63,300  Microchip Technology Inc. (Manufacturer of
                                                           high performance, field programmable
                                                           microcontrollers and specialty memory
                                                           products)*   . . . . . . . . . . . . . . . . . .       2,967,188
                                                116,500  Millicom International Cellular SA (Developer
                                                           and operator of cellular telephone networks) . .       3,276,563
                                                 91,500  Nu-Kote Holdings Inc. "A" (Manufacturer of
                                                           office and home printing products)   . . . . . .       1,704,188
                                                 46,300  PhyCor Inc. (Operator of specialty medical
                                                           clinics)   . . . . . . . . . . . . . . . . . . .       1,585,775
                                                  1,100  R.P. Scherer Corp. (Manufacturer of drug
                                                           delivery system)*  . . . . . . . . . . . . . . .          49,088
                                                 50,600  Sigma-Aldrich Corp. (Producer of biochemicals,
                                                           organic and inorganic chemicals)   . . . . . . .       1,758,350
                                                 96,900  Sterling Software Inc. (Computer software
                                                           products)*   . . . . . . . . . . . . . . . . . .       3,028,125
                                                 17,000  Superior Industries International Inc.
                                                           (Manufacturer of aluminum wheels for
                                                           automobiles)   . . . . . . . . . . . . . . . . .         501,500
                                                280,850  Thomas Nelson, Inc. (Publisher)  . . . . . . . . .       5,476,575
                                                  8,500  Trimedyne Inc. Warrants (expire 12/9/96)*  . . . .           7,480
                                                 72,000  W.R. Berkley Corp. (Insurance company) . . . . . .       2,610,000
                                                 96,400  Zilog Inc. (Manufacturer and marketer of
                                                           integrated circuits)*  . . . . . . . . . . . . .       2,771,500
                                                                                                                -----------
                                                                                                                 62,498,377
                                                                                                                -----------
                                                         TOTAL COMMON STOCKS (Cost $196,829,677). . . . . .     217,736,421
                                                                                                                -----------
- ---------------------------------------------------------------------------------------------------------------------------
                                                         TOTAL INVESTMENT PORTFOLIO -- 100.0%
                                                           (Cost $231,130,827) (a)  . . . . . . . . . . . .     263,172,746
                                                                                                                ===========
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       17
<PAGE>

SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------


      --------------------------------------------------------------------------
           *  Non-income producing security.

          **  Market value and cost reflect partial payment. An additional
              payment equal to the U.S. dollar equivalent of Aus. $91,833 is
              payable, at the applicable exchange rate, on June 28, 1995.

         (a)  The cost for federal income tax purposes was $235,369,751. At
              October 31, 1994, net unrealized apprecia- tion for all
              securities based on tax cost was $27,802,995. This consisted of
              aggregate gross unrealized appreciation for all securities in
              which there was an excess of market value over tax cost of
              $42,253,099 and aggregate gross unrealized depreciation for all
              securities in which there was an excess of tax cost over market
              value of $14,450,104.

         (b)  Securities valued in good faith by the Valuation Committee of the
              Board of Directors. The cost of these securities at October 31,
              1994 aggregated $2,535,337. See Note A of the Notes to Financial
              Statements.

         (c)  1,000 shares = 1 IDR unit for Korea 1990 Trust.

         (d)  New shares issued during 1994, eligible for a pro rata share of
              1994 dividends.  
              
              Sector breakdown of the Fund's equity securities is noted on 
              page 5.

<TABLE>
         At October 31, 1994, outstanding written call options on currencies were as follows (Note A):
<CAPTION>
                                                   PRINCIPAL        EXPIRATION         STRIKE           MARKET
                                                    AMOUNT             DATE            PRICE           VALUE ($)
                                                   -------------------------------------------------------------
                     <S>                           <C>               <C>               <C>             <C>
                         Japanese Yen (euro) ...   Y 923,000,000     6/29/95           Y 95.55         359,970
                                                                                                       -------
                     Total outstanding written options on currencies 
                       (Premiums received $448,218) . . . . . . . . . . . . . . . . . . . . . . .      359,970
                                                                                                       =======
</TABLE>
<TABLE>
                 Transactions in written call options on currencies during the year ended October 31, 1994 were:
<CAPTION>
                                                                                       PREMIUMS
                                                              PRINCIPAL AMOUNT        RECEIVED ($)
                                                              ------------------------------------
                     <S>                                      <C>                       <C> 
                     Outstanding at
                         October 31, 1993  ......                   --                     --
                         Contracts written ......             Y 923,000,000             448,218
                                                              ------------------------------------
                     Outstanding at
                         October 31, 1994  ......             Y 923,000,000             448,218 
                                                              =============             =======
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       18
<PAGE>

<TABLE>
                                                                FINANCIAL STATEMENTS
- -------------------------------------------------------------------------------------

                        STATEMENT OF ASSETS AND LIABILITIES

OCTOBER 31, 1994
- -------------------------------------------------------------------------------------
<S>                                                         <C>          <C>
ASSETS
Investments, at market (identified cost $231,130,827)
   (Note A) . . . . . . . . . . . . . . . . . . . . . . . .              $263,172,746
Cash  . . . . . . . . . . . . . . . . . . . . . . . . . . .                   142,795
Foreign currency holdings, at market
   (identified cost $16,706) (Note A) . . . . . . . . . . .                    16,747
Forward foreign currency exchange contracts to buy,
   at market (contract cost $1,464,383) (Notes A and D) . .                 1,462,755
Receivable on forward foreign currency exchange
   contracts to sell (Notes A and D)  . . . . . . . . . . .                24,127,122
Other receivables:
   Investments sold . . . . . . . . . . . . . . . . . . . .                   735,303
   Fund shares sold . . . . . . . . . . . . . . . . . . . .                   351,968
   Dividends and interest . . . . . . . . . . . . . . . . .                   338,524
   Foreign taxes recoverable  . . . . . . . . . . . . . . .                    34,254
Deferred organization expenses (Note A) . . . . . . . . . .                    19,215
                                                                         ------------
      Total assets  . . . . . . . . . . . . . . . . . . . .               290,401,429
LIABILITIES
Payables:
   Investments purchased  . . . . . . . . . . . . . . . . . $ 5,267,567
   Fund shares redeemed . . . . . . . . . . . . . . . . . .     403,399
   Accrued management fee (Note C)  . . . . . . . . . . . .     232,595
   Other accrued expenses (Note C)  . . . . . . . . . . . .     272,585
   Written options, at market
      (premiums received $448,218) (Note A) . . . . . . . .     359,970
   Forward foreign currency exchange contracts to buy
      (Notes A and D) . . . . . . . . . . . . . . . . . . .   1,464,383
   Forward foreign currency exchange contracts to sell,
      at market (contract cost $24,127,122)
      (Notes A and D) . . . . . . . . . . . . . . . . . . .  26,406,820
                                                            -----------
      Total liabilities . . . . . . . . . . . . . . . . . .                34,407,319
                                                                         ------------
Net assets, at market value . . . . . . . . . . . . . . . .              $255,994,110
                                                                         ============
NET ASSETS
Net assets consist of:
   Accumulated distributions in excess of net
      investment income (Note E)  . . . . . . . . . . . . .                (1,776,624)
                                                                      
   Unrealized appreciation (depreciation) on:
      Investments . . . . . . . . . . . . . . . . . . . . .                32,041,919
      Written options . . . . . . . . . . . . . . . . . . .                    88,248
      Foreign currency related transactions . . . . . . . .                (2,275,587)
   Accumulated net realized gain (Note E) . . . . . . . . .                 1,016,007
   Capital stock  . . . . . . . . . . . . . . . . . . . . .                   157,346
   Additional paid-in capital . . . . . . . . . . . . . . .               226,742,801
                                                                         ------------
Net assets, at market value . . . . . . . . . . . . . . . .              $255,994,110
                                                                         ============
                                                                      
NET ASSET VALUE, offering and redemption price per
   share ($255,994,110 -:-15,734,564 shares
   of capital stock outstanding, $.01 par value,
   100,000,000 shares authorized) . . . . . . . . . . . . .                    $16.27
                                                                               ======
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       19
<PAGE>

<TABLE>
SCUDDER GLOBAL SMALL COMPANY FUND
- ----------------------------------------------------------------------------------

                         STATEMENT OF OPERATIONS

YEAR ENDED OCTOBER 31, 1994
- ----------------------------------------------------------------------------------
<S>                                                         <C>         <C>
INVESTMENT INCOME
Income:
Dividends (net of foreign taxes withheld of $222,510) . .               $2,373,706
Interest  . . . . . . . . . . . . . . . . . . . . . . . .                1,055,244
                                                                        ----------
                                                                         3,428,950
Expenses:
Management fee (Note C) . . . . . . . . . . . . . . . . .   $2,497,457
Services to shareholders (Note C) . . . . . . . . . . . .      755,513
Directors' fees and expenses (Note C) . . . . . . . . . .       42,934
Custodian fees  . . . . . . . . . . . . . . . . . . . . .      462,360
Reports to shareholders . . . . . . . . . . . . . . . . .      146,843
Auditing  . . . . . . . . . . . . . . . . . . . . . . . .       51,710
Legal . . . . . . . . . . . . . . . . . . . . . . . . . .       49,775
State registration  . . . . . . . . . . . . . . . . . . .       38,957
Federal registration  . . . . . . . . . . . . . . . . . .       18,837
Amortization of organization expenses (Note A)  . . . . .       10,406
Other . . . . . . . . . . . . . . . . . . . . . . . . . .       22,770   4,097,562
                                                            ----------------------
Net investment loss . . . . . . . . . . . . . . . . . . .                 (668,612)
                                                                        ----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON
   INVESTMENT TRANSACTIONS
Net realized gain (loss) from:
   Investments  . . . . . . . . . . . . . . . . . . . . .    1,352,291
   Foreign currency related transactions  . . . . . . . .      (25,563)  1,326,728
                                                            ----------
Net unrealized appreciation (depreciation)
   during the period on:
   Investments  . . . . . . . . . . . . . . . . . . . . .    6,163,113
   Written options  . . . . . . . . . . . . . . . . . . .       88,248
   Foreign currency related transactions  . . . . . . . .   (2,288,704)  3,962,657
                                                            ----------------------
Net gain on investment transactions . . . . . . . . . . .                5,289,385
                                                                        ----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  . .               $4,620,773
                                                                        ==========
</TABLE>

        The accompanying notes are an integral part of the financial statements.

                                       20
<PAGE>

<TABLE>
                                                               FINANCIAL STATEMENTS
- -----------------------------------------------------------------------------------

                      STATEMENTS OF CHANGES IN NET ASSETS
<CAPTION>
                                                        YEARS ENDED OCTOBER 31,
                                                      -----------------------------      
INCREASE (DECREASE) IN NET ASSETS                          1994            1993
- -----------------------------------------------------------------------------------
<S>                                                   <C>              <C>
Operations:
Net investment income (loss)  . . . . . . . . . . .   $   (668,612)    $    512,974
Net realized gain from investment
   transactions . . . . . . . . . . . . . . . . . .      1,326,728        3,144,786
Net unrealized appreciation on investment
   transactions during the period . . . . . . . . .      3,962,657       26,529,468
                                                      ------------     ------------
Net increase in net assets resulting
   from operations  . . . . . . . . . . . . . . . .      4,620,773       30,187,228
                                                      ------------     ------------
Distributions to shareholders:
   From net investment income ($.07 per share)  . .             --         (327,384)
                                                      ------------     ------------
   In excess of net investment income ($.18
   per share) . . . . . . . . . . . . . . . . . . .     (2,271,808)              --
                                                      ------------     ------------
   From net realized gains ($.15 and $.12
   per share, respectively) . . . . . . . . . . . .     (1,947,264)        (561,229)
                                                      ------------     ------------
Fund share transactions:
Proceeds from shares sold . . . . . . . . . . . . .    167,361,242      147,442,135
Net asset value of shares issued to
   shareholders in reinvestment of
   distributions  . . . . . . . . . . . . . . . . .      3,818,846          829,178
Cost of shares redeemed . . . . . . . . . . . . . .   (113,105,251)     (34,780,240)
                                                      ------------     ------------
Net increase in net assets from Fund share
   transactions . . . . . . . . . . . . . . . . . .     58,074,837      113,491,073
                                                      ------------     ------------
INCREASE IN NET ASSETS  . . . . . . . . . . . . . .     58,476,538      142,789,688
Net assets at beginning of period . . . . . . . . .    197,517,572       54,727,884
                                                      ------------     ------------
NET ASSETS AT END OF PERIOD (including
   accumulated distributions in excess of
   net investment income of $1,776,624
   and undistributed net investment income
   of $483,473, respectively) . . . . . . . . . . .   $255,994,110     $197,517,572
                                                      ============     ============
OTHER INFORMATION
INCREASE (DECREASE) IN FUND SHARES
Shares outstanding at beginning of period . . . . .     12,238,526        4,541,708
                                                      ------------     ------------
Shares sold . . . . . . . . . . . . . . . . . . . .     10,300,657       10,092,030
Shares issued to shareholders in
   reinvestment of distributions  . . . . . . . . .        232,856           68,301
Shares redeemed . . . . . . . . . . . . . . . . . .     (7,037,475)      (2,463,513)
                                                      ------------     ------------
Net increase in Fund shares . . . . . . . . . . . .      3,496,038        7,696,818
                                                      ------------     ------------
Shares outstanding at end of period . . . . . . . .     15,734,564       12,238,526
                                                      ============     ============
</TABLE>

        The accompanying notes are an integral part of the financial statements.

                                       21
<PAGE>

<TABLE>
SCUDDER GLOBAL SMALL COMPANY FUND
FINANCIAL HIGHLIGHTS
- ---------------------------------------------------------------------------------------------------------------
THE FOLLOWING TABLE INCLUDES SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD AND OTHER 
PERFORMANCE INFORMATION DERIVED FROM THE FINANCIAL STATEMENTS.

<CAPTION>
                                                                                               FOR THE PERIOD 
                                                                                             SEPTEMBER 10, 1991 
                                                                                               (COMMENCEMENT 
                                                                    YEARS ENDED OCTOBER 31,    OF OPERATIONS)
                                                                 ----------------------------  TO OCTOBER 31, 
                                                                   1994       1993      1992       1991
                                                                 ----------------------------  ---------------
<S>                                                              <C>        <C>        <C>        <C>
Net asset value, beginning of period  . . . . . . . . .          $16.14     $12.05     $11.92     $12.00
                                                                 ------     ------     ------     ------
Income from investment operations:
 Net investment income (loss) (a)   . . . . . . . . . .            (.02)       .04        .07        .01
 Net realized and unrealized gain (loss) on investment
   transactions . . . . . . . . . . . . . . . . . . . .             .48       4.24        .08       (.09)
                                                                 ------     ------     ------     ------
Total from investment operations  . . . . . . . . . . .             .46       4.28        .15       (.08)
                                                                 ------     ------     ------     ------
Less distributions:
 From net investment income   . . . . . . . . . . . . .              --       (.07)      (.02)        --
 In excess of net investment income   . . . . . . . . .            (.18)        --         --         --
 From net realized gains on investment transactions   .            (.15)      (.12)        --         --
                                                                 ------     ------     ------     ------
Total distributions . . . . . . . . . . . . . . . . . .            (.33)      (.19)      (.02)        --
                                                                 ------     ------     ------     ------
Net asset value, end of period  . . . . . . . . . . . .          $16.27     $16.14     $12.05     $11.92
                                                                 ======     ======     ======     ======
TOTAL RETURN (%)  . . . . . . . . . . . . . . . . . . .            2.80      36.04       1.26       (.67)*
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions)  . . . . . . . .             256        198         55          9
Ratio of operating expenses net, to average daily
 net assets (%) (a)   . . . . . . . . . . . . . . . . .            1.70       1.50       1.50       1.50**
Ratio of net investment income (loss) to average daily
 net assets (%)   . . . . . . . . . . . . . . . . . . .            (.28)       .53        .78       2.47**
Portfolio turnover rate (%) . . . . . . . . . . . . . .            45.8       54.6       23.4         --
<FN>
(a) Reflects a per share amount of expenses, exclusive of
     management fees, reimbursed by the Adviser of  . .          $   --     $   --     $   --     $  .06
    Reflects a per share amount of management fee not
     imposed by the Adviser of  . . . . . . . . . . . .          $  .01     $  .04     $  .09     $  .01
    Operating expense ratio including expenses
     reimbursed, management fee and other expenses
     not imposed (%)  . . . . . . . . . . . . . . . . .            1.76       2.01       2.53      15.34**
 *  Not annualized
**  Annualized
</FN>
</TABLE>

                                       22
<PAGE>

                                                   NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

A. SIGNIFICANT ACCOUNTING POLICIES
- --------------------------------------------------------------------------------
Scudder Global Small Company Fund (the "Fund") is a diversified series of
Scudder Global Fund, Inc., a Maryland corporation registered under the
Investment Company Act of 1940, as amended, as an open-end management
investment company. The policies described below are followed consistently by
the Fund in the preparation of its financial statements in conformity with
generally accepted accounting principles.

SECURITY VALUATION. Portfolio securities which are traded on U.S. or foreign
stock exchanges are valued at the most recent sale price reported on the
exchange on which the security is traded most extensively. If no sale occurred,
the security is then valued at the calculated 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. 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.
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 then valued at the calculated mean
between the most recent bid and asked quotations. If there are no such bid and
asked quotations, the most recent bid quotation shall be used.

Portfolio debt securities with remaining maturities greater than sixty days are
valued by pricing agents approved by the officers of the Fund, which quotations
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 having a maturity of sixty days or less are valued at
amortized cost.

All other securities are valued at their fair value as determined in good faith
by the Valuation Committee of the Board of Directors. Securities valued in good
faith by the Valuation Committee of the Board of Directors at fair value
amounted to $2,863,574 (1.12% of net assets) and have been noted in the
investment portfolio as of October 31, 1994.

                                       23
<PAGE>

SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------

OPTIONS. The Fund may write (sell) exchange-listed and over-the-counter call
and put options on securities and other financial instruments. When the Fund
writes a call, it gives the purchaser of the call 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. When
the Fund writes a put option, it gives the purchaser of the put option the
right to sell the underlying security to the Fund at 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 income, in the form of
a capital gain, to the extent of the amount received for the option (the
"premium"). 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 or
purchase the underlying security from the option holder at the exercise price.
Certain options, including options on indices will require cash settlement by
the Fund if the option is exercised. By writing a call option, the Fund
foregoes, 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. By writing a put
option, the Fund, in exchange for the net premium received, accepts the risk of
a decline in the market value of the underlying security below the exercise
price.

The liability representing the Fund's obligation under an exchange traded
written call or put option is valued at the last sale price or, in the absence
of a sale, the mean between the closing bid and asked quotations or at the most
recent asked quotation if no bid and asked quotations are available.
Over-the-counter written options are valued at the most recent asked quotation.

In addition, the Fund may purchase, singly and in combination, call and put
options on securities and other financial instruments.  Exchange traded
purchased options are valued at the last sales price or, in the absence of a
sale, the mean between the closing bid and asked quotations or at the most
recent bid quotation if no bid and asked quotations are available.
Over-the-counter purchased options are valued at the most recent bid quotation.

                                       24
<PAGE>

                                                   NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------


REPURCHASE AGREEMENTS. The Fund may enter into repurchase agreements with
certain banks and broker/dealers whereby the Fund, through its custodian,
receives delivery of the underlying securities, 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 repurchase
agreement, is equal to at least 100.5% of the resale price.

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS. In connection with portfolio
purchases and sales of securities denominated in a foreign currency, the Fund
may enter into forward foreign currency exchange contracts ("contracts").
Additionally, the Fund may enter into contracts to hedge certain other foreign
currency denominated assets. Contracts are recorded at market value. Certain
risks may arise upon entering into these contracts from the potential inability
of counterparties to meet the terms of their contracts.  Realized and
unrealized gains and losses arising from such transactions are included in net
realized and unrealized gain (loss) from foreign currency related transactions.

FOREIGN CURRENCY TRANSLATIONS. The books and records of the Fund are maintained
in U.S. dollars. Foreign currency transactions 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 Fund does 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.

                                       25
<PAGE>

SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------


FEDERAL INCOME TAXES. The Fund's policy is to comply with the requirements of
the Internal Revenue Code which are applicable to regulated investment
companies and to distribute all of its taxable income to its shareholders.
Accordingly, the Fund paid no federal income taxes and no federal income tax
provision was required.

DISTRIBUTION OF INCOME AND GAINS. Distributions of net investment income are
made annually. During any particular year net realized gains from investment
transactions, in excess of available capital loss carryforwards, would be
taxable to the Fund if not distributed and, therefore, will be distributed to
shareholders annually. An additional distribution may be made 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 tax
regulations which may differ from generally accepted accounting principles.
These differences primarily relate to investments in forward contracts, passive
foreign investment companies, and certain securities sold at a loss. As a
result, net investment income (loss) 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 capital accounts without impacting the
net asset value of the Fund.

The Fund uses the identified cost method for determining realized gain or loss
on investments for both financial and federal income tax reporting purposes.

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

OTHER. Investment security transactions are accounted for on a trade-date
basis. Dividend income and distributions to shareholders are recorded on the
ex-dividend date. Interest income is recorded on the accrual basis.

B. PURCHASES AND SALES OF SECURITIES
- --------------------------------------------------------------------------------
For the year ended October 31, 1994, purchases and sales of investment
securities (excluding short-term investments) aggregated $150,388,055 and
$99,710,849, respectively.

                                       26
<PAGE>

                                                   NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

C. RELATED PARTIES
- --------------------------------------------------------------------------------
Under the Fund's Investment Management Agreement (the "Agreement") with
Scudder, Stevens & Clark, Inc. (the "Adviser"), the Fund has agreed to pay to
the Adviser a fee equal to an annual rate of 1.10% of the Fund's average daily
net assets, computed and accrued daily and payable monthly. As manager of the
assets of the Fund, the Adviser directs the investments of the Fund in
accordance with its investment objectives, policies, and restrictions. The
Adviser determines the securities, instruments, and other contracts relating to
investments to be purchased, sold or entered into by the Fund. In addition to
portfolio management services, the Adviser provides certain administrative
services in accordance with the Agreement. The Agreement provides that if the
Fund's expenses, exclusive of taxes, interest, and extraordinary expenses,
exceed specified limits, such excess, up to the amount of the management fee,
will be paid by the Adviser. In addition, the Adviser agreed not to impose all
or a portion of its management fee until February 28, 1994, and during such
period to maintain the annualized expenses of the Fund at not more than 1.50%
of average daily net assets. Effective March 1, 1994, the Adviser is no longer
maintaining the Fund's annualized expenses at the specified rate. For the year
ended October 31, 1994, the Adviser did not impose a portion of its management
fee amounting to $160,728 and the amount imposed amounted to $2,497,457.

Scudder Service Corporation ("SSC"), a wholly-owned subsidiary of the Adviser,
is the transfer, dividend paying and shareholder service agent for the Fund.
For the year ended October 31, 1994, the amount charged by SSC aggregated
$596,637, of which $52,783 is unpaid at October 31, 1994.

The Fund pays each Director not affiliated with the Adviser $4,000 annually,
plus specified amounts for attended board and committee meetings. For the year
ended October 31, 1994, Directors' fees and expenses aggregated $42,934.

                                       27
<PAGE>

SCUDDER GLOBAL SMALL COMPANY FUND
- --------------------------------------------------------------------------------


<TABLE>
D. COMMITMENTS
- --------------------------------------------------------------------------------
As of October 31, 1994, the Fund had entered into the following forward foreign
currency exchange contracts resulting in net unrealized depreciation of
$2,281,326.


<CAPTION>
                                                                                                      NET UNREALIZED
                                                                                                       APPRECIATION
                                                                                   SETTLEMENT         (DEPRECIATION) 
                CONTRACTS TO DELIVER                    IN EXCHANGE FOR               DATE               (U.S.$)
        -------------------------------       -----------------------------        ----------        ---------------
        <S>                 <C>               <C>                 <C>               <C>              <C>
        U.S. Dollars            677,435       Canadian Dollars      914,808          11/3/94             (1,077)
        U.S. Dollars             95,606       British Pounds         58,379          11/9/94               (158)
        U.S. Dollars            691,342       British Pounds        422,598         11/14/94               (394)
        Malaysian Ringgits      262,534       U.S. Dollars          102,894          11/1/94                141
        Greek Drachmas        1,768,705       U.S. Dollars            7,624          11/2/94                (10)
        Japanese Yen          1,612,082       U.S. Dollars           16,604          11/4/94                (39)
        Japanese Yen        530,675,000       U.S. Dollars        5,000,000          1/22/96           (721,637)
        Japanese Yen        529,100,000       U.S. Dollars        5,000,000          1/25/96           (706,330)
        Japanese Yen        782,080,000       U.S. Dollars        8,000,000           4/8/96           (496,307)
        Japanese Yen        584,040,000       U.S. Dollars        6,000,000          4/25/96           (355,515)
                                                                                                     ----------- 
                                                                                                     (2,281,326)
                                                                                                     =========== 
</TABLE>



E. RECLASSIFICATION OF CAPITAL ACCOUNTS
- --------------------------------------------------------------------------------
As required, effective November 1, 1993, the Fund has adopted the provisions of
Statement of Position 93-2 "Determination, Disclosure and Financial Statement
Presentation of Income, Capital Gain and Return of Capital Distributions by
Investment Companies (SOP)." In implementing the SOP, the Fund has reclassified
$5,042 to decrease undistributed net investment income and $5,042 to increase
accumulated net realized gain. These reclassifications, which have no impact on
the net asset value of the Fund, are primarily attributable to certain
differences in the computation of distributable income and capital gains under
federal income tax rules and regulations versus generally accepted accounting
principles. The statement of changes in net assets and financial highlights for
prior periods have not been restated to reflect this change in presentation.

                                       28
<PAGE>

                                               REPORT OF INDEPENDENT ACCOUNTANTS
- --------------------------------------------------------------------------------


TO THE BOARD OF DIRECTORS OF SCUDDER GLOBAL FUND, INC. AND TO THE SHAREHOLDERS
OF SCUDDER GLOBAL SMALL COMPANY FUND:

We have audited the accompanying statement of assets and liabilities of Scudder
Global Small Company Fund including the investment portfolio, as of October 31,
1994, and the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years in the period
then ended, and the financial highlights for each of the three years in the
period then ended and for the period September 10, 1991 (commencement of
operations) to October 31, 1991. These financial statements and financial
highlights are the responsibility of the Fund's management. Our responsibility
is to express an opinion on these financial statements and financial highlights
based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
October 31, 1994, by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Scudder Global Small Company Fund as of October 31, 1994, the results of its
operations for the year then ended, the changes in net assets for each of the
two years in the period then ended and the financial highlights for each of the
three years in the period then ended, and for the period September 10, 1991
(commencement of operations) to October 31, 1991 in conformity with generally
accepted accounting principles.

Boston, Massachusetts                   COOPERS & LYBRAND L.L.P.
December 12, 1994

                                       29
<PAGE>

SCUDDER GLOBAL SMALL COMPANY FUND
TAX INFORMATION
- --------------------------------------------------------------------------------


The Fund will mail shareholders IRS Form 1099-Div in late January, summarizing
all taxable distributions paid for 1994.

Pursuant to Section 852 of the Internal Revenue Code, the Fund designates
$1,283,681 as capital gain dividends for its taxable year ended October 31,
1994.

The Fund paid foreign taxes of $222,510 and the Fund recognized $222,510 of
foreign source income during the taxable year ended October 31, 1994. Pursuant
to section 853 of the Internal Revenue Code, the Fund designates $.014 per
share of foreign taxes and $.014 of gross income from foreign sources as having
been paid in the taxable year ended October 31, 1994.

Please consult a tax adviser if you have questions about federal or state
income tax laws, or on how to prepare your tax returns. If you have specific
questions about your Scudder Fund account, please call a Scudder Service
Representative at 1-800-225-5163.

                                       30
<PAGE>



                     (This page intentionally left blank.)




                                       31
<PAGE>





                     (This page intentionally left blank.)





                                       32
<PAGE>

OFFICERS AND DIRECTORS
- --------------------------------------------------------------------------------

Edmond D. Villani*
     Chairman of the Board and Director

Nicholas Bratt*
     President and Director

Daniel Pierce*
     Vice President and Director

Paul Bancroft III
     Director; Venture Capitalist and Consultant to Bessemer Securities
     Corporation

Thomas J. Devine
     Director; Consultant

William H. Gleysteen, Jr.
     Director; President, The Japan Society, Inc.

William H. Luers
     Director; President, The Metropolitan Museum of Art

Robert G. Stone, Jr.
     Director; Chairman of the Board and Director, Kirby Corporation

Robert W. Lear
     Honorary Director; Executive-in-Residence, Columbia University
     Graduate School of Business

Carol L. Franklin*
     Vice President

Jerard K. Hartman*
     Vice President

Thomas W. Joseph*
     Vice President

Douglas M. Loudon*
     Vice President

Gerald J. Moran*
     Vice President

Cornelia Small*
     Vice President

Lawrence Teitelbaum*
     Vice President

Thomas F. McDonough*
     Vice President and Secretary

Pamela A. McGrath*
     Vice President and Treasurer

David S. Lee*
     Vice President and Assistant Treasurer

Edward J. O'Connell*
     Vice President and Assistant Treasurer

Juris Padegs*
     Vice President and Assistant Secretary

Kathryn L. Quirk*
     Vice President and Assistant Secretary

Coleen Downs Dinneen*
     Assistant Secretary

*    Scudder, Stevens & Clark, Inc.

                                       33
<PAGE>

INVESTMENT PRODUCTS AND SERVICES
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
The Scudder Family of Funds
<S>                                                              <C>
Money market                                                     Income                                    
     Scudder Cash Investment Trust                                    Scudder Emerging Markets Income Fund 
     Scudder U.S. Treasury Money Fund                                 Scudder GNMA Fund                    
Tax free money market+                                                Scudder Income Fund                  
     Scudder Tax Free Money Fund                                      Scudder International Bond Fund      
     Scudder California Tax Free Money Fund*                          Scudder Short Term Bond Fund         
     Scudder New York Tax Free Money Fund*                            Scudder Short Term Global Income Fund
Tax free+                                                             Scudder Zero Coupon 2000 Fund        
     Scudder California Tax Free Fund*                           Growth                                    
     Scudder High Yield Tax Free Fund                                 Scudder Capital Growth Fund          
     Scudder Limited Term Tax Free Fund                               Scudder Development Fund             
     Scudder Managed Municipal Bonds                                  Scudder Global Fund                  
     Scudder Massachusetts Limited Term Tax Free Fund*                Scudder Global Small Company Fund    
     Scudder Massachusetts Tax Free Fund*                             Scudder Gold Fund                    
     Scudder Medium Term Tax Free Fund                                Scudder Greater Europe Growth Fund   
     Scudder New York Tax Free Fund*                                  Scudder International Fund           
     Scudder Ohio Tax Free Fund*                                      Scudder Latin America Fund           
     Scudder Pennsylvania Tax Free Fund*                              Scudder Pacific Opportunities Fund   
Growth and Income                                                     Scudder Quality Growth Fund          
     Scudder Balanced Fund                                            Scudder Value Fund                   
     Scudder Growth and Income Fund                                   The Japan Fund                       

Retirement Plans and Tax-Advantaged Investments
- -------------------------------------------------------------------------------------------------------------------
     IRAs                                                             403(b) Plans                                   
     Keogh Plans                                                      SEP-IRAs                                       
     Scudder Horizon Plan+++* (a variable annuity)                    Profit Sharing and Money Purchase 
     401(k) Plans                                                          Pension Plans

Closed-end Funds#
- -------------------------------------------------------------------------------------------------------------------
     The Argentina Fund, Inc.                                         The Latin America Dollar Income Fund, Inc. 
     The Brazil Fund, Inc.                                            Montgomery Street Income Securities, Inc.  
     The First Iberian Fund, Inc.                                     Scudder New Asia Fund, Inc.                
     The Korea Fund, Inc.                                             Scudder New Europe Fund, Inc.              
                                                                      Scudder World Income                       
                                                                           Opportunities Fund, Inc.              

Institutional Cash Management
- -------------------------------------------------------------------------------------------------------------------
     Scudder Institutional Fund, Inc.
     Scudder Fund, Inc.
     Scudder Treasurers Trust(tm)++

For complete information on any of the above Scudder funds,  including management fees and expenses,  call or write
for a free  prospectus.  Read it  carefully  before you  invest or send  money.  +A portion of the income  from the
tax-free  funds may be subject to federal,  state and local  taxes.  *Not  available  in all states.  +++A  no-load
variable  annuity  contract  provided by Charter  National Life  Insurance  Company and its  affiliate,  offered by
Scudder's insurance agencies,  1-800-225-2470.  #These funds, advised by Scudder, Stevens & Clark, Inc., are traded
on various stock exchanges.  ++For information on Scudder  Treasurers  Trust(tm),  an institutional cash management
service that utilizes certain portfolios of Scudder Fund, Inc. ($100,000 minimum), call: 1-800-541-7703.
</TABLE>

                                       34
<PAGE>

HOW TO CONTACT SCUDDER
- --------------------------------------------------------------------------------

Account Service and Information
- --------------------------------------------------------------------------------
     For existing account service and transactions
     
          SCUDDER SERVICE CORPORATION
          1-800-225-5163
     
     For account updates, prices, yields, exchanges and redemptions
     
          SCUDDER AUTOMATED INFORMATION LINE (SAIL)
          1-800-343-2890
     
Investment Information
- --------------------------------------------------------------------------------
     To receive information about the Scudder funds, for additional
     applications and prospectuses, or for investment questions
     
     SCUDDER INVESTOR INFORMATION
          1-800-225-2470
     
     For establishing Keogh, 401(k) and 403(b) plans
     
          SCUDDER GROUP RETIREMENT SERVICES
          1-800-323-6105
     
Please address all correspondence to
- --------------------------------------------------------------------------------
          THE SCUDDER FUNDS
          P.O. BOX 2291
          BOSTON, MASSACHUSETTS
          02107-2291
     
Or stop by a Scudder Funds Center
- --------------------------------------------------------------------------------
     Many shareholders enjoy the personal, one-on-one service of the
     Scudder Funds Centers. Check for a Funds Center near you--they can be
     found in the following cities:
     
          Boca Raton
          Boston
          Chicago
          Cincinnati
          Los Angeles
          New York
          Portland, OR
          San Diego
          San Francisco
          Scottsdale
- --------------------------------------------------------------------------------
For information on Scudder Treasurers Trust(tm), an institutional cash
management service for corporations, non-profit organizations and trusts
which utilizes certain portfolios of Scudder Fund, Inc.* ($100,000
minimum), call: 1-800-541-7703.

For information on Scudder Institutional Funds,* funds designed to meet the
broad investment management and service needs of banks and other
institutions, call: 1-800-854-8525.
- --------------------------------------------------------------------------------
     Scudder Investor Information and Scudder Funds Centers are services
     provided through Scudder Investor Services, Inc., Distributor.

*    Contact Scudder Investor Services, Inc., Distributor, to receive a
     prospectus with more complete information, including management fees
     and expenses. Please read it carefully before you invest or send
     money.

                                       35
<PAGE>

Celebrating 75 Years of Serving Investors    
- --------------------------------------------------------------------------------

     This year marks the 75th anniversary of the founding of Scudder,
Stevens & Clark, Inc., investment adviser for the Scudder Funds.
Established in 1919 by Theodore Scudder, Sidney Stevens, and F. Haven
Clark, Scudder was the first independent investment counsel firm in the
United States. Since its birth, Scudder's pioneering spirit and commitment
to professional long-term investment management have helped shape the
investment industry. In 1928, we introduced the nation's first no-load
mutual fund. Today we offer 36 pure no load(tm) funds, including the first
international mutual fund offered to U.S. investors.

     Over the years, Scudder's global investment perspective and dedication
to research and fundamental investment disciplines have helped Scudder
become one of the largest and most respected investment managers in the
world. Though times have changed since our beginnings, we remain committed
to our longstanding principles: managing money with integrity and
distinction, keeping the interests of our clients first; providing access
to investments and markets that may not be easily available to individuals;
and making investing as simple and convenient as possible through friendly,
comprehensive service.
<PAGE>

This information must be preceded or accompanied by a current prospectus.

Portfolio changes should not be considered recommendations for action by
individual investors.

Scudder
Short Term
Global Income 
Fund

Annual Report
October 31, 1994

*    A fund designed to provide high current income by investing primarily
     in short-term, high-grade fixed-income securities denominated in
     foreign currencies and the U.S. dollar.

*    A pure no-load(tm) fund with no commissions to buy, sell, or exchange
     shares.


<PAGE>
SCUDDER SHORT TERM GLOBAL INCOME FUND
- --------------------------------------------------------------------------------

CONTENTS

2    Highlights

3    Letter from the Fund's Chairman

4    Performance Update

5    Portfolio Summary

6    Portfolio Management Discussion

9    Investment Portfolio

14   Financial Statements

17   Financial Highlights

18   Notes to Financial Statements

26   Report of Independent Accountants

27   Tax Information

29   Officers and Directors

30   Investment Products Services

31   How to Contact Scudder

HIGHLIGHTS

*    Scudder Short Term Global Income Fund generated an annual total return
     of -0.25% for the year ended October 31, 1994, compared to an average
     annual return of -0.66% for the 34 short world multimarket funds
     tracked by Lipper Analytical Services.

*    To avoid the potentially negative impact of currency fluctuation,
     approximately 26% of the portfolio was invested in U.S.
     dollar-denominated bonds as of October 31, while another 13% was in
     bonds issued by so-called dollar-block countries, namely Australia and
     New Zealand.

*    The Fund did suffer currency-related losses during the year, however,
     resulting from the declining U.S. dollar relative to major European
     currencies.  Since U.S. tax law treats such losses as offsets to
     ordinary income, most of the Fund's 1994 income payments will be
     treated as nontaxable distributions.

*    The Fund's relatively high level of income ($0.87 per share) was
     achieved during a challenging investment environment, and partially
     offset the Fund's price decline of $0.90 per share for the period. Due
     to higher interest rates around the world, the Fund's 30-day net
     annualized yield was 8.13% on October 31, 1994 versus 6.63% on October
     31, 1993.

                                       2
<PAGE>

LETTER FROM THE FUND'S CHAIRMAN
- --------------------------------------------------------------------------------

Dear Shareholders,

     Interest rates continued to rise in the third quarter of 1994 but at a
slower rate than in the previous two quarters. However, investors' fears of
higher inflation remain a problem for the bond market. Throughout the year,
investors have reacted swiftly to reports of robust economic growth in the
United States, pushing bond prices lower and yields on long-term securities
higher as
a result.

     In the months ahead, interest rates may rise further in the face of
continued monetary tightening by the Federal Reserve. In addition, with
finite savings around the world, capital to invest in financial markets and
growing economies is increasingly in short supply, adding upward pressure
to interest rates as countries compete for savings.

     What does this mean for fixed-income investors? Because interest rates
are now higher, investors are currently receiving more income than in prior
months. Rising interest rates detract from bond price performance (since
bond prices move in the opposite direction of interest rates), so our
investment strategy will focus on providing a competitive level of income,
while balancing changing bond prices with an emphasis on capital
preservation. Your Fund's investment team also plans to seek out potential
opportunities in anticipation of an expected 1995 peak in inflation and an
eventual turnaround in the trend of bond prices. In the near-term, current
yields will likely make up most of your Fund's total return.

     Please call Scudder Investor Information at 1-800-225-2470 if you have
questions about your Fund or other Scudder investments. Page 31 contains
more information on how to contact Scudder. Thank you for choosing Scudder
Short Term Global Income Fund to help meet your investment needs.

                              Sincerely,

                              /s/Edmond D. Villani
                              Edmond D. Villani
                              Chairman,
                              Scudder Short Term Global Income Fund


                                       3
<PAGE>

Scudder Short Term Global Income Fund
Performance Update as of October 31, 1994
- -----------------------------------------------------------------
Growth of a $10,000 Investment
- ------------------------------------------------------------------
Scudder Short Term Global Income Fund
- ----------------------------------------
                     Total Return
  Period   Growth    -------------
   Ended     of                Average
 10/31/94  $10,000  Cumulative  Annual
- --------- -------  ----------  -------
1 Year    $ 9,975    -.25%      -.25%
Life of
Fund*     $12,290   22.90%      5.79%

Salomon Brothers Currency-Hedged
World Government Bond Index (1-3 years)
- --------------------------------------
                     Total Return
  Period   Growth    -------------
   Ended     of                Average
 10/31/94  $10,000  Cumulative  Annual
- --------- -------  ----------  -------
1 Year    $10,187      1.87%     1.87%
Life of
Fund*     $12,210     22.10%     5.73%

*The Fund commenced operations on 
March 1, 1991.  Index comparisons
begin March 31, 1991.

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

Yearly Periods ended October 31

Scudder Short Term Global Income Fund
Year            Amount
- --------------------
3/31/91         10000
91              10653
92              11487
93              12307
94              12277

Salomon Brothers Currency-Hedged World
Government Bond Index (1-3 years)
Year            Amount
- --------------------
3/31/91         10000
91              10465
92              11327
93              11986
94              12210
 

The unmanaged Salomon Brothers Currency-Hedged World 
Government Bond Index (1-3 years) consists of worldwide
fixed-rate government bonds with one-to-three years to
maturity.  Index returns assume reinvestment of dividends
and, unlike Fund returns, do not reflect and fees or expenses.


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

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

Yearly Periods ended October 31
- ----------------------------------
<TABLE>
<S>                     <C>    <C>     <C>     <C>
                        1991*  1992    1993    1994
                     -------------------------------    
Net Asset Value...  $12.01  $11.84  $11.68  $10.78   
Income Dividends..  $  .76  $ 1.08  $  .95  $  .87   
Capital Gains
Dividends.........  $   --  $   --  $  .02  $   --   
Fund Total
Return (%)........    6.65    7.83    7.14    -.25    
Index Total
Return (%)........    5.56    7.56    6.08    1.87   
</TABLE>

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

                                       4
<PAGE>

Portfolio Summary as of October 31, 1994
- ---------------------------------------------------------------------------
Market Exposure
- ---------------------------------------------------------------------------
                       Debt      Currency
                     Holdings    Exposure(a)
                     --------    -----------
Australia               7.7%       2.0%       We have maintained the
Belgium                 0.0       -4.1        Fund's conservative
Canada                  0.0        0.4        strategy by constructing
Chile                   2.4        2.4        a well-diversified
Czech                   0.3        0.3        portfolio representing
Denmark                 8.4        1.9        17 countries, while
ECU                     9.5        7.0        hedging the portfolio to
Finland                 0.0       -3.8        help manage the impact of
France                  8.2       -5.8        currency exchange
Germany                 3.1       -2.6        fluctuations.
Italy                   8.5        7.2  
Japan                   0.0       -0.9  
New Zealand             5.3        0.8  
South Africa            2.6        2.6  
Spain                   3.7        1.3
Sweden                  4.8        1.8
Switzerland             0.0       -2.6
Thailand                9.3        9.3
Turkey                  0.1        0.1
U.S.                   26.1       82.7
                      ------    ------
                      100.0%    100.0%
                      ======    ======
        
(a) Currency exposure after taking into account the effects
    of foreign currency options, futures, and forward contracts.

For more complete details about the Fund's Investment Portfolio, 
see page 9.
A monthly investment portfolio summary is available upon request.

                                       5
<PAGE>
SCUDDER SHORT TERM GLOBAL INCOME FUND
PORTFOLIO MANAGEMENT DISCUSSION
- --------------------------------------------------------------------------------

Dear Shareholders,

     Throughout the year, rising interest rates around the world have
caused bond prices to fall and exchange rates to fluctuate. The U.S.
Federal Reserve played a significant role in altering the direction of
interest rates this year by initiating a series of increases in short-term
interest rates. In early 1994, it was expected that the Fed's actions on
short-term rates would help stabilize long-term rates (which are determined
primarily by bond market activity) and keep inflation in check. As 1994
progressed, however, investors drove both short- and long-term global
interest rates higher and bond prices lower, due in part to fears that
inflation would escalate. Negative market sentiment was also exacerbated by
the growing competition for--and therefore the rising cost of--capital among
governments and corporations around the world.

     While Scudder Short Term Global Income Fund's performance for the
fiscal year ended October 31, 1994, was affected by this challenging
investment climate, the Fund has also provided a relatively high level of
income, maintained a well-diversified portfolio, and taken actions to help
reduce share-price volatility. Reflecting generally higher interest rates,
the Fund provided a 30-day net annualized yield of 8.13% on October 31,
1994, compared with 6.63% on October 31, 1993. The Fund's net asset value
declined to $10.78 per share on October 31, down from $11.68 at the end of
the previous year. Fortunately, the $0.87 per share in distributions
shareholders received during the year largely offset the price decline.
Price change plus distributions translated into an essentially flat total
return of -0.25% for the 12 months--above average for the category.

     According to Lipper Analytical Services, the average short world
multimarket fund returned -0.66% for the 12 months. Lipper, which tracked
34 funds for the period, is an independent analyst of investment
performance. The Fund's average annual total return for the three years
ended October 31 was 4.84%, versus 2.55% on average for the 23 short world
multimarket funds tracked by Lipper.

                         Defensive Investment Strategy

     At the beginning of the Fund's fiscal year, we expected short-term
interest rates to decline throughout most of Europe, but anticipated some
increase in U.S. interest rates. Consequently, we maintained the Fund's
core holdings in high-yielding government bonds issued by Ireland, Italy,
and Spain, and also kept the Fund heavily hedged to help protect against


                                       6
<PAGE>

weakening local currencies.  At present, much of the Fund's currency
exposure is either to the dollar or dollar-linked emerging markets, as in
Southeast Asia.

     As 1994 progressed, however, positive economic fundamentals were
overwhelmed by worldwide concern about rising U.S. interest rates, which
pushed global markets lower and weakened the dollar. Consequently, over the
course of the year, our hedges lost money as European currencies
strengthened against the dollar. Since U.S. tax law treats foreign currency
losses as offsets to ordinary income, approximately 98% of the Fund's 1994
income payments will be treated as nontaxable distributions. In this year's
challenging environment, we maintained the Fund's conservative strategy by
structuring a well-diversified portfolio (17 countries as of October 31)
and keeping a relatively short average effective maturity (2.1 years).

     The Fund's global investment strategy allows us to find markets where
we believe the income stream from bond investments in relatively stable
currencies has the potential to be higher than might be available from U.S.
instruments. We believe this strategy enables the Fund to provide a degree
of share-price stability while focusing on higher yield.

     Because we anticipate near-term currency volatility, we invested
approximately 13% of the portfolio in the United States as of October 31.
We invested another 13% in bonds issued by so-called dollar-block
countries, namely Australia and New Zealand, to add stability to the
portfolio. We also bought dollar-denominated bonds in Latin America and
Europe that offer the interest-rate exposure of foreign markets without the
risk of currency fluctuation.

                 Fiscal and Labor Policies in Denmark and Italy
                                Show Improvement

     At the end of the period, more than 40% of the Fund was invested in
Europe, led by holdings in Denmark and Italy. We believe Denmark is one of
the best-managed European countries in terms of its fiscal and labor
markets. Indeed, our holdings in Denmark provided some of the best
investment returns for the portfolio during the course of 1994. The
political situation in Italy remains uncertain; however, we see signs of
fundamental improvement in terms of fiscal management and moderating wage
growth.

                                       7
<PAGE>

                         Shifting Portfolio Allocations

     Among the countries represented in the Fund, Germany is a small and
recent addition. Until a few months ago, we had avoided Germany altogether
because of its resistance to lowering interest rates. We are concerned
about the German budget deficit, which continues to balloon because of the
heavy cost of reunification, and will monitor the situation closely.

     We have also added small positions in the Czech Republic and South
Africa. While these markets are not yet liquid enough to permit large core
holdings, we are confident we have added positions that will make positive
contributions to the Fund's long-term performance.

     At the same time, we have eliminated the Fund's positions in Greece
and Malaysia. Greece has generated much income for the Fund in the recent
past. But we believe the current economic and political climate is not
sufficiently stable to warrant the additional risk. We withdrew from the
Malaysian market following certain developments in the currency markets
that called into question the near-term credibility of the Malaysian
central bank.

                                 Looking Ahead

     Looking ahead, we expect interest rates to continue rising as an
ever-expanding list of countries tries to attract scarce global capital for
investment in financial markets and growing economies. The interest-rate
environment will provide us with both investment opportunities and risks.
Because of continued volatility in the currency markets, we will remain
cautious and continue our dollar-based currency exposure. At the same time,
we will also continue research into markets that we feel will add to your
Fund's yield without significantly affecting share-price volatility.

     Sincerely,

     Your Portfolio Management Team

     /s/Margaret Craddock          /s/Gary P. Johnson
     Margaret Craddock             Gary P. Johnson

     /s/Lawrence Teitelbaum
     Lawrence Teitelbaum

                     Scudder Short Term Global Income Fund:
                          A Team Approach to Investing

     Scudder Short Term Global Income Fund is managed by a team of Scudder
investment professionals who each play an important role in the Fund's
management process. Team members work together to develop investment
strategies and select securities for the Fund's portfolio. They are
supported by Scudder's large staff of economists, research analysts,
traders, and other investment specialists who work in Scudder's offices
across the United States and abroad. Scudder believes its team approach
benefits Fund investors by bringing together many disciplines and
leveraging Scudder's extensive resources.

     Lead Portfolio Manager Margaret Craddock has set the Fund's investment
strategy and overseen its daily operation since she joined Scudder in 1991.
Maggie has seven years of experience in global fixed-income research and
investing. Gary P. Johnson, Portfolio Manager, concentrates on the Fund's
hedging strategies and research, a role he has filled since the Fund
commenced operations. Gary joined Scudder in 1987 and has worked with
quantitative analysis and strategic trading since 1982. Lawrence
Teitelbaum, Portfolio Manager, contributes expertise on global interest
rates and currency strategies, a role he assumed when he joined Scudder in
1993. Larry has worked with global fixed-income investments and strategies
since 1981.

                                       8
<PAGE>

<TABLE>

SCUDDER SHORT TERM GLOBAL INCOME FUND                                  INVESTMENT PORTFOLIO  as of October 31, 1994
- -------------------------------------------------------------------------------------------------------------------
                       % of               Principal                                                        Market
                    Portfolio            Amount                                                           Value ($)
- -------------------------------------------------------------------------------------------------------------------
<S>                   <C>        <C>                                                                     <C>
                      73.8%            FOREIGN DENOMINATED DEBT OBLIGATIONS
AUSTRALIAN DOLLARS     7.7%      AUD     53,625,000  Commonwealth of Australia, 12.5%, 1/15/98  . . . .  42,839,339
                                                                                                         ----------

CHILEAN PESOS          2.4%      CLP    626,144,783  Citibank indexed Time Deposit, 16.2%, 11/10/94  .   1,507,693
                                        542,658,812  Citibank indexed Time Deposit, 16.5%, 1/4/95(b) .   1,306,667
                                      2,401,068,663  Citibank indexed Time Deposit, 14.25%, 1/30/95(b)   5,781,528
                                        982,101,578  Citibank indexed Time Deposit, 14.5%, 2/6/95(b) .   2,364,800
                                        979,362,264  Citibank indexed Time Deposit, 14.45%, 5/3/95(b)    2,358,204
                                                                                                         ----------
                                                                                                         13,318,892
                                                                                                         ----------

CZECH KORUNA           0.3%      CSK     40,000,000  Czech Republic, 14.6%, 3/18/97   . . . . . . . . .   1,594,002
                                                                                                         ----------
DANISH KRONER          8.4%      DKK    154,000,000  Kingdom of Denmark, 6%, 2/10/96  . . . . . . . . .  25,643,438
                                         20,000,000  Kingdom of Denmark, 5.25%, 8/10/96 . . . . . . . .   3,259,004
                                        106,800,000  Kingdom of Denmark, 9%, 11/15/96 . . . . . . . . .  18,464,818
                                                                                                         ----------
                                                                                                         47,367,260
                                                                                                         ----------

DEUTSCHEMARKS          3.0%      DEM     24,000,000  Federal Republic of Germany, 8.25%, 7/21/97  . . .  16,550,404
                                                                                                         ----------

EUROPEAN CURRENCY
 UNITS                 9.5%      ECU      1,000,000  Nacional Financiera SNC, 10.25%, 3/11/97 . . . . .   1,264,355
                                          4,000,000  Republic of Turkey, 11.5%, 5/26/95 . . . . . . . .   5,044,744
                                         10,500,000  United Kingdom Treasury Bond, 8%, 1/23/96. . . . .  13,447,410
                                         28,000,000  United Kingdom Treasury Bond, 5.25%, 1/21/97 . . .  33,726,773
                                                                                                         ----------
                                                                                                         53,483,282
                                                                                                         ----------

FRENCH FRANCS          8.2%      FRF    240,000,000  Government of France, 6.5%, 10/12/96 . . . . . . .  46,107,777
                                                                                                         ----------
ITALIAN LIRE           8.5%      ITL 37,000,000,000  Republic of Italy, 8.5%, 1/1/97  . . . . . . . . .  22,878,212
                                     40,000,000,000  Republic of Italy, 8.5%, 4/1/97  . . . . . . . . .  24,546,006
                                                                                                         ----------
                                                                                                         47,424,218
                                                                                                         ----------

NEW ZEALAND 
DOLLARS                5.3%      NZD     46,525,000  Government of New Zealand, 101%, 7/15/97   . . . .  29,427,416
                                                                                                         ----------
SOUTH AFRICAN RANDS    2.6%      ZAL     61,200,000  Republic of South Africa, 14%, 8/15/97 . . . . . .  14,538,806
                                                                                                         ----------
SPANISH PESETAS        3.7%      ESP  2,500,000,000  Kingdom of Spain, 11.85%, 8/30/96  . . . . . . . .  20,472,394
                                                                                                         ----------
SWEDISH KRONOR         4.8%      SEK    105,000,000  Kingdom of Sweden, Treasury Bill, 6/21/95  . . . .  13,891,528
                                         54,000,000  Kingdom of Sweden, Treasury Bill, 8/16/95  . . . .   7,040,943
                                         46,000,000  Kingdom of Sweden, Treasury Bill, 9/20/95  . . . .   5,942,730
                                                                                                         ----------
                                                                                                         26,875,201
                                                                                                         ----------
THAI BAHTS             9.3%      THB    140,000,000  Bank for Agriculture and Agricultural 
                                                       Cooperatives, 6.24%, 12/24/96  . . . . . . . . .   5,217,349
                                        267,280,729  New South Wales Note, 1/27/95  . . . . . . . . . .  10,498,943
                                        915,000,000  New South Wales Medium Term Note, 
                                                       8%, 6/23/95  . . . . . . . . . . . . . . . . . .  36,442,134
                                                                                                         ----------
                                                                                                         52,158,426
                                                                                                         ----------


</TABLE>


   The accompanying notes are an integral part of the financial statments.

                                       9
<PAGE>

<TABLE>
SCUDDER SHORT TERM GLOBAL INCOME FUND
- --------------------------------------------------------------------------------------------------------------------

                      % of                 Principal                                                         Market
                   Portfolio              Amount                                                           Value ($)
- --------------------------------------------------------------------------------------------------------------------
<S>                 <C>            <C>                                                                   <C>
TURKISH LIRE         0.1%          TKL 26,400,000,000  Republic of Turkey Treasury Bill, 12/21/94 . . .      688,824
                                                                                                         -----------
                                                       TOTAL FOREIGN DENOMINATED DEBT
                                                         OBLIGATIONS (Cost $407,447,621)  . . . . . . .  412,846,241
                                                                                                         -----------
                                   ---------------------------------------------------------------------------------
                    26.1%          U.S. DOLLAR DENOMINATED DEBT OBLIGATIONS
                                   ---------------------------------------------------------------------------------

U.S. DOLLARS                       USD      1,201,000  Associates Corp. of North America, Commercial
                                                         Paper, 4.801%, 11/1/94 . . . . . . . . . . . .    1,201,000
                                            3,200,000  Argentina Bonos del Tesoro, Floating Rate
                                                         Bond, LIBOR, 5.319%, 5/31/96   . . . . . . . .    3,131,436
                                           15,785,000  Argentina Bonos del Tesoro, Floating Rate Bond,
                                                         LIBOR, 5%, 9/1/97  . . . . . . . . . . . . . .   15,110,426
                                              199,026  Federal Home Loan Mortgage Corp., REMIC, 
                                                         Series 1543 PN, Interest only, 2/15/08 . . . .      751,932
                                            2,636,916  Federal Home Loan Mortgage Corp.,
                                                         Series 1223 C, 7.25%, 7/15/20  . . . . . . . .    2,603,955
                                            4,075,204  General Electric Capital Mortgage Services, 
                                                         Inc. 1991-5 Series A (PT), 8.5%, 9/25/06*. . .    3,969,504
                                           17,300,000  Home Savings of America Subordinated Note, 
                                                         10.5%, 6/12/97 . . . . . . . . . . . . . . . .   17,701,360
                                           12,500,000  ITT Financial Corp. Medium Term Note, 
                                                         6.3%, 4/21/95  . . . . . . . . . . . . . . . .   12,223,750
                                            2,591,267  Merrill Lynch Mortgage Investors Inc. Series 
                                                         1992-B Series 4 -A, 7.85%, 4/15/12 . . . . . .    2,579,114
                                           11,900,000  Queensland Treasury Corp. Medium Term Note, 
                                                         12.1%, 7/8/95  . . . . . . . . . . . . . . . .   11,899,881
                                            4,500,000  RJR Nabisco Inc. Medium-Term Note, 6.8%,
                                                         9/1/01 . . . . . . . . . . . . . . . . . . . .    4,303,125
                                            3,500,000  Time Warner Inc., Ssenior Nnote, 7.45%, 2/1/98 .    3,395,000
                                           11,000,000  U.S. Treasury Note, 5.625%, 8/31/97  . . . . . .   10,590,938         
                                            7,047,380  United Companies Financial Corp., Home Loan                  
                                                         Trust, Series 1993 B1, 6.075%, 7/25/14 . . . .    6,679,507
                                            3,525,000  United Mexican States Tesobonos, 1/12/95 . . . .    3,476,778
                                            6,374,000  United Mexican States Tesobonos, 1/26/95 . . . .    6,270,231
                                           17,319,000  United Mexican States Tesobonos, 4/20/95 . . . .   16,704,002
                                           15,000,000  United Mexican States Tesobonos, 8/3/95  . . . .   14,098,500
                                           10,000,000  United Savings Association of Texas, 98.05%, 
                                                         5/15/98  . . . . . . . . . . . . . . . . . . .    9,475,000
                                                                                                         -----------
                                                       TOTAL U.S. DOLLAR DENOMINATED DEBT
                                                        OBLIGATIONS (Cost $149,169,353)   . . . . . . .  146,165,439
                                                                                                         -----------
                                                       TOTAL INVESTMENTS (Cost $556,616,974)  . . . . .  559,011,680
                                                                                                         -----------
 
</TABLE>



   The accompanying notes are an integral part of the financial statments.

                                       10
<PAGE>

<TABLE>
                                                                                                             INVESTMENT PORTFOLIO
- ---------------------------------------------------------------------------------------------------------------------------------

                      % of                 Principal                                                                      Market
                   Portfolio                Amount                                                                      Value ($)
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                   <C>            <C>                <C>                                                            <C>
                                     --------------------------------------------------------------------------------------------
                      0.1%           PURCHASED OPTIONS  
                                     --------------------------------------------------------------------------------------------
                                     AUD    20,900,000  Put on Australian Dollars, strike price              
                                                         AUD.725, expiration date 11/28/94  . . . . . . . . .               6,270 
                                     AUD    49,293,000  Put on Australian Dollars, strike price AUD.725,           
                                                         expiration date 11/2/94  . . . . . . . . . . . . . .                  -- 
                                     USD    50,000,000  Put on 1 year Canadian Bankers' Acceptance           
                                                         rates Trust BA, strike price 9.25%,                 
                                                         expiration  date 4/21/95   . . . . . . . . . . . . .             110,000 
                                     CAD    64,000,000  Put on Canadian Dollars, strike price                
                                                         CAD1.4103, expiration date 11/3/94   . . . . . . . .                  -- 
                                     DEM    63,000,000  Put on Deutschemarks, strike price DEM1.7,           
                                                         expiration date 11/16/94   . . . . . . . . . . . . .                  -- 
                                     DEM    64,000,000  Put on Deutschemarks, strike price DEM1.71,          
                                                         expiration date 11/17/94   . . . . . . . . . . . . .                  -- 
                                     DEM    54,180,000  Put on Deutschemarks, strike price DEM1.61,          
                                                         expiration date 3/23/95  . . . . . . . . . . . . . .             189,630 
                                     NZD    82,007,751  Put on New Zealand Dollars, strike price             
                                                         NZD.5874, expiration date 12/15/94   . . . . . . . .              12,301 
                                     ESP 2,540,000,000  Put on Spanish Pesetas vs Deutschemarks,             
                                                         strike price ESP84.5, expiration date 12/15/94 . . .              37,146 
                                                                       
                                          Number of
                                          Contracts
                                     --------------------------------------------------------------------------------------------
                                                   178  Put on December 1994 Eurodollar Futures, 
                                                         strike price 94, expiration date 12/19/94  . . . . .              40,050
                                                   176  Put on March 1995 Eurodollar Futures, strike 
                                                         price 93.75, expiration date 3/13/95 . . . . . . . .             132,000
                                                                                                                      -----------
                                                        TOTAL PURCHASED OPTIONS (Cost $3,564,656) . . . . . .             527,397
                                                                                                                      -----------

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

                                                        TOTAL INVESTMENT PORTFOLIO -- 100.0%
                                                         (Cost $560,181,630) (a)  . . . . . . . . . . . . .           559,539,077
                                                                                                                      ===========
<FN>

                                     (a)    The cost for federal income tax purposes was $560,707,823.  At October 31, 1994, 
                                            net unrealized depreciation for all securities based on tax cost was $1,168,746. 
                                            This consisted of  aggregate gross unrealized appreciation for all securities in  
                                            which there was an excess of market value over tax cost of  $8,262,666 and 
                                            aggregate gross unrealized depreciation for all  securities in which there was an 
                                            excess of tax cost over  market value of $9,431,412.  
                                     (b)    Securities valued in good faith by the Valuation Committee of the Board of Directors. 
                                            The cost of these securities at  October 31, 1994 aggregated $11,463,798. See 
                                            Note A of the Notes to the Financial Statements.
</FN>
</TABLE>

   The accompanying notes are an integral part of the financial statments.

                                       11
<PAGE>

SCUDDER SHORT TERM GLOBAL INCOME FUND
- --------------------------------------------------------------------------------

          ----------------------------------------------------------------------
          FUTURES
          ----------------------------------------------------------------------

        *  At October 31, 1994, $2,150,802 par value of General Electric Capital
           Mortgage Services, Inc., 8.5%, 9/25/06 with a market value of
           $2,095,016 was pledged to cover initial margin requirements on open
           futures contracts.

<TABLE>
           At October 31, 1994, open futures contracts purchased were as follows (Note A):
<CAPTION>                                             
                                             Number of      Aggregate             Market          
           Index               Expiration    Contracts   Face Value ($) (1)    Value ($) (1)             
           -----               ----------    ---------   ------------------    -------------
           <S>                  <C>            <C>          <C>                 <C>
           Euroyen . . . . .    Mar 1995       1,500        377,236,082         376,238,902
                                               =====        ===========         ===========
           Net unrealized depreciation on open futures contracts 
           purchased  . . . . . . . . . . . . . . . . . . . . . . . . . .          (997,180)
                                                                                ------------
</TABLE>

<TABLE>
           At October 31, 1994, open futures contracts sold short were as follows (Note A):
<CAPTION>
                                             Number of      Aggregate             Market          
           Index               Expiration    Contracts   Face Value ($) (1)    Value ($) (1)             
           -----               ----------    ---------   ------------------    -------------
           <S>                  <C>            <C>          <C>                  <C>
           Eurolira  . . . .    Dec 1994        75          11,003,321           11,084,171
           Eurolira  . . . .    Mar 1995        75          10,946,036           10,995,196
           Eurodollars . . .    Jun 1995       115          26,999,585           26,777,750
           Eurolira  . . . .    Jun 1995        75          10,895,657           10,928,159
           Eurodollars . . .    Sep 1995       115          26,939,550           26,680,000
           Eurolira  . . . .    Sep 1995        75          10,829,026           10,881,843
           Eurodollars . . .    Dec 1995       110          25,533,525           25,429,250
           Eurodollars . . .    Mar 1996       110          25,552,850           25,401,750
           Eurodollars . . .    Jun 1996       110          25,487,650           25,363,250
                                               ---         -----------          ------------
                                               860         174,187,200          173,541,369
                                               ===         ===========          ============
           Net unrealized appreciation on open futures contracts                
           sold short  . . . . . . . . . . . . . . . . . . . . . . . . . . .        645,831
                                                                                ------------
           Total unrealized depreciation on open futures contracts . . . . .       (351,349)
                                                                                ============

<FN>
           (1) For purposes of these tables, values of foreign denominated futures
               contracts have been translated into U.S. dollars using the period 
               ended foreign exchange rates.
</FN>
</TABLE>


   The accompanying notes are an integral part of the financial statments.

                                       12
<PAGE>

                             INVESTMENT PORTFOLIO
- -------------------------------------------------------------------------------


           --------------------------------------------------------------------
           WRITTEN OPTIONS
           --------------------------------------------------------------------
<TABLE>
           At October 31, 1994 outstanding written options were as follows (Note A):

<CAPTION>
                              Principal 
                               Amount        Expiration          Strike         Market 
           Call Options        (000's)         Date              Price        Value ($)
           ------------      ----------------------------------------------------------
           <S>               <C>              <C>           <C>                <C>
           AUD  . . . . . .      18,293        11/2/94             AUD.7419     36,623
           ITL vs DEM . . .  43,000,000        11/8/94      ITTL1017.00/DEM     42,876
           SEK vs DEM . . .     160,000       11/17/94        SEK4.8212/DEM    319,075
           AUD  . . . . . .      20,900       11/28/94            AUD./7396    131,670
           ESP vs DEM . . .   2,540,000       12/15/94         ESP82.81/DEM     60,784
           NZD  . . . . . .      35,500       12/15/94             NZD.6007    493,450
           JPY  . . . . . .     934,928        6/29/95             JPY95.89    383,320
</TABLE>
           
<TABLE>
<CAPTION>
                                      Number of 
                                      Contracts
                                      ---------
           <S>                          <C>        <C>            <C>     <C>
           Eurodeutschemark                                       
           Futures . . . . . . .        250         3/13/95       94.50      99,711

           3 year Australian
           Bond  . . . . . . . .        620        12/15/94       90.50     111,888

           Canadian Bankers'
           Acceptance  . . . . .         50        12/19/94       93.00      87,784
                                                                          ---------

           Total outstanding written options 
             (Premiums received $2,172,372). . . . . . . . . . . . . .    1,767,181
                                                                          =========
</TABLE>
           
<TABLE>
<CAPTION>
           CURRENCY ABBREVIATIONS
           ----------------------------------------------------------------------------
           <S>      <C>                       <C>       <C>
           AUD      Australian Dollar         ITL       Italian Lira
           BEF      Belgian Franc             JPY       Japanese Yen
           GBP      British Pound             NZD       New Zealand Dollar
           CAD      Canadian Dollar           ZAL       South African Rand
           CLP      Chilean Peso              ESP       Spanish Peseta
           CSK      Czech Koruna              SEK       Swedish Krona
           DKK      Danish Krone              CHF       Swiss Franc
           ECU      European Currency Unit    THB       Thai Baht
           FRF      French Franc              TKL       Turkish Lira
           DEM      German Deutschemark       USD       United States Dollar
</TABLE>

   The accompanying notes are an integral part of the financial statments.

                                       13
<PAGE>

SCUDDER SHORT TERM GLOBAL INCOME FUND
FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
<TABLE>
          ----------------------------------------------------------------------
          STATEMENT OF ASSETS AND LIABILITIES
          -------------------------------------------------------------------------------------------------------------------------

          OCTOBER 31, 1994
          -------------------------------------------------------------------------------------------------------------------------
          <S>                                                                                         <C>            <C>
          ASSETS
          Investments, at market (identified cost $556,616,974) (Note A) . . . . . .                       $ 559,011,680
          Purchased options, at market (identified cost $3,564,656) (Note A). . . . . . . . . .                             527,397
          Cash  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                                 639
          Foreign currency, at market (identified cost $1,875,771) (Note A) . . . . . . . . . .                           1,908,455
          Forward foreign currency exchange contracts to buy, at market
           (contract cost $108,474,575) (Notes A and E) . . . . . . . . . . . . . . . . . . . .                         112,113,732
          Receivable on forward foreign currency exchange contracts 
           to sell (Notes A and E)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         365,049,710
          Receivable on investment sold . . . . . . . . . . . . . . . . . . . . . . . . . . . .                          36,646,644
          Interest receivable   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                          13,784,207
          Receivable on fund shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . . .                             506,342
          Daily variation margin on open futures contracts (Note A) . . . . . . . . . . . . . .                              17,250
          Deferred organization expenses (Note A) . . . . . . . . . . . . . . . . . . . . . . .                              15,524
          Other assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                              35,015
                                                                                                                      -------------
             Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                       1,089,616,595
          LIABILITIES
          Payables:
           Investments purchased  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $ 29,471,820
           Dividends  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          3,484,641 
           Fund shares redeemed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          2,027,672
           Accrued management fee (Note C)  . . . . . . . . . . . . . . . . . . . . . . . . . .            330,444
           Other accrued expenses (Note C)  . . . . . . . . . . . . . . . . . . . . . . . . . .            346,704
           Foreign currency due to broker, at market (Note A) . . . . . . . . . . . . . . . . .          1,212,771
           Written options, at market (premiums received $2,172,372) (Note A) . . . . . . . . .          1,767,181
           Net payable on closed forward foreign currency exchange contracts (Note A) . . . . .          3,121,164
           Payable for forward foreign currency exchange contracts to buy (Notes A and E) . . .        108,474,575
           Payable for forward foreign currency exchange contracts to sell
             (contract cost $365,049,710) (Notes A and E) . . . . . . . . . . . . . . . . . . .        379,450,405
                                                                                                      ------------
             Total liabilities  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         529,687,377
                                                                                                                      -------------
           Net assets, at market value  . . . . . . . . . . . . . . . . . . . . . . . . . . . .                        $559,929,218
                                                                                                                      =============
          NET ASSETS
          Net assets consist of:
           Unrealized appreciation (depreciation) on:
             Investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                       $   2,394,706
             Options  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                          (2,632,068)
             Futures contracts  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                            (351,349)
             Foreign currency related transactions  . . . . . . . . . . . . . . . . . . . . . .                         (10,412,025)
           Accumulated net realized loss (Note F) . . . . . . . . . . . . . . . . . . . . . . .                          (5,071,829)
           Capital stock  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                             519,600
           Additional paid-in capital (Note F)  . . . . . . . . . . . . . . . . . . . . . . . .                         575,482,183
                                                                                                                      -------------
          Net assets, at market value . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                       $ 559,929,218
                                                                                                                      =============
          NET ASSET VALUE, offering and redemption price per share
           ($559,929,218/51,959,978 shares of capital stock
           outstanding, $.01 par value, 300,000,000 shares authorized)  . . . . . . . . . . . .                              $10.78
                                                                                                                             ======
</TABLE>

The accompanying notes are an integral part of the financial statments.

                                       14
<PAGE>

                                                            FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

<TABLE>
- ----------------------------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
- ----------------------------------------------------------------------------------------------------
YEAR ENDED OCTOBER 31, 1994
- ----------------------------------------------------------------------------------------------------
INVESTMENT INCOME
<S>                                                                       <C>           <C> 
Interest (net of foreign taxes withheld of $742,470)  . . . . . . . .                 $ 67,681,085
Expenses:
Management fee (Note C) . . . . . . . . . . . . . . . . . . . . . . .   $  4,625,076
Services to shareholders (Note C) . . . . . . . . . . . . . . . . . .      1,521,715
Directors' fees and expenses (Note C) . . . . . . . . . . . . . . . .         42,932
Custodian fees  . . . . . . . . . . . . . . . . . . . . . . . . . . .      1,039,249
Reports to shareholders . . . . . . . . . . . . . . . . . . . . . . .        190,308
Auditing  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        101,329
Legal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         66,662
State registration fees . . . . . . . . . . . . . . . . . . . . . . .         67,670
Amortization of organization expenses (Note A)  . . . . . . . . . . .         11,706
Interest (Note D) . . . . . . . . . . . . . . . . . . . . . . . . . .         20,424
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         40,140     7,727,211
                                                                        --------------------------
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .                   59,953,874
                                                                                      ------------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT TRANSACTIONS
Net realized gain (loss) from:
 Investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (7,057,339)
 Options  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (12,752,469)
 Futures contracts  . . . . . . . . . . . . . . . . . . . . . . . . .      3,787,162
 Foreign currency related transactions. . . . . . . . . . . . . . . .    (36,924,956)  (52,947,602)
                                                                        ------------  ------------
Net unrealized appreciation (depreciation) during the period on: 
 Investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . .      5,537,241
 Options  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      1,077,116
 Futures contracts  . . . . . . . . . . . . . . . . . . . . . . . . .     (1,794,347)
 Foreign currency related transactions  . . . . . . . . . . . . . . .    (17,137,912)  (12,317,902)
                                                                        ------------  ------------
Net loss on investment transactions . . . . . . . . . . . . . . . . .                  (65,265,504)
                                                                                      ------------

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS  . . . . . . . .                 $ (5,311,630)   
                                                                                      ============
</TABLE>

The accompanying notes are an integral part of the financial statments.

                                       15
<PAGE>

SCUDDER SHORT TERM GLOBAL INCOME FUND
- --------------------------------------------------------------------------------
<TABLE>
        ------------------------------------------------------------------------------------------------------------
        STATEMENTS OF CHANGES IN NET ASSETS
        ------------------------------------------------------------------------------------------------------------
<CAPTION>
        
                                                                                         YEARS ENDED OCTOBER 31, 
                                                                                    --------------------------------
        INCREASE (DECREASE) IN NET ASSETS                                                1994              1993
        ------------------------------------------------------------------------------------------------------------
        <S>                                                                         <C>               <C>
        Operations:
        Net investment income . . . . . . . . . . . . . . . . . . . . . . . . . .   $   59,953,874    $  87,265,028
                                                                                   
        Net realized loss from investment transactions  . . . . . . . . . . . . .      (52,947,602)     (14,059,490)
        Net unrealized depreciation on investment transactions
         during the period  . . . . . . . . . . . . . . . . . . . . . . . . . . .       12,317,902)      (2,432,002)
                                                                                    --------------    -------------
        Net increase (decrease) in net assets resulting from operations . . . . .       (5,311,630)      70,773,536
                                                                                    --------------    -------------
        Distributions to shareholders from:
         Net investment income ($.02 and $.95 per share)  . . . . . . . . . . . .       (1,254,033)     (87,265,028)
                                                                                    --------------    -------------
         Net realized gains from investment transactions ($.02 per share) . . . .               --       (1,930,308)
                                                                                    --------------    -------------
         Tax return of capital distribution ($.85 per share). . . . . . . . . . .      (58,437,746)              --
                                                                                    --------------    -------------
        Fund share transactions:
        Proceeds from shares sold . . . . . . . . . . . . . . . . . . . . . . . .      212,114,019      506,619,737
        Net asset value of shares issued to
         shareholders in reinvestment of distributions  . . . . . . . . . . . . .       45,034,626       66,970,854
        Cost of shares redeemed . . . . . . . . . . . . . . . . . . . . . . . . .     (673,153,473)    (883,422,065)
                                                                                    --------------    -------------
        Net decrease in net assets from Fund share transactions . . . . . . . . .     (416,004,828)    (309,831,474)
                                                                                    --------------    -------------
                                                             
        DECREASE IN NET ASSETS  . . . . . . . . . . . . . . . . . . . . . . . . .     (481,008,237)    (328,253,274)
        Net assets at beginning of period . . . . . . . . . . . . . . . . . . . .    1,040,937,455    1,369,190,729
                                                                                    --------------    -------------
        NET ASSETS AT END OF PERIOD . . . . . . . . . . . . . . . . . . . . . . .   $  559,929,218   $1,040,937,455
                                                                                    ==============    =============
        OTHER INFORMATION                                                           
        INCREASE (DECREASE) IN FUND SHARES
        Shares outstanding at beginning of period . . . . . . . . . . . . . . . .       89,107,607      115,606,640
                                                                                    --------------    -------------
        Shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       18,796,142       43,147,306
        Shares issued to shareholders in reinvestment
         of distributions   . . . . . . . . . . . . . . . . . . . . . . . . . . .        4,010,556        5,700,572
        Shares redeemed . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      (59,954,327)     (75,346,911)
                                                                                    --------------    -------------
        Net decrease in Fund shares . . . . . . . . . . . . . . . . . . . . . . .      (37,147,629)     (26,499,033)
                                                                                    --------------    -------------
        Shares outstanding at end of period . . . . . . . . . . . . . . . . . . .       51,959,978       89,107,607
                                                                                    ==============    =============
</TABLE>

The accompanying notes are an integral part of the financial statments.

                                       16
<PAGE>

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

<TABLE>
                                                                                                           FOR THE PERIOD 
                                                                                                           MARCH 1, 1991  
                                                                                                           (COMMENCEMENT  
                                                                       YEARS ENDED OCTOBER 31,             OF OPERATIONS) 
                                                          ----------------------------------------------   TO OCTOBER 31, 
                                                             1994             1993               1992          1991       
                                                          ----------------------------------------------   -------------- 
<S>                                                         <C>              <C>                <C>             <C>

Net asset value, beginning of period  . . . . . . . . . .   $11.68           $11.84             $12.01          $12.00
                                                            ------           ------             ------          ------
Income from investment operations:
 Net investment income (a)  . . . . . . . . . . . . . . .      .87              .95               1.08             .76
 Net realized and unrealized gain (loss) on investment
   transactions . . . . . . . . . . . . . . . . . . . . .     (.90)            (.14)              (.17)            .01
                                                            ------           ------             ------          ------
Total from investment operations  . . . . . . . . . . . .     (.03)             .81                .91             .77
                                                            ------           ------             ------          ------
Less distributions from:
 Net investment income  . . . . . . . . . . . . . . . . .     (.02)            (.95)             (1.08)           (.76)
 Net realized gains on investments  . . . . . . . . . . .       --             (.02)                --              --
 Tax return of capital distribution   . . . . . . . . . .     (.85)              --                 --              --
                                                            ------           ------             ------          ------
Total distributions . . . . . . . . . . . . . . . . . . .     (.87)            (.97)             (1.08)           (.76)
                                                            ------           ------             ------          ------
Net asset value, end of period  . . . . . . . . . . . . .   $10.78           $11.68             $11.84          $12.01
                                                            ======           ======             ======          ======
TOTAL RETURN (%)  . . . . . . . . . . . . . . . . . . . .     (.25)            7.14               7.83            6.65**
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions)  . . . . . . . . .      560            1,041              1,369             205
Ratio of operating expenses, net to average daily
 net assets (%) (a)   . . . . . . . . . . . . . . . . . .     1.00             1.00               1.00            1.00*
Ratio of net investment income to average daily
 net assets (%)   . . . . . . . . . . . . . . . . . . . .     7.76             8.10               8.94            9.97*
Portfolio turnover rate (%) . . . . . . . . . . . . . . .    272.4            259.8              274.2            26.1*
(a) Reflects a per share amount of management fee not
    imposed by the Adviser  . . . . . . . . . . . . . . .   $  .02           $  .01             $  .03          $  .06
   Operating expense ratio including management fee and
    other expenses not imposed (%)  . . . . . . . . . . .     1.15             1.11               1.23            1.89*
<FN>
*    Annualized
**   Not annualized
</FN>
</TABLE>

                                       17
<PAGE>

SCUDDER SHORT TERM GLOBAL INCOME FUND
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

A. SIGNIFICANT ACCOUNTING POLICIES
- --------------------------------------------------------------------------------

Scudder Short Term Global Income Fund (the "Fund") is a non-diversified series
of Scudder Global Fund, Inc., a Maryland corporation registered under the
Investment Company Act of 1940, as amended, as an open-end management investment
company. The policies described below are followed consistently by the Fund in
the preparation of its financial statements in conformity with generally
accepted accounting principles. 

SECURITY VALUATION. Portfolio debt securities with remaining maturities greater
than sixty days are valued by pricing agents approved by the officers of the
Fund, 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. All other debt securities are valued at their fair value as
determined in good faith by the Valuation Committee of the Board of Directors. 
Securities valued in good faith by the Valuation Committee of the Board of
Directors at fair value amounted to $11,811,199 (2.1% of net assets) and have
been noted in the investment portfolio as of October 31, 1994.  Short-term
investments having a maturity of sixty days or less are valued at amortized
cost.

OPTIONS. The Fund may write (sell) exchange-listed and over-the-counter call and
put options on securities, currencies and other financial instruments. When the
Fund writes a call, it gives the purchaser of the call option the right to buy
the underlying security or currency at the price specified in the option (the   
"exercise price") at any time during the option period, generally ranging up to
nine months for American style options and for European style options at the
expiration date. When the Fund writes a put option, it gives the purchaser of
the put option the right to sell the underlying security or currency to the Fund
at the exercise price at any time during the option period, generally ranging up
to nine months for American style options and for European style options at the
expiration date. If the option expires unexercised, the Fund will realize
income, in the form of a capital gain, to the extent of the amount received for
the option (the "premium"). If the option is exercised, a decision over which
the Fund has no control, the Fund must sell the underlying security or currency
to the option holder or purchase the underlying security or currency from the 
option holder at the exercise price. Certain options, 

                                       18
<PAGE>

                                                  NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

including options on indices will require cash settlement by the Fund if the
option is exercised. By writing a call option, the Fund foregoes, 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 or currency above the exercise price. By writing a put option, the
Fund, in exchange for the net premium received, accepts the risk of a decline in
the market value of the underlying security or currency below the exercise
price. The liability representing the Fund's obligation under an exchange traded
written call or put option is valued at the last sale price or, in the absence
of a sale, the mean between the closing bid and asked price or at the most
recent asked price if no bid and asked price are available. Over-the-counter
written options are valued using dealer supplied valuations. 

In addition, the Fund may purchase, singly and in combination, call
and put options on securities, currencies and securities indices. Exchange
traded purchased options are valued at the last sales price or, in the absence
of a sale, the mean between the closing bid and asked prices or at the most
recent bid price if no bid and asked prices are available. Over-the-counter
purchased options are valued using dealer supplied valuations.

OPTIONS ON FUTURES CONTRACTS. The Fund may purchase and write (sell) call and
put options on futures contracts which are traded for bona fide hedging
purposes. Options on futures contracts will be valued in accordance with the
security and options valuation policies described above.

FUTURES CONTRACTS. The Fund may enter into interest rate, securities index and
currency futures contracts for bona fide hedging purposes. Upon entering into a
futures contract, the Fund is required to deposit with a broker an amount
("initial margin") equal to a certain percentage of the purchase price indicated
in the futures contract. Subsequent payments ("variation margin") are made or
received by the Fund each day for U.S. futures contracts (periodically for
foreign futures), 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, for book purposes, 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 
from the contingency of imperfect market conditions.

                                       19
<PAGE>

SCUDDER SHORT TERM GLOBAL INCOME FUND
- --------------------------------------------------------------------------------

INDEXED SECURITIES. Indexed securities held by the Fund are investments whose
value is indexed to another financial instrument, index, currency, or commodity
(the "reference instrument"). For principal indexed securities, the principal
amount payable at maturity may be more or less than the amounts shown depending
on fluctuations in the value of the reference instrument. For coupon indexed
securities, the principal amount payable at maturity is fixed. However, the
coupon is indexed to the reference instrument. The price sensitivity of these
securities may be greater than that of non-indexed securities with similar
maturities.

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS. In connection with portfolio
purchases and sales of securities denominated in a foreign currency, the Fund
may enter into forward foreign currency exchange contracts ("contracts").
Additionally, the Fund may enter into contracts to hedge certain other foreign
currency denominated assets. Contracts are recorded at market value. Certain
risks may arise upon entering into these contracts from the potential inability
of counterparties to meet the terms of their contracts. Realized and unrealized
gains and losses arising from such transactions are included in net realized and
unrealized gain (loss) from foreign currency related transactions.

FOREIGN CURRENCY TRANSLATIONS. The books and records of the Fund are maintained 
in U.S. dollars. Foreign currency transactions 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, interest income and 
              certain expenses at the daily rates of exchange prevailing on the 
              respective dates of such transactions. 

The Fund does 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 accrual and payment dates on interest
and foreign withholding taxes.

                                       20
<PAGE>

                                                  NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

FEDERAL INCOME TAXES. The Fund's policy is to comply with the requirements of
the Internal Revenue Code which are applicable to regulated investment
companies, and to distribute all of its taxable income to its shareholders.
Accordingly, the Fund paid no federal income taxes, and no federal income tax   
provision was required.  

At October 31, 1994, the Fund had a net tax basis capital loss carryforward 
of approximately $4,462,620, which may be applied against any realized net 
taxable capital gains of each succeeding year until fully utilized or until 
October 31, 2002, whichever occurs first.

DISTRIBUTION OF INCOME AND GAINS. Distribution of net investment income is
declared as a dividend to shareholders of record as of the close of business
each day and is distributed to shareholders monthly. During any particular year
net realized gains and certain unrealized gains (which for federal income tax
reporting purposes may be considered realized) from investment transactions, 
in excess of available capital loss carryforwards, would be taxable to the 
Fund if not distributed and, therefore, will be distributed to shareholders. 
An additional distribution may be made 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 tax 
regulations which may differ from generally accepted accounting principles. 
These differences relate primarily to investments in options, futures, 
forward foreign currency contracts and foreign currency denominated 
investments. As a result, net investment income (loss) 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 capital accounts 
without impacting the net asset value of the Fund.

The Fund uses the identified cost method for determining realized gain
or loss on investments for both financial and federal income tax reporting
purposes. 

ORGANIZATION COSTS. Costs incurred by the Fund in connection with its
organization and initial registration of shares have been deferred and are 
being amortized on a straight-line basis over a five-year period.
        
OTHER. Investment security transactions are accounted for on a trade date 
basis. Distributions of net realized gains to shareholders are recorded on the
ex-dividend date. Interest income is recorded on the accrual basis. All
discounts are accreted for both tax and financial reporting purposes. 

                                       21
<PAGE>

SCUDDER SHORT TERM GLOBAL INCOME FUND
- --------------------------------------------------------------------------------

B. PURCHASES AND SALES OF SECURITIES
- --------------------------------------------------------------------------------

During the year ended October 31, 1994, purchases and sales (including
maturities) of investment securities (excluding short-term investments)
aggregated $1,586,900,677 and $1,823,694,859, respectively.

The aggregate face value of futures contracts opened and closed during the year
ended October 31, 1994 was $6,428,929,506 and $6,878,764,411, respectively.

<TABLE>
Transactions in written options for the year ended October 31, 1994 are summarized as follows:
<CAPTION>
                                                   OPTIONS ON CURRENCIES (000 OMITTED)
                                                   -----------------------------------
                           NUMBER OF  
                           CONTRACTS     PREMIUMS        AUD           CAD          CHF          DEM           PREMIUMS
                           ----------------------------------------------------------------------------------------------
      <S>                    <C>        <C>          <C>            <C>          <C>          <C>            <C> 
      Beginning                                                                                             
      of Period. . .            --            --           --         45,000       72,100           --       $ 1,265,750

      Written  . . .         1,770       855,957      266,817        351,468      442,200      201,747        10,663,976
      Closed   . . .          (850)     (453,623)    (129,328)      (155,602)    (316,200)    (201,747)       (6,665,966)
      Exercised. . .            --            --      (73,102)      (155,157)    (198,100)          --        (4,277,620)
      Expired  . . .            --            --      (25,194)       (85,709)          --           --          (549,803)
                             -----      --------     --------       --------     --------     --------         ---------
      End of                           
      Period   . . .           920       402,334       39,193             --           --           --       $   436,337
                             =====      ========     ========       ========     ========     ========       ===========
</TABLE>

<TABLE>
<CAPTION>
                                                   OPTIONS ON CURRENCIES (000 OMITTED)
                                                   -----------------------------------
                            ESP            FRF        ITL              JPY         NZD         SEK          PREMIUMS
                        ----------------------------------------------------------------------------------------------
      <S>               <C>             <C>       <C>               <C>         <C>         <C>            <C> 
      Beginning 
      of Period  . .            --            --           --            --           --           --      $        --
                                                                                         
      Written  . . .     5,300,000       255,000   29,000,000       934,928      232,133    1,120,500        4,229,540
      Closed . . . .    (3,700,000)           --           --            --      (89,000)    (500,000)      (1,182,846)
      Exercised. . .            --            --           --            --     (107,633)    (248,000)        (949,459)
      Expired  . . .    (1,600,000)     (255,000) (29,000,000)           --           --     (372,500)      (1,377,435)
                        ----------      --------  -----------       -------     --------    ---------      -----------

      End of                                                               
      Period   . . .            --            --           --       934,928       35,500           --      $   719,800
                        ==========      ========  ===========       =======     ========    =========      ===========
</TABLE>

                                       22
<PAGE>

                                                   NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                               OPTIONS ON CURRENCIES (000 OMITTED)
                               ----------------------------------

                   ESP/DEM       GBP/DEM      ITL/DEM        SEK/DEM       PREMIUMS
                 -------------------------------------------------------------------
<S>              <C>             <C>       <C>              <C>           <C>
Beginning 
of Period. . . .         --           --             --            --     $       --
                      
Written. . . . .  8,640,000       32,100    220,045,900     1,636,500      3,989,273
                      
Closed . . . . .   (800,000)          --             --      (788,000)     (1009,833)

Exercised. . . .         --           --   (107,045,900)     (442,500)    (1,241,569)
                      
Expired. . . . . (5,300,000)     (32,100)   (70,000,000)     (246,000)    (1,123,970)
                 ----------      -------   ------------     ---------     ----------
End of                                  
Period . . . . .  2,540,000           --     43,000,000       160,000     $  613,901
                 ==========      =======   ============     =========     ==========
</TABLE>

C.  RELATED PARTIES
- --------------------------------------------------------------------------------
Under the Investment Management Agreement (the "Agreement") with Scudder,
Stevens & Clark, Inc. (the "Adviser"), the Fund has agreed to pay to the Adviser
a fee equal to an annual rate of 0.75% of the first $1,000,000,000 of average
daily net assets and 0.70% of such assets in excess of $1,000,000,000 computed
and accrued daily and payable monthly. As manager of the assets of the Fund, the
Adviser directs the investments of the Fund in accordance with its investment
objectives, policies, and restrictions. The Adviser determines the securities,
instruments, and other contracts relating to investments to be purchased, sold
or entered into by the Fund. In addition to portfolio management services, the
Adviser provides certain administrative services in accordance with the
Agreement. The Agreement also provides that if the Fund's expenses, exclusive of
taxes, interest, and extraordinary expenses, exceed specified limits, such
excess, up to the amount of the management fee, will be paid by the Adviser. The
Adviser has agreed not to impose all or a portion of its management fee until
February 28, 1995, and during such period to maintain the annualized expenses of
the Fund at not more than 1.00% of average daily net assets. For the year ended
October 31, 1994, the Adviser did not impose a portion of its management fee
aggregating $1,176,118 and the amount imposed aggregated $4,625,076, which was
equivalent to an annual effective rate of 0.60% of the Fund's average daily net
assets.

Scudder Service Corporation ("SSC"), a wholly-owned subsidiary of the Adviser,
is the transfer, dividend paying and shareholder service agent for the Fund. 
For the year ended October 31, 1994, the amount charged by SSC aggregated
$1,083,858, of which $65,804 is unpaid at October 31, 1994. 

                                       23
<PAGE>

SCUDDER SHORT TERM GLOBAL INCOME FUND
- --------------------------------------------------------------------------------

The Fund pays each Director not affiliated with the Adviser $4,000 annually,
plus specified amounts for attended board and committee meetings. For the year
ended October 31, 1994, Directors' fees and expenses aggregated $42,932.

D.  SHORT-TERM DEBT
- --------------------------------------------------------------------------------
During the year ended October 31, 1994, the Fund periodically borrowed amounts
from a bank at the existing prime rates. The arrangement with the bank          
allows the Fund to borrow a maximum amount based on net asset value. There were
no month-end borrowings outstanding during the year ended October 31, 1994.

During the year ended October 31, 1994, the weighted average outstanding        
daily balance of bank loans (based on the number of days the loans were
outstanding) was $5,225,500 with a weighted average interest rate of
6.55. Interest expense for the year ended October 31, 1994 was $20,424
(less than $.01 per share).

E.  COMMITMENTS
- --------------------------------------------------------------------------------
As of October 31, 1994, the Fund had entered into the following forward foreign 
currency exchange contracts resulting in net unrealized depreciation of
$10,761,538

<TABLE>
<CAPTION>
                                                                                            NET UNREALIZED
                                                                                             APPRECIATION
                                                                                            (DEPRECIATION)
                    CONTRACTS TO DELIVER       IN EXCHANGE FOR       SETTLEMENT DATE           (U.S.$)
                   ----------------------  ----------------------   -------------------     ------------
                   <S>        <C>          <C>        <C>           <C>                      <C>
                   USD             20,695  DEM             31,250        11/1/94                     82
                   JPY          3,750,000  USD             38,481        11/1/94                   (234)
                   CSK         36,138,229  USD          1,314,117        11/4/94                 (1,052)
                   FRF        405,119,610  USD         76,041,017   11/7/94 to 11/16/94      (2,595,253)
                   GBP         22,163,386  USD         33,998,635        11/8/94             (2,245,660)
                   USD         34,386,181  GBP         22,163,386        11/8/94              1,875,904
                   AUD         17,232,275  USD         12,709,998   11/14/94 to 11/28/94       (70,537)
                   ITL         13,972,300  USD              8,837       11/14/94                   (231)
                   DKK        217,803,080  USD         35,902,567    11/17/94 to 1/6/95      (1,034,332)
                   FIM         98,284,506  USD         20,628,504       11/17/94               (714,958)
                   USD         44,956,185  DEM         69,273,171   11/21/94 to 1/18/95       1,119,116
                   USD          2,011,514  CAD          2,725,601       11/28/94                  3,718
                   NZD          6,285,700  USD          3,835,911       11/28/94                (28,882)
                   CHF         52,760,170  USD         39,808,849   12/15/94 to 3/13/95     (2,342,048)
                   ECU         11,343,792  USD         13,977,820       12/15/94               (388,684)
                   BEF        720,097,000  USD         21,320,415       12/19/94             (1,965,835)
                   DEM        162,972,292  USD        105,464,559   1/18/95 to 3/14/95       (3,012,989)
                   USD         27,100,000  CHF         34,692,065        2/3/95                 640,337
                                                                                            -----------
                                                                                            (10,761,538)
                                                                                            ===========
</TABLE>

                                       24
<PAGE>

NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------


F.  RECLASSIFICATION OF CAPITAL ACCOUNTS
- --------------------------------------------------------------------------------
As required, effective November 1, 1993, the Fund has adopted the provisions of
Statement of Position 93-2 "Determination, Disclosure and Financial
Statement Presentation of Income, Capital Gain and Return of Capital
Distributions by Investment Companies (SOP)." In implementing the SOP, the Fund
has reclassified $10,832,234 to increase distributions in excess of net
investment income, $38,912,438 to decrease accumulated net realized loss and
$28,080,204 to decrease additional paid-in capital. These reclassifications,
which have no impact on the net asset value of the Fund, are primarily
attributable to differences in the characterization of certain foreign currency
related gains and losses under federal tax regulations versus generally accepted
accounting principles. The statement of changes in net assets and financial
highlights for prior periods have not been restated to reflect this change in
presentation.

                                       25
<PAGE>

SCUDDER SHORT TERM GLOBAL INCOME FUND
REPORT OF INDEPENDENT ACCOUNTANTS
- --------------------------------------------------------------------------------

TO THE BOARD OF DIRECTORS OF SCUDDER GLOBAL FUND, INC. AND TO THE SHAREHOLDERS
OF SCUDDER SHORT TERM GLOBAL INCOME FUND: 

We have audited the accompanying statement of assets and liabilities of Scudder
Short Term Global Income Fund including the investment portfolio, as of 
October 31, 1994, and the related statement of operations for the year then     
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the three years in
the period then ended and for the period March 1, 1991 (commencement of
operations) to October 31, 1991. These financial statements and financial
highlights are the responsibility of the Fund's management. Our responsibility
is to express an opinion on these financial statements and financial highlights
based on our audits. 

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial    
statements. Our procedures included confirmation of securities owned as of
October 31, 1994, by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion. 
        
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Scudder Short Term Global Income Fund as of October 31, 1994, the
results of its operations for the year then ended, the changes in its net
assets for each of the two years in the period then ended, and the financial
highlights for each of the three years in the period then ended and for the
period March 1, 1991 (commencement of operations) to October 31, 1991 in
conformity with generally accepted accounting principles.

Boston, Massachusetts                             COOPERS & LYBRAND L.L.P.
December 20, 1994



                                       26
<PAGE>

                                                                TAX INFORMATION
- --------------------------------------------------------------------------------

The Fund paid foreign taxes of $742,470 and the Fund recognized $1,996,503 of
foreign source income during the taxable year ended October 31, 1994. Pursuant
to section 853 of the Internal Revenue Code, the Fund designates $.014 per share
of foreign taxes paid and $.038 of gross income earned from foreign sources in
the taxable year ended October 31, 1994.

Please consult a tax adviser if you have questions about federal or state income
tax laws, or on how to prepare your tax returns. If you have specific
questions about your Scudder Fund account, please call a Scudder Service
Representative at 1-800-225-5163.

                                       27
<PAGE>







                     (This page intentionally left blank.)





                                       28
<PAGE>

OFFICERS AND DIRECTORS
- --------------------------------------------------------------------------------

Edmond D. Villani*
     Chairman of the Board and Director

Nicholas Bratt*
     President and Director

Paul Bancroft III
     Director

Thomas J. Devine
     Director

William H. Gleysteen, Jr.
     Director

William H. Luers
     Director

Robert W. Lear
     Honorary Director; Executive-in-Residence, Columbia University
     Graduate School of Business

Daniel Pierce*
     Director and Vice President

Robert G. Stone, Jr.
     Director

Jerard K. Hartman*
     Vice President

Thomas W. Joseph*
     Vice President

David S. Lee*
     Vice President and Assistant Treasurer

Douglas M. Loudon*
     Vice President

Thomas F. McDonough*
     Vice President and Secretary

Pamela A. McGrath*
     Vice President and Treasurer

Gerald J. Moran*
     Vice President

Edward J. O'Connell*
     Vice President and Assistant Treasurer

Juris Padegs*
     Vice President and Assistant Secretary

Kathryn L. Quirk*
     Vice President and Assistant Secretary

Cornelia Small*
     Vice President

Lawrence Teitelbaum*
     Vice President

Coleen Downs Dinneen*
     Assistant Secretary

*Scudder, Stevens & Clark, Inc.

                                       29
<PAGE>

INVESTMENT PRODUCTS AND SERVICES
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
The Scudder Family of Funds
<S>                                                               <C>                                              
Money market                                                     Income                                            
     Scudder Cash Investment Trust                                    Scudder Emerging Markets Income Fund         
     Scudder U.S. Treasury Money Fund                                 Scudder GNMA Fund                            
Tax free money market+                                                Scudder Income Fund                          
     Scudder Tax Free Money Fund                                      Scudder International Bond Fund              
     Scudder California Tax Free Money Fund*                          Scudder Short Term Bond Fund                 
     Scudder New York Tax Free Money Fund*                            Scudder Short Term Global Income Fund        
Tax free+                                                             Scudder Zero Coupon 2000 Fund                
     Scudder California Tax Free Fund*                           Growth                                            
     Scudder High Yield Tax Free Fund                                 Scudder Capital Growth Fund                  
     Scudder Limited Term Tax Free Fund                               Scudder Development Fund                     
     Scudder Managed Municipal Bonds                                  Scudder Global Fund                          
     Scudder Massachusetts Limited Term Tax Free Fund*                Scudder Global Small Company Fund            
     Scudder Massachusetts Tax Free Fund*                             Scudder Gold Fund                            
     Scudder Medium Term Tax Free Fund                                Scudder Greater Europe Growth Fund           
     Scudder New York Tax Free Fund*                                  Scudder International Fund                   
     Scudder Ohio Tax Free Fund*                                      Scudder Latin America Fund                   
     Scudder Pennsylvania Tax Free Fund*                              Scudder Pacific Opportunities Fund           
Growth and Income                                                     Scudder Quality Growth Fund                  
     Scudder Balanced Fund                                            Scudder Value Fund                           
     Scudder Growth and Income Fund                                   The Japan Fund                               

Retirement Plans and Tax-Advantaged Investments        
- --------------------------------------------------------------------------------------------------------------------
     IRAs                                                        403(b) Plans                                   
     Keogh Plans                                                 SEP-IRAs                                       
     Scudder Horizon Plan+++* (a variable annuity)               Profit Sharing and Money Purchase 
     401(k) Plans                                                     Pension Plans

Closed-end Funds#
- --------------------------------------------------------------------------------------------------------------------
     The Argentina Fund, Inc.                                    The Latin America Dollar Income Fund, Inc.
     The Brazil Fund, Inc.                                       Montgomery Street Income Securities, Inc. 
     The First Iberian Fund, Inc.                                Scudder New Asia Fund, Inc.               
     The Korea Fund, Inc.                                        Scudder New Europe Fund, Inc.             
                                                                 Scudder World Income                      
                                                                      Opportunities Fund, Inc.             

Institutional Cash Management
- --------------------------------------------------------------------------------------------------------------------
     Scudder Institutional Fund, Inc.
     Scudder Fund, Inc.
     Scudder Treasurers Trust(tm)++

For complete information on any of the above Scudder funds,  including  management fees and expenses,  call or write
for a free prospectus. Read it carefully before you invest or send money. +A portion of the income from the tax-free
funds may be subject to federal,  state and local taxes. *Not available in all states. +++A no-load variable annuity
contract  provided by Charter  National Life  Insurance  Company and its affiliate,  offered by Scudder's  insurance
agencies,  1-800-225-2470.  #These funds,  advised by Scudder,  Stevens & Clark,  Inc.,  are traded on various stock
exchanges. ++For information on Scudder Treasurers Trust(tm), an institutional cash management service that utilizes
certain portfolios of Scudder Fund, Inc. ($100,000 minimum), call: 1-800-541-7703.
</TABLE>

                                       30
<PAGE>

HOW TO CONTACT SCUDDER
- --------------------------------------------------------------------------------

Account Service and Information
- --------------------------------------------------------------------------------
     For existing account service and transactions
     
          SCUDDER SERVICE CORPORATION
          1-800-225-5163
     
     For account updates, prices, yields, exchanges and redemptions
     
          SCUDDER AUTOMATED INFORMATION LINE (SAIL)
          1-800-343-2890
     
Investment Information
- --------------------------------------------------------------------------------
     To receive information about the Scudder funds, for additional
     applications and prospectuses, or for investment questions
     
          SCUDDER INVESTOR INFORMATION
          1-800-225-2470
     
     For establishing Keogh, 401(k) and 403(b) plans
     
     SCUDDER GROUP RETIREMENT SERVICES
          1-800-323-6105
     
Please address all correspondence to
- --------------------------------------------------------------------------------
          THE SCUDDER FUNDS
          P.O. BOX 2291
          BOSTON, MASSACHUSETTS
          02107-2291
     
Or stop by a Scudder Funds Center
- --------------------------------------------------------------------------------
     Many shareholders enjoy the personal, one-on-one service of the
     Scudder Funds Centers. Check for a Funds Center near you--they can be
     found in the following cities:
     
          Boca Raton
          Boston
          Chicago
          Cincinnati
          Los Angeles
          New York
          Portland, OR
          San Diego
          San Francisco
          Scottsdale
- --------------------------------------------------------------------------------
For information on Scudder Treasurers Trust(tm), an institutional cash
management service for corporations, non-profit organizations and trusts
which utilizes certain portfolios of Scudder Fund, Inc.* ($100,000
minimum), call: 1-800-541-7703.

For information on Scudder Institutional Funds,* funds designed to meet the
broad investment management and service needs of banks and other
institutions, call: 1-800-854-8525.

- --------------------------------------------------------------------------------
     Scudder Investor Information and Scudder Funds Centers are services
     provided through Scudder Investor Services, Inc., Distributor.

*    Contact Scudder Investor Services, Inc., Distributor, to receive a
     prospectus with more complete information, including management fees
     and expenses. Please read it carefully before you invest or send
     money.

                                       31
<PAGE>

Celebrating 75 Years of Serving Investors
- --------------------------------------------------------------------------------

     This year marks the 75th anniversary of the founding of Scudder,
Stevens & Clark, Inc., investment adviser for the Scudder Funds.
Established in 1919 by Theodore Scudder, Sidney Stevens, and F. Haven
Clark, Scudder was the first independent investment counsel firm in the
United States. Since its birth, Scudder's pioneering spirit and commitment
to professional long-term investment management have helped shape the
investment industry. In 1928, we introduced the nation's first no-load
mutual fund. Today we offer 36 pure no load(tm) funds, including the first
international mutual fund offered to U.S. investors.

     Over the years, Scudder's global investment perspective and dedication
to research and fundamental investment disciplines have helped Scudder
become one of the largest and most respected investment managers in the
world. Though times have changed since our beginnings, we remain committed
to our longstanding principles: managing money with integrity and
distinction, keeping the interests of our clients first; providing access
to investments and markets that may not be easily available to individuals;
and making investing as simple and convenient as possible through friendly,
comprehensive service.

<PAGE>
This information must be preceded or accompanied by a current prospectus.

Portfolio changes should not be considered recommendations for action by
individual investors.

Scudder 
Emerging Markets 
Income Fund

Annual Report
October 31, 1994

*    For investors seeking high current income and, secondarily, long-term
     capital appreciation from a professionally managed portfolio
     consisting primarily of high-yielding debt securities issued in
     emerging markets.

*    A pure no-load(tm) fund with no commissions to buy, sell, or exchange
     shares.


<PAGE>
SCUDDER EMERGING MARKETS INCOME FUND
- --------------------------------------------------------------------------------

CONTENTS

   2 Highlights
     
   3 Letter from the Fund's Chairman
     
   4 Performance Update
     
   5 Portfolio Summary
     
   6 Portfolio Management Discussion
     
  11 Investment Portfolio
     
  15 Financial Statements
     
  18 Financial Highlights
     
  19 Notes to Financial Statements
     
  24 Report of Independent Accountants
     
  25 Officers and Directors
     
  26 Investment Products and Services
     
  27 How to Contact Scudder

HIGHLIGHTS

*    Interest rates rose substantially in the United States and abroad
     during 1994, driving down global bond prices. Emerging debt markets
     felt the additional pressure of heavy selling by speculative investors
     and returned -12.23% from December 31, 1993, through October 31, 1994.

*    Scudder Emerging Markets Income Fund outperformed emerging debt
     markets overall, but still felt the effects of the market's decline,
     posting a -3.54% return from its inception on December 31 through
     October 31.

*    The Fund's yield increased as its cash position was invested and
     interest rates rose. The Fund closed the annual period with a 30-day
     net annualized yield of 9.13%, despite cash holdings totaling 16% of
     the portfolio.

*    Latin American holdings continue to comprise the bulk of the
     portfolio, but where possible, your portfolio management team worked
     to diversify Fund holdings in areas like Eastern Europe and Africa. By
     October 31, 21 countries were represented in the portfolio.

                                       2
<PAGE>

LETTER FROM THE FUND'S CHAIRMAN
- --------------------------------------------------------------------------------

Dear Shareholders,

     Interest rates continued to rise in the third quarter of 1994 but at a
slower rate than in the first half of the year. Even so, investors' fear of
higher inflation remains a problem for the bond market. Throughout the
year, investors have reacted swiftly to reports of robust economic growth
in the United States, pushing bond prices lower and yields on long-term
securities higher as a result.

     In the months ahead, interest rates may move higher in the face of
continued monetary tightening by the Federal Reserve. In addition, with
finite savings around the world, capital to invest in financial markets and
growing economies is increasingly in short supply, adding upward pressure
to interest rates as countries compete for savings by offering attractive
lending rates.

     What does this mean for fixed-income investors? In the near term,
current yields will likely make up most of your Fund's total return. On the
plus side, because interest rates are now higher, investors are currently
receiving more income. Because rising interest rates could detract from
bond price performance (since bond prices move in the opposite direction of
interest rates), our investment strategy will focus on providing a
competitive level of income, while balancing changing bond prices with an
emphasis on capital preservation. Your Fund's investment team also plans to
seek out potential opportunities in anticipation of an expected 1995 peak
in inflation and an eventual turnaround in the trend of bond prices.

     Please call Scudder Investor Information at 1-800-225-2470 if you have
questions about your Fund or other Scudder investments. Page 27 contains
more information on how to contact Scudder. Thank you for choosing Scudder
Emerging Markets Income Fund to help meet your investment needs.

                                   Sincerely
                              
                                   /s/Edmond D. Villani
                                   Edmond D. Villani
                                   Chairman,
                                   Scudder Emerging Markets Income Fund

                                       3
<PAGE>

Scudder Emerging Markets Income Fund
Performance Update as of October 31, 1994
- -----------------------------------------------------------------
Growth of a $10,000 Investment
- ------------------------------------------------------------------
Scudder Emerging Markets Income Fund
- ----------------------------------------
                     Total Return
  Period   Growth    -------------
   Ended     of               Average
10/31/94  $10,000  Cumulative  Annual
- --------- -------  ----------  -------
Life of   
Fund*     $ 9,646    -3.54%       -%

JP Morgan Composite Emerging Markets
Bond/Latin Eurobond Index
- --------------------------------------
                     Total Return
  Period   Growth    -------------
   Ended     of               Average
10/31/94  $10,000  Cumulative  Annual
- --------- -------  ----------  -------
Life of   
Fund*     $ 8,777    -12.23%      -%

*The Fund commenced operations on December 31, 1993.

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


Scudder Emerging Markets Income  Fund
Year            Amount
- --------------------------------------
12/31/93*        10000
1/94             10058           
2/94              9767                 
3/94              9050
4/94              8962
5/94              9416
6/94              8945
7/94              9067
8/94              9614
9/94              9768
10/94             9646

JP Morgan Composite Emerging
Markets Bond/Latin Eurobond Index
Year            Amount
- ----------------------------------------
12/31/93*        10000
1/94             10041
2/94              9284
3/94              8358
4/94              8314
5/94              8824
6/94              8217
7/94              8397
8/94              8942
9/94              9006
10/94             8777

The JP Morgan Composite Emerging Markets Bond/Latin
Eurobond Index (EMBI/LEI) tracks the performance of
U.S. dollar-denominated sovereign restructured bonds
(mostly Brady bonds) and Latin-issued Eurobonds.
The composite includes debt issues from seven
countries in Latin America, plus Nigeria and the
Philippines. Index returns assume reinvested
dividends and, unlike Fund returns, do not reflect
any fees or expenses.



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

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

Periods ended October 31
- ----------------------------------
<TABLE>
<S>                     <C>   
                        1994*
                     -----------    
Net Asset Value...    $ 11.05  
Income Dividends..    $   .51 
Fund Total
Return (%)........      -3.54  
Index Total
Return (%)........     -12.23  

</TABLE>
All performance is historical, assumes reinvestment of all dividends and
capital gains, and is not indicative of future results.
Total return and principal value will fluctuate, so an investor's shares,
when redeemed, may be worth more or less than when purchased. If the
Adviser had not maintained the Fund's expenses, the total return
would have been approximately -4.05%.

                                       4
<PAGE>

Emerging Markets Income Fund
Portfolio Summary as of October 31, 1994
- ---------------------------------------------------------------------------
Diversification
- ---------------------------------------------------------------------------
Debt Obligations         81%       We kept a relatively high
Convertible Bonds         3%       level of cash equivalents
Cash Equivalents         16%       throughout the year to
                        ----       help reduce the impact of 
                        100%       market volatility on the 
                        ====       Fund's share price.


A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

- --------------------------------------------------------------------------
Market Exposure (Excludes 16% Cash Equivalents)
- --------------------------------------------------------------------------
Geographical                     Currency
- -----------------                -----------------------------------------
Brazil                    28%    United States       91%
Argentina                 25%    Argentina            3%
Morocco                    8%    Chile                2%
Panama                     5%    Czech Republic       1%
Venezuela                  5%    France               1%
Mexico                     5%    Indonesia            1%
United States              4%    Mexico               1%
Other                     20%                       ----
                         ----                       100%
                         100%                       ====
                         ====
                                During the year, we diversified assets
                                away from Latin America, making modest
                                investments in the emerging markets
                                of Eastern Europe and Africa.

A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

- --------------------------------------------------------------------------
Average Life (Excludes 16% Cash Equivalents)
- --------------------------------------------------------------------------
0 - 3 years            15%       We emphasized shorter-maturity investments
3 - 5 years            24%       throughout the year to help provide a 
5 - 10 years           42%       buffer against volatile markets worldwide.
Greater than 10 years  19%
                      ----
                      100%
                      ====
A graph in the form of a pie chart appears here,
illustrating the exact data points in the above table.

For more complete details about the Fund's Investment Portfolio, 
see page 11.
A monthly Investment Portfolio Summary is available upon request.

                                       5
<PAGE>
SCUDDER EMERGING MARKETS INCOME FUND
PORTFOLIO MANAGEMENT DISCUSSION
- --------------------------------------------------------------------------------

Dear Shareholders,

     The world's emerging markets have traditionally offered investors the
potential for attractive returns in exchange for certain investment risks
characteristic of these regions, namely relatively undeveloped and often
illiquid securities markets, political uncertainty, and currency
fluctuation. This year, however, these markets have been affected more by
events taking place in the world's developed markets, specifically the
United States.

     In February, the U.S. Federal Reserve began a series of interest-rate
hikes (there have been six to date) to help contain inflation and moderate
the pace of economic growth, which had picked up at the end of 1993.
Nervous investors, fearing inflation would rise despite the Fed's efforts,
sold bonds and stocks, sending the prices of these securities lower
throughout the world.

     Emerging-market debt suffered during the spring months as hedge funds
and other leveraged accounts took the opportunity to lock in the strong
gains they had made in 1993 by selling their ample holdings of
emerging-market debt to cover losses in U.S. Treasury and foreign currency
positions. Demand for emerging-market bonds weakened further as dealers
received securities back from leveraged investors unable to satisfy rising
margin requirements and as a debt restructuring in Brazil added
approximately $40 billion in new bonds to the market.

     After the rapid succession of interest-rate increases in the first few
months of the year, the U.S. Federal Reserve raised rates at a more
moderate pace in the summer and autumn. And although the world's
fixed-income markets remain volatile, the forced selling that exacerbated
the negative market activity in March and April has subsided.

     Scudder Emerging Markets Income Fund managed to outperform the broad
market in this volatile environment by concentrating on defensive
investment strategies. For its abbreviated fiscal year, the ten months
ended October 31, 1994, the Fund's total return was -3.54%, reflecting a
decline in net asset value to $11.05 at the end of October, from $12.00 on
December 31, 1993, and $0.51 per share of income distributions. The Fund's
30-day net annualized yield on October 31 was 9.13%. Although negative,
your Fund's overall performance compares favorably to the J.P. Morgan
Composite Emerging Market Bond/Latin Eurobond Index, which fell 12.23%
during the same period.

                                       6
<PAGE>

PORTFOLIO MANAGEMENT DISCUSSION
- --------------------------------------------------------------------------------

                Investors Focus on Emerging-Market Fundamentals

      In recent months, calmer markets have allowed investors to focus
again on the market fundamentals of developing countries, where the news
remains positive and values remain attractive. Developing countries,
notably in Latin America, are undertaking the bold steps necessary to
participate in a global economy and to compete successfully for global
capital. Governments of once-state-run economies are now privatizing key
businesses to reduce inflation, stimulate economic growth, improve
operating efficiencies in important industries, and encourage greater
domestic savings.

     Despite these fundamentally positive developments, emerging market
debt--indeed, bond markets around the world--remain vulnerable to rising
interest rates and the threat of inflation. As a result, we took several
steps during the year to construct a defensive portfolio.

                         Building a Defensive Portfolio

     To lessen the impact of rising interest rates, we invested principally
in floating-rate bonds (62% on October 31), maintained a large cash
position (roughly 16%), and made select investments in securities
denominated in foreign currencies. Floating-rate securities adjust the rate
of interest they pay periodically to mirror the changing level of interest
rates. Since investors are less inclined to sell "floaters" when rates are
rising, they tend to be less susceptible to price volatility.

     Our investment strategy has included investing primarily in
dollar-denominated securities to reduce the impact of the currency
fluctuation common to emerging markets. By charter, no more than 35% of the
Fund can be invested in foreign currencies, and fully 91% of portfolio
assets was invested in dollar-denominated securities at the end of October.
But most foreign currencies have been relatively stable next to the
declining U.S. dollar this year, and we made select investments during the
period using the local currencies of the Czech Republic, Indonesia,
Thailand, Argentina, and Chile. Although intended as a defensive strategy,
these investments performed well as the local currencies strengthened,
helping to support the Fund's share price throughout the year.

                                       7
<PAGE>

SCUDDER EMERGING MARKETS INCOME FUND
- --------------------------------------------------------------------------------

     During the period, we also allowed our U.S. high-yield corporate bond
position to diminish as a percentage of total fund assets. Earlier in the
year, the Fund's U.S. high-yield bond position accounted for nearly 10% of
the portfolio. These bonds served the Fund well during the year, generally
outperforming emerging-market holdings. The strong performance of U.S.
high-yield corporate bonds was a direct result of the healthy U.S. economy,
which, based on reports of gross domestic product, grew 3.7% on average
during the first three quarters of the year.

     However, U.S. high-yield corporate bonds have outperformed other asset
classes for the past three years, and we believe they are now fully valued.
Like stocks, high-yield corporate bonds are also vulnerable to economic
downturns, which affect the issuer's earnings and ability to make payments
of interest and principal. In light of the high valuations of these bonds,
we concluded it was best to trim our holdings and invest elsewhere. By the
end of October, U.S. high-yield corporate bonds accounted for just 3.3% of
portfolio holdings.

     Although the Fund is capable of investing as much as 50% of its assets
in corporate debt worldwide, we have chosen to invest predominantly in
government-issued securities (currently 82% of portfolio holdings).
Corporations are generally considered less creditworthy than governments
and thus have traditionally paid higher coupons to attract investors to
their bonds. This is true in emerging and developed economies, although
some corporations are more creditworthy than others. In our view, the
premium paid by Latin American corporations in recent months has not been
sufficient to merit consideration in all but a few cases. During the
period, we carefully researched and selected bonds we believed would
provide the best risk-adjusted returns within the emerging markets,
investing heavily in the government debt of countries like Brazil and
Argentina, where governments are increasingly democratic and favor serious
economic reform.

                                       8
<PAGE>

PORTFOLIO MANAGEMENT DISCUSSION
- --------------------------------------------------------------------------------

(BAR CHART TITLE)   Geographic Diversification of Bond Holdings

(CHART DATA)
                     4/30/94  10/31/94
                    --------  --------
Argentina             32.3      25.0
Brazil                15.7      28.0
Venezuela             17.3       5.0
Mexico                10.5       5.0
United States          8.9       4.0
Morocco                3.8       8.0
(END CHART)

                         Greater Diversification Ahead

     Since the Fund's inception on December 31, 1993, we have invested
primarily in Latin American countries. Of the developing countries, those
in Latin America have offered the best values and boast the largest and
most liquid debt markets. Mexico, Argentina, and Brazil, for example, have
made demonstrable progress with economic and political reforms and yet
still issue bonds with yields significantly higher than U.S. Treasuries of
equivalent maturity.

     Although still wide, the difference in yields has narrowed from that
of recent years as investors increasingly participate in Latin American
debt markets, pushing bond prices higher. During the period, we observed
this change in market valuations and began to look elsewhere for investment
opportunities. By period-end, we had diversified portfolio holdings away
from Latin America by making greater investments in the newly emerging
markets of Eastern Europe and Africa. In our view, countries like Poland,
Morocco, and the Czech Republic are undertaking the same steps as Latin
American countries to achieve market-based economic reforms. These markets
currently offer bonds at attractive valuations and the potential for
capital appreciation as more investors respond to those opportunities.

                     Scudder Emerging Markets Income Fund:
                          A Team Approach to Investing

     Scudder Emerging Markets Income Fund is managed by a team of Scudder
investment professionals who each play an important role in the Fund's
management process. Team members work together to develop investment
strategies and select securities for the Fund's portfolio. They are
supported by Scudder's large staff of economists, research analysts,
traders, and other investment specialists who work in Scudder's offices
across the United States and abroad. We believe our team approach benefits
Fund investors by bringing together many disciplines and leveraging
Scudder's extensive resources.

     Lead Portfolio Manager Lincoln Y. Rathnam has responsibility for the
Fund's investment strategies. Lincoln, who joined Scudder in 1984, has 15
years of experience in international investing. M. Isabel Saltzman,
Portfolio Manager, is responsible for the Fund's day-to-day management.
Isabel, who joined Scudder in 1990, has been involved in foreign finance
and investing since 1979 and contributes special expertise in Latin
America. Susan E. Gray, Portfolio Manager, has responsibility for
developing the Fund's trading strategies. Susan, who has over four years of
investment trading experience, has worked at Scudder since 1987.

                                       9
<PAGE>

SCUDDER EMERGING MARKETS INCOME FUND
- --------------------------------------------------------------------------------

     In the coming months, in anticipation of a peak in U.S. interest
rates, and as demand for dollar-denominated assets increases, we expect to
decrease the Fund's large cash position and further diversify portfolio
assets away from Latin America.  In keeping with the Fund's objectives, we
will continue to look for opportunities to provide high current income and
long-term capital appreciation for our shareholders.

     Sincerely,

     Your Portfolio Management Team

     /s/Lincoln Y. Rathnam              /s/Susan E. Gray
     Lincoln Y. Rathnam                 Susan E. Gray

     /s/M. Isabel Saltzman
     M. Isabel Saltzman

                                       10
<PAGE>

<TABLE>
                                                                      INVESTMENT PORTFOLIO as of October 31, 1994
- ------------------------------------------------------------------------------------------------------------------

<CAPTION>
                  % of                  Principal                                                        Market
                Portfolio               Amount (c)                                                      Value ($)
- ------------------------------------------------------------------------------------------------------------------
<S>              <C>                    <C>                                                             <C>
                 16.4%                  COMMERCIAL PAPER
                                        --------------------------------------------------------------------------
                                        5,300,000  Associates Corp. of North America,
                                                       4.8%, 11/1/94  . . . . . . . . . . . . . . . .    5,300,000
                                        5,301,000  Dow Chemical Company, 4.8%, 11/1/94  . . . . . . .    5,301,000
                                        5,289,000  Household Finance Corp., 4.75%, 11/1/94. . . . . .    5,289,000
                                                                                                        ----------
                                                   TOTAL COMMERCIAL PAPER
                                                     (Cost $15,890,000)   . . . . . . . . . . . . . .   15,890,000
                                                                                                        ----------
                 80.9%                   DEBT OBLIGATIONS
                                        --------------------------------------------------------------------------
ARGENTINA        21.2%                  1,250,000  Acindar Industries Floating Rate Note,
                                                     11%, 11/12/98  . . . . . . . . . . . . . . . . .    1,107,813
                                          400,000  Banco de Galicia y Buenos Aires, 9%, 11/1/03 . . .      322,940
                                        3,850,000  Bonos del Tesoro, Conea II,
                                                     Floating Rate Bond, Libor, (5%), 9/1/97. . . . .    3,685,470
                                          300,000  Banco Rio de la Plata Medium Term Note,
                                                     8.5%, 7/15/98  . . . . . . . . . . . . . . . . .      275,550
                                          270,000  Bridas Sapic, 11.75%, 2/24/97  . . . . . . . . . .      271,350
                                        2,000,000  Cedulas Hipotecarias, Floating Rate Bond,
                                                     (7.9%), 9/1/00   . . . . . . . . . . . . . . . .    1,800,000
                                          450,000  Gascart S.A., 9%, 1/20/99  . . . . . . . . . . . .      421,875
                                 ARP    2,005,500  Republic of Argentina BIC5 Floating Rate
                                                     Note, (18.81%), 5/1/01   . . . . . . . . . . . .    2,213,467
                                        1,000,000  Republic of Argentina Collateralized Discount
                                                     Bond, Libor plus .8125%, (5.8125%), 3/31/23. . .      683,750
                                       11,300,000  Republic of Argentina Floating Rate Bond,
                                                     Libor plus .8125%, (6.5%), 3/31/05   . . . . . .    8,178,375
                                        3,350,000  Republic of Argentina Collateralized Par Bond,
                                                     Series L, Step-Up Coupon, 4.25%, 3/31/23 . . . .    1,566,125
                                                                                                        ----------
                                                                                                        20,526,715
                                                                                                        ----------
BRAZIL           23.0%                  1,000,000  Companhia Brasileira de Petroleo Ipiranga,
                                                     8.625%, 2/25/02  . . . . . . . . . . . . . . . .      942,500
                                        1,500,000  Companhia Energetica de Minas Gerais,
                                                     Series A, 7.875%, 2/10/99  . . . . . . . . . . .    1,226,250
                                        4,550,000  Companhia Energetica de Minas Gerais,
                                                     Series B, 8.25%, 2/10/00   . . . . . . . . . . .    3,674,125
                                        6,630,000  Federative Republic of Brazil C Bond,
                                                     Front-Loaded Interest Reduction with Interest
                                                     Capitalization Bonds, 8%, 4/15/14  . . . . . . .    3,331,575
                                       11,074,000  Federative Republic of Brazil, IDU Bond,
                                                     Libor plus .8125%, (6.0625%), 1/1/01 . . . . . .    9,039,153
                                          714,285  Federative Republic of Brazil
                                                     New Money Bond, Floating Rate Note,
                                                     Libor plus .8125%, (6.6875%), 10/15/99 . . . . .      646,428
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       11
<PAGE>

<TABLE>
SCUDDER EMERGING MARKETS INCOME FUND
- ------------------------------------------------------------------------------------------------------------------

<CAPTION>
                  % of                  Principal                                                        Market
                Portfolio               Amount (c)                                                      Value ($)
- ------------------------------------------------------------------------------------------------------------------
<S>              <C>                    <C>                                                             <C>
                                          4,000,000  Federative Republic of Brazil Floating Rate
                                                        Debt Conversion Bond, Series L,
                                                        Libor plus .875%, (6.75%), 4/15/12 . . . . .     2,465,000
                                          2,000,000  Federative Republic of Brazil Investment Bond,
                                                        6%, 9/15/13  . . . . . . . . . . . . . . . .     1,015,000
                                                                                                        ----------
                                                                                                        22,340,031
                                                                                                        ----------
BULGARIA         1.0%                     1,000,000  Republic of Bulgaria, Collateralized
                                                        Discount Bond A, Floating Rate Note,
                                                        Libor plus .8125%, (6.0625%), 7/28/24. . . .       497,500
                                          1,000,000  Republic of Bulgaria Floating Rate Note,
                                                        6.0625%, 7/28/11   . . . . . . . . . . . . .       441,250
                                                                                                        ----------
                                                                                                           938,750
                                                                                                        ----------
CHILE            1.6%               CLP  87,320,000  Citibank time deposit, 16.3%, 1/10/95 (b) . . .       210,257
                                    CLP  43,820,000  Citibank time deposit, 16.5%, 1/10/95 (b) . . .       105,514
                                    CLP 523,200,000  Citibank time deposit, 16.3%, 2/21/95 (b) . . .     1,259,812
                                                                                                        ----------
                                                                                                         1,575,583
                                                                                                        ----------
COLOMBIA         0.5%                       500,000  Banco de Colombia, 7.5%, 10/21/98 . . . . . . .       462,500
                                                                                                        ----------
COSTA RICA       0.4%                       500,000  Banco Central de Costa Rica, Principal A,
                                                        6.25%, 5/21/10 . . . . . . . . . . . . . . .       307,500
                                            200,000  Banco Central de Costa Rica, Principal B,
                                                        6.25%, 5/21/15   . . . . . . . . . . . . . .       111,000
                                                                                                        ----------
                                                                                                           418,500
                                                                                                        ----------
CZECH REPUBLIC   0.9%                       700,000  Bankers Trust Company Note, linked to
                                                        Koruna-Denominated Domestic Corporate
                                                        Bond, 14.375%, 1/27/95 . . . . . . . . . . .       832,720
                                                                                                        ----------
GUATEMALA        1.9%                     1,800,000  Asociacion Nacional del Cafe, 11%, 8/31/98  . .     1,829,250
                                                                                                        ----------
HUNGARY          2.0%                     2,500,000  National Bank of Hungary, 8.875%, 11/1/13 . . .     1,925,000
                                                                                                        ----------
INDONESIA        2.8%                       500,000  Indah Kiat Pulp and Paper Corp.,
                                                        8.875%, 11/1/00  . . . . . . . . . . . . . .       425,000
                                          1,000,000  SE Banken Indonesia Medium Term Note,
                                                        linked to Indonesian Rupiah, 14%, 10/16/95 .       997,000
                                          1,250,000  Tjiwi Kimia International Finance Co. BV,
                                                        13.25%, 8/1/01   . . . . . . . . . . . . . .     1,287,500
                                                                                                        ----------
                                                                                                         2,709,500
                                                                                                        ----------
IVORY COAST      0.8%               FRF  20,000,000  Republic of the Ivory Coast Loan
                                                        Participation Note* (d)  . . . . . . . . . .       747,645
                                                                                                        ----------
JAMAICA          1.1%                     1,500,000  Government of Jamaica Refinancing
                                                        Agreement, Tranche B, Libor plus .8125%,
                                                        (5.688%), 11/15/04 (d) . . . . . . . . . . .     1,035,000
                                                                                                        ----------
MEXICO           3.5%                     3,000,000  Banco Nacional de Comercio Exterior SNC,
                                                        7.25%, 2/2/04  . . . . . . . . . . . . . . .     2,439,420
                                    MXN   3,554,488  Nacional Financiera Pagares Note, 1/24/95 . . .       995,680
                                                                                                        ----------
                                                                                                         3,435,100
                                                                                                        ----------
</TABLE>

        The accompanying notes are an integral part of the financial statements.

                                       12
<PAGE>

<TABLE>
                                                                                              INVESTMENT PORTFOLIO
- ------------------------------------------------------------------------------------------------------------------

<CAPTION>
                  % of                  Principal                                                        Market
                Portfolio               Amount (c)                                                      Value ($)
- ------------------------------------------------------------------------------------------------------------------
<S>              <C>                    <C>                                                             <C>
MOROCCO          6.5%                   9,000,000  Kingdom of Morocco Tranche A
                                                     Restructuring and Consolidation Agreement,
                                                     Libor plus .8125 (5.81375%), 1/1/09 (d). . .        6,333,750
                                                                                                        ----------
PANAMA           4.4%                   5,250,000  Republic of Panama Floating Rate Bond,
                                                     Libor plus 1%, (5.9375%), 5/10/02  . . . . .        4,265,625
                                                                                                        ----------
POLAND           1.1%                   1,500,000  Republic of Poland Collateralized
                                                     Discount Bond, 6.8125%, 12/29/29 . . . . . .        1,110,000
                                                                                                        ----------
TURKEY           0.9%                   1,000,000  Republic of Turkey, 9%, 6/15/99  . . . . . . .          870,000
                                                                                                        ----------
UNITED STATES    3.3%                     500,000  Alatief Freeport Financial Corp.,
                                                     9.75%, 4/15/01 . . . . . . . . . . . . . . .          485,000
                                          500,000  Beazer Homes USA, 9%, 3/1/04   . . . . . . . .          425,000
                                          500,000  Comcast Corp., 9.5%, 1/15/08   . . . . . . . .          455,625
                                          500,000  Payless Cashways Inc., 9.125%, 4/15/03 . . . .          463,125
                                          500,000  Penn Traffic Co., 9.625%, 4/15/05  . . . . . .          445,000
                                          500,000  Seagull Energy Corp., 8.625%, 8/1/05 . . . . .          452,500
                                          500,000  Westpoint Stevens Inc., 9.375%, 12/15/05 . . .          450,000
                                                                                                        ----------
                                                                                                         3,176,250
                                                                                                        ----------
VENEZUELA        4.0%                   4,500,000  Republic of Venezuela Floating Rate Debt
                                                     Conversion Bond, Series DL, Libor
                                                     plus .875%, (5.75%), 12/18/07  . . . . . . .        2,188,125
                                        2,500,000  Republic of Venezuela Front Loaded Interest
                                                     Reduction Bond, Series A, 7%, 3/31/07. . . .        1,240,625
                                        1,000,000  Republic of Venezuela Front Loaded Interest
                                                     Reduction Bond, Series B, 7%, 3/31/07. . . .          496,250
                                                                                                        ----------
                                                                                                         3,925,000
                                                                                                        ----------
                                                   TOTAL DEBT OBLIGATIONS (Cost $79,835,168)  . .       78,456,919
                                                                                                        ----------
                 2.6%                   CONVERTIBLE BONDS
                                        --------------------------------------------------------------------------
INDIA            0.9%                     950,000  Industrial Credit & Investment Corp. of
                                                     India, Ltd., 2.5%, 4/3/00  . . . . . . . . .          812,250
                                                                                                        ----------
MEXICO           0.7%                     675,000  Empresa ICA Sociedad Controladora S.A.,
                                                     5%, 3/15/04  . . . . . . . . . . . . . . . .          688,500
                                                                                                        ----------
PERU             1.0%                   1,000,000  Tele 2000 SA, 9.75%, 4/14/97   . . . . . . . .          965,000
                                                                                                        ----------
                                                   TOTAL CONVERTIBLE BONDS (Cost $2,527,035)  . .        2,465,750
                                                                                                        ----------
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       13
<PAGE>

<TABLE>
SCUDDER EMERGING MARKETS INCOME FUND
- ---------------------------------------------------------------------------------------------------------------
<CAPTION>

                     % of                                                                             Market
                  Portfolio             Shares                                                       Value ($)
- ---------------------------------------------------------------------------------------------------------------
<S>             <C>                     <C>                                                          <C>
                0.1%                    PREFERRED STOCKS
                                        -----------------------------------------------------------------------
ARGENTINA                               13,400   Nortel Inversora "A" (ADR)
                                                   (Telecommunication services) (Cost $129,980) . .     119,930
                                                                                                     ----------
- ---------------------------------------------------------------------------------------------------------------
                                                 TOTAL INVESTMENT PORTFOLIO -- 100.0%
                                                   (Cost $98,382,183) (a)   . . . . . . . . . . . .  96,932,599
                                                                                                     ==========
<FN>
                  *     Nonincome producing security.

                (a)     The cost for federal income tax purposes was $99,469,852. At October 31, 1994, net 
                        unrealized depreciation for all securities based on tax cost was $2,537,253. This 
                        consisted of aggregate gross unrealized appreciation for all securities in which 
                        there was an excess of market value over tax cost of $1,182,352 and aggregate 
                        gross unrealized depreciation for all securities in which there was an excess of 
                        tax cost over market value of $3,719,605.

                (b)     Securities valued in good faith by the Valuation Committee of the Board of 
                        Directors. The cost of these securities was $1,500,000 (Note A).

                (c)     Principal amount is stated in U.S. dollars unless otherwise noted.

                (d)     These securities represent loan participations which are arranged through private
                        negotiations between the Fund and a lender. Due to the nature of these securities 
                        they typically have a longer settlement period than standard security transactions. 
                        During the period between purchase and settlement, no payment is made by the Fund to
                        the lender and no applicable interest accrues to the Fund.
</FN>
</TABLE>


<TABLE>
        Transactions in written call options on currencies during the year ended October 31, 1994 were:
<CAPTION>
                                                      PRINCIPAL          PRINCIPAL          PREMIUMS
                                                      AMOUNT Y.         AMOUNT ($)        RECEIVED ($)
                                                     ---------------------------------------------------
                         <S>                         <C>                 <C>                <C>  
                         Outstanding at
                             December 31, 1993 ...            --                 --               --
                             Contracts written ...    50,000,000         15,000,000          338,175
                             Contracts closed  ...   (50,000,000)        (7,500,000)        (180,675)
                             Contracts exercised..            --         (7,500,000)        (157,500)
                                                     ---------------------------------------------------
                         Outstanding at
                             October 31, 1994  ...            --                 --               --
                                                     ===========         ==========         ========
</TABLE>

<TABLE>
                                                  CURRENCY ABBREVIATIONS
                                               --------------------------
                                               <S>       <C>
                                               ARP       Argentinean Peso
                                               CLP       Chilean Peso
                                               FRF       French Franc
                                               MXN       Mexican Peso
</TABLE>                                       
        The accompanying notes are an integral part of the financial statements.

                                       14
<PAGE>

<TABLE>
                                                                       FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------------------

                                STATEMENT OF ASSETS AND LIABILITIES

<CAPTION>
OCTOBER 31, 1994
- --------------------------------------------------------------------------------------------
<S>                                                                  <C>        <C>
ASSETS
Investments, at market (identified cost $98,382,183) (Note A) . .               $ 96,932,599
Cash  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                        228
Receivables:
 Investments sold   . . . . . . . . . . . . . . . . . . . . . . .                  4,577,927
 Loan participations sold   . . . . . . . . . . . . . . . . . . .                  1,940,625
 Interest   . . . . . . . . . . . . . . . . . . . . . . . . . . .                  1,771,866
 Fund shares sold   . . . . . . . . . . . . . . . . . . . . . . .                    448,064
Deferred organization expenses (Note A)   . . . . . . . . . . . .                     63,927
                                                                                ------------
  Total assets  . . . . . . . . . . . . . . . . . . . . . . . . .                105,735,236
LIABILITIES
Payables:
 Investments purchased  . . . . . . . . . . . . . . . . . . . . .    $3,247,558
 Loan participations purchased  . . . . . . . . . . . . . . . . .     7,265,402
 Fund shares redeemed   . . . . . . . . . . . . . . . . . . . . .       193,871
 Accrued management fee (Note C)  . . . . . . . . . . . . . . . .       130,294
 Other accrued expenses (Note C)  . . . . . . . . . . . . . . . .       146,165
                                                                     ----------
  Total liabilities   . . . . . . . . . . . . . . . . . . . . . .                 10,983,290
                                                                                ------------
 Net assets, at market value  . . . . . . . . . . . . . . . . . .               $ 94,751,946
                                                                                ============
NET ASSETS
Net assets consist of:
 Undistributed net investment income    . . . . . . . . . . . . .               $    743,590
 Unrealized depreciation on:
  Investments   . . . . . . . . . . . . . . . . . . . . . . . . .                 (1,449,584)
  Foreign currency related transactions   . . . . . . . . . . . .                    (23,577)
 Accumulated net realized loss  . . . . . . . . . . . . . . . . .                 (2,698,606)
 Capital stock  . . . . . . . . . . . . . . . . . . . . . . . . .                     85,778
 Additional paid-in capital   . . . . . . . . . . . . . . . . . .                 98,094,345
                                                                                ------------
Net assets, at market value . . . . . . . . . . . . . . . . . . .               $ 94,751,946
                                                                                ============
NET ASSET VALUE, offering and redemption price per share
 ($94,751,946 -:- 8,577,789 shares of capital stock
 outstanding, $.01 par value, 100,000,000 shares authorized). . .                     $11.05
                                                                                      ======
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       15
<PAGE>

<TABLE>
SCUDDER EMERGING MARKETS INCOME FUND
- -----------------------------------------------------------------------------------------

                            STATEMENT OF OPERATIONS

FOR THE PERIOD DECEMBER 31, 1993 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1994
- -----------------------------------------------------------------------------------------
<S>                                                            <C>            <C>
INVESTMENT INCOME
Dividends . . . . . . . . . . . . . . . . . . . . . . . . . .                 $    11,993
Interest (net of withholding taxes of $1,697) . . . . . . . .                   5,307,471
                                                                              -----------
                                                                                5,319,464
Expenses:
Management fee (Note C) . . . . . . . . . . . . . . . . . . .  $   130,294
Services to shareholders  (Note C)  . . . . . . . . . . . . .      234,972
Directors' fees and expenses (Note C) . . . . . . . . . . . .       40,174
Custodian fees  . . . . . . . . . . . . . . . . . . . . . . .      134,113
Reports to shareholders . . . . . . . . . . . . . . . . . . .       61,501
Auditing  . . . . . . . . . . . . . . . . . . . . . . . . . .       40,600
Legal . . . . . . . . . . . . . . . . . . . . . . . . . . . .       16,301
State registration fees . . . . . . . . . . . . . . . . . . .       40,392
Federal registration fees . . . . . . . . . . . . . . . . . .       31,687
Amortization of organization expenses (Note A)  . . . . . . .       12,669
                                                                     5,355        748,058
                                                               -------------------------- 
OTHER . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . .                   4,571,406
                                                                              -----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT
  TRANSACTIONS
Net realized gain (loss) from:
  Investments . . . . . . . . . . . . . . . . . . . . . . . .  $(2,861,595)
  Options . . . . . . . . . . . . . . . . . . . . . . . . . .       61,825
  Foreign currency related transactions . . . . . . . . . . .       15,645     (2,784,125)
                                                               -----------            
Net unrealized depreciation during the period on:
  Investments . . . . . . . . . . . . . . . . . . . . . . . .   (1,449,584)
  Foreign currency related transactions . . . . . . . . . . .      (23,577)    (1,473,161)
                                                               --------------------------
Net loss on investment transactions . . . . . . . . . . . . .                  (4,257,286) 
                                                                              -----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  . . . .                 $   314,120
                                                                              ===========
</TABLE>

       The accompanying notes are an integral part of the financial statements.

                                       16
<PAGE>

<TABLE>
                                                                  FINANCIAL STATEMENTS
- ---------------------------------------------------------------------------------------

                        STATEMENT OF CHANGES IN NET ASSETS

<CAPTION>
                                                                       FOR THE PERIOD
                                                                     DECEMBER 31, 1993
                                                                      (COMMENCEMENT OF
                                                                       OPERATIONS) TO
INCREASE (DECREASE) IN NET ASSETS                                     OCTOBER 31, 1994
- ---------------------------------------------------------------------------------------
<S>                                                                     <C>
Operations:
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .   $  4,571,406
Net realized loss from investment transactions. . . . . . . . . . . .     (2,784,125)
Net unrealized depreciation of investment 
 transactions during the period . . . . . . . . . . . . . . . . . . .     (1,473,161)
                                                                        ------------ 
Net increase in net assets resulting from operations. . . . . . . . .        314,120
                                                                        ------------ 
Distributions from net investment income ($.51 per share) . . . . . .     (3,742,297)
                                                                        ------------ 
Fund share transactions:
Proceeds from shares sold . . . . . . . . . . . . . . . . . . . . . .    126,227,847
Net asset value of shares issued to 
 shareholders in reinvestment of distributions. . . . . . . . . . . .      3,183,825
Cost of shares redeemed . . . . . . . . . . . . . . . . . . . . . . .    (31,232,749)
                                                                        ------------ 
Net increase in net assets from Fund share transactions . . . . . . .     98,178,923
                                                                        ------------ 
INCREASE IN NET ASSETS. . . . . . . . . . . . . . . . . . . . . . . .     94,750,746
Net assets at beginning of period . . . . . . . . . . . . . . . . . .          1,200
                                                                        ------------ 
NET ASSETS AT END OF PERIOD (including undistributed net investment
 income of $743,590). . . . . . . . . . . . . . . . . . . . . . . . .   $ 94,751,946
                                                                        ============
OTHER INFORMATION
INCREASE (DECREASE) IN FUND SHARES
Shares outstanding at beginning of period . . . . . . . . . . . . . .            100
                                                                        ------------ 
Shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     11,083,394
Shares issued to shareholders in reinvestment of distributions. . . .        294,323
Shares redeemed . . . . . . . . . . . . . . . . . . . . . . . . . . .     (2,800,028)
                                                                        ------------ 
Net increase in Fund shares . . . . . . . . . . . . . . . . . . . . .      8,577,689
                                                                        ------------ 
Shares outstanding at end of period . . . . . . . . . . . . . . . . .      8,577,789
                                                                        ============
</TABLE>
        The accompanying notes are an integral part of the financial statements.

                                       17
<PAGE>

<TABLE>
SCUDDER EMERGING MARKETS INCOME FUND
FINANCIAL HIGHLIGHTS
- ------------------------------------------------------------------------------------------------------
THE FOLLOWING TABLE INCLUDES SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD AND OTHER 
PERFORMANCE INFORMATION DERIVED FROM THE FINANCIAL STATEMENTS.  

<CAPTION>
                                                                                          For the Period 
                                                                                         December 31, 1993 
                                                                                           (commencement 
                                                                                         of operations) to
                                                                                          October 31, 1994
                                                                                         -----------------
<S>                                                                                            <C>
Net asset value, beginning of period  . . . . . . . . . . . . . . . . . . . . . . . . .        $12.00
                                                                                               ------
Income from investment operations:
 Net investment income (a)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          0.60
 Net realized and unrealized loss on investment  transactions   . . . . . . . . . . . .         (1.04)
                                                                                               ------
Total from investment operations  . . . . . . . . . . . . . . . . . . . . . . . . . . .          (.44)
                                                                                               ------
Less distributions from net investment income . . . . . . . . . . . . . . . . . . . . .          (.51)
                                                                                               ------
Net asset value, end of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . .        $11.05
                                                                                               ======
TOTAL RETURN (%) (B)  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         (3.54)**
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period ($ millions)  . . . . . . . . . . . . . . . . . . . . . . . .            95
Ratio of operating expenses, net to average daily net assets (%) (a)  . . . . . . . . .          1.50*
Ratio of net investment income to average daily net assets (%)  . . . . . . . . . . . .          9.17*
Portfolio turnover rate (%) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         180.6*
<FN>
(a) Reflects a per share amount of management fee not imposed by the Adviser  . . . . .        $  .05 
    Operating expense ratio including management fee not imposed (%)  . . . . . . . . .          2.23*
(b) Total return is higher due to maintenance of the Fund's expenses.

  * Annualized
 ** Not annualized
</FN>
</TABLE>

                                       18
<PAGE>

                                                   NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

A. SIGNIFICANT ACCOUNTING POLICIES
- --------------------------------------------------------------------------------
Scudder Emerging Markets Income Fund (the "Fund") is a non-diversified series
of Scudder Global Fund, Inc., a Maryland corporation registered under the
Investment Company Act of 1940, as amended, as an open-end management
investment company. The policies described below are followed consistently by
the Fund in the preparation of its financial statements in conformity with
generally accepted accounting principles.

SECURITY VALUATION. Portfolio debt securities with remaining maturities greater
than sixty days are valued by pricing agents approved by the Officers of the
Fund, which quotations 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 having a maturity of sixty days or less
are valued at amortized cost.  

Securities for which market quotations are not available are valued as
determined in good faith by or under the direction of the Board of Directors
of the Fund. Securities valued in good faith by the Valuation Committee of the
Board of Directors at fair value amounted to $1,575,583 (1.7% of net assets) and
have been noted in the investment portfolio as of October 31, 1994.

OPTIONS. The Fund may write (sell) exchange-listed and over-the-counter call
and put options on securities, currencies and other financial instruments. When
the Fund writes a call, it gives the purchaser of the call option the right to
buy the underlying security or currency at the price specified in the option
(the "exercise price") at any time during the option period, generally ranging
up to nine months. When the Fund writes a put option, it gives the purchaser of
the put option the right to sell the underlying security or currency to the
Fund at 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 income, in the form of a capital gain, to the extent of the amount
received for the option (the "premium"). If the option is exercised, a decision
over which the Fund has no control, the Fund must sell the underlying security
or currency to the option holder or purchase the underlying security or
currency from the option holder at the exercise price.

                                       19
<PAGE>

SCUDDER EMERGING MARKETS INCOME FUND
- --------------------------------------------------------------------------------
Certain options, including options on indices will require cash settlement by
the Fund if the option is exercised. By writing a call option, the Fund
foregoes, 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 or currency above the exercise price. By
writing a put option, the Fund, in exchange for the net premium received,
accepts the risk of a decline in the market value of the underlying security or
currency below the exercise price.

The liability representing the Fund's obligation under an exchange traded
written options are valued at the last sale price or, in the absence of a sale,
the mean between the closing bid and asked quotations or at the most recent
asked quotation if no bid and asked quotations are available. Over the counter
written options are valued at the most recent asked quotation.  

In addition, the Fund may purchase, singly and in combination, call and put
options on securities, currencies and other financial instruments. Exchange
traded purchased options are valued at the last sales price or, in the absence
of a sale, the mean between the closing bid and asked quotations or at the most
recent bid quotation if no bid and asked quotations are available.
Over-the-counter purchased options are valued at the most recent bid quotation.

FOREIGN CURRENCY TRANSLATIONS. The books and records of the Fund are maintained
in U.S. dollars. Foreign currency transactions 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, interest income   and
        certain expenses at the rates of exchange prevailing on the respective
        dates of such transactions.

The Fund does 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.

                                       20
<PAGE>

                                                   NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

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.

WHEN-ISSUED AND FORWARD DELIVERY SECURITIES. The Fund may purchase securities
on a when-issued or forward delivery basis, for payment and delivery at a later
date. The price of such securities, which may be expressed in yield terms, is
fixed at the time the commitment to purchase is made, but delivery and payment
take place at a later time. At the time the Fund makes the commitment to
purchase a security on a when-issued basis or forward delivery basis, it will
record the transaction and reflect the value of the security in determining its
net asset value. During the period between purchase and settlement, no payment
is made by the Fund to the issuer and no interest accrues to the Fund. At the
time of settlement, the market value of the security may be more or less than
the purchase price. The Fund will establish a segregated account in which it
will maintain cash and/or liquid debt securities equal in value to commitments
for when-issued or forward delivery securities.

FEDERAL INCOME TAXES. The Fund's policy is to comply with the requirements of
the Internal Revenue Code which are applicable to regulated investment
companies, and to distribute all of its taxable income to its shareholders.
Accordingly, the Fund paid no federal income taxes, and no federal income tax
provision was required.

At October 31, 1994, the Fund had a net tax basis capital loss carryforward of
approximately $1,611,000, which may be applied against any net realized capital
gains of each succeeding year until fully utilized or until October 31, 2002.

DISTRIBUTION OF INCOME AND GAINS. Distributions of net investment income are
made quarterly. During any particular year, net realized gains from investment
transactions, in excess of available capital loss carryforwards, would be
taxable to the Fund if not distributed and, therefore, will be distributed to
shareholders. An additional distribution may be made to the extent necessary to
avoid the payment of a four percent federal excise tax.

                                       21
<PAGE>

SCUDDER EMERGING MARKETS INCOME FUND
- --------------------------------------------------------------------------------

The timing and characterization of certain income and capital gains
distributions are determined annually in accordance with federal tax
regulations which may differ from generally accepted accounting principles.
These differences relate primarily to foreign denominated investments and
certain securities sold at a loss. As a result, net investment income (loss)
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 capital
accounts without impacting the net asset value of the Fund.

The Fund uses the specific identified cost method for determining realized gain
or loss on investments for both financial and federal income tax reporting
purposes.

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

OTHER. Investment security transactions are accounted for on a trade date
basis. Distributions to shareholders are recorded on the ex-dividend date.
Interest income is recorded on the accrual basis. All discounts are
amortized/accreted for both tax and financial reporting purposes.

B. PURCHASES AND SALES OF SECURITIES
- --------------------------------------------------------------------------------
For the period December 31, 1993 (commencement of operations) to October 31,
1994, purchases and sales of investment securities (excluding short-term
investments) aggregated $162,818,575 and $76,999,381, respectively.

                                       22
<PAGE>

                                                   NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

C. RELATED PARTIES
- --------------------------------------------------------------------------------
Under the Investment Management Agreement (the "Agreement") with Scudder,
Stevens & Clark, Inc. (the "Adviser"), the Adviser directs the investments of
the Fund in accordance with its investment objectives, policies, and
restrictions. The Adviser determines the securities, instruments, and other
contracts relating to investments to be purchased, sold or entered into by the
Fund. In addition to portfolio management services, the Adviser provides
certain administrative services in accordance with the Agreement. The
management fee payable under the Agreement is equal to an annual rate of 1.00%
of the Fund's average daily nets assets, computed and accrued daily and payable
monthly. The Agreement also provides that if the Fund's expenses exceed
specified limits, such excess, up to the amount of the management fee, will be
paid by the Adviser. In addition, the Adviser agreed not to impose all or a
portion of its management fee until February 28, 1995, and during such period
to maintain the annualized expenses of the Fund at not more than 1.50% of
average daily net assets. For the period December 31, 1993 (commencement of
operations) to October 31, 1994, the Adviser did not impose a portion of its
fee amounting to $364,316, and the portion imposed amounted to $130,294.

Scudder Service Corporation ("SSC"), a wholly-owned subsidiary of the Adviser,
is the transfer, dividend paying and shareholder service agent for the Fund.
For the period December 31, 1993 (commencement of operations) to October 31,
1994, the amount charged by SSC aggregated $188,557, of which $21,986 is unpaid
at October 31, 1994.

The Fund pays each Director not affiliated with the Adviser $4,000 annually,
plus specified amounts for attended board and committee meetings. For the
period December 31, 1993 (commencement of operations) to October 31, 1994,
Directors' fees aggregated $40,174.

D. INVESTING IN EMERGING MARKETS
- --------------------------------------------------------------------------------
Investing in emerging markets may involve special risks and considerations not
typically associated with investing in the United States. These risks include
revaluation of currencies and future adverse political and economic
developments. Moreover, securities issued in these markets may be less liquid
and their prices more volatile than those of comparable securities in the
United States.

                                       23
<PAGE>

SCUDDER EMERGING MARKETS INCOME FUND
REPORT OF INDEPENDENT ACCOUNTANTS
- --------------------------------------------------------------------------------

TO THE BOARD OF DIRECTORS OF SCUDDER GLOBAL FUND, INC. AND TO THE
SHAREHOLDERS OF SCUDDER EMERGING MARKETS INCOME FUND:

We have audited the accompanying statement of assets and liabilities of Scudder
Emerging Markets Income Fund, including the investment portfolio, as of October
31, 1994, and the related statement of operations, statement of changes in net
assets and the financial highlights for the period December 31, 1993
(commencement of operations) to October 31, 1994. These financial statements
and financial highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
October 31, 1994 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Scudder Emerging Markets Income Fund as of October 31, 1994, the results of its
operations, the changes in its net assets and the financial highlights for the
period December 31, 1993 (commencement of operations) to October 31, 1994 in
conformity with generally accepted accounting principles.

Boston, Massachusetts                   COOPERS & LYBRAND L.L.P.
December 12, 1994

                                       24
<PAGE>

OFFICERS AND DIRECTORS
- --------------------------------------------------------------------------------

Edmond D. Villani*
     Chairman of the Board and Director

Nicholas Bratt*
     President

Paul Bancroft III
     Director

Thomas J. Devine
     Director

William H. Gleysteen, Jr.
     Director

William H. Luers
     Director

Daniel Pierce*
     Director and Vice President

Robert G. Stone, Jr.
     Director

Robert W. Lear
     Honorary Director; Executive-in-Residence, Columbia Graduate School of
     Business

Jerard K. Hartman*
     Vice President

Thomas W. Joseph*
     Vice President

David S. Lee*
     Vice President and Assistant Treasurer

Douglas M. Loudon*
     Vice President

Thomas F. McDonough*
     Vice President and Secretary

Pamela A. McGrath*
     Vice President and Treasurer

Gerald J. Moran*
     Vice President

Edward J. O'Connell*
     Vice President and Assistant Treasurer

Juris Padegs*
     Vice President and Assistant Secretary

Kathryn L. Quirk*
     Vice President and Assistant Secretary

Cornelia Small*
     Vice President

Lawrence Teitelbaum*
     Vice President

Coleen Downs Dinneen*
     Assistant Secretary

*Scudder, Stevens & Clark, Inc.

                                       25
<PAGE>

INVESTMENT PRODUCTS AND SERVICES
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
The Scudder Family of Funds
- --------------------------------------------------------------------------------------------------------------------
<S>                                                              <C>
Money market                                                     Income                                       
     Scudder Cash Investment Trust                                    Scudder Emerging Markets Income Fund    
     Scudder U.S. Treasury Money Fund                                 Scudder GNMA Fund                       
Tax free money market+                                                Scudder Income Fund                     
     Scudder Tax Free Money Fund                                      Scudder International Bond Fund         
     Scudder California Tax Free Money Fund*                          Scudder Short Term Bond Fund            
     Scudder New York Tax Free Money Fund*                            Scudder Short Term Global Income Fund   
Tax free+                                                             Scudder Zero Coupon 2000 Fund           
     Scudder California Tax Free Fund*                           Growth                                       
     Scudder High Yield Tax Free Fund                                 Scudder Capital Growth Fund             
     Scudder Limited Term Tax Free Fund                               Scudder Development Fund                
     Scudder Managed Municipal Bonds                                  Scudder Global Fund                     
     Scudder Massachusetts Limited Term Tax Free Fund*                Scudder Global Small Company Fund       
     Scudder Massachusetts Tax Free Fund*                             Scudder Gold Fund                       
     Scudder Medium Term Tax Free Fund                                Scudder Greater Europe Growth Fund      
     Scudder New York Tax Free Fund*                                  Scudder International Fund              
     Scudder Ohio Tax Free Fund*                                      Scudder Latin America Fund              
     Scudder Pennsylvania Tax Free Fund*                              Scudder Pacific Opportunities Fund      
Growth and Income                                                     Scudder Quality Growth Fund             
     Scudder Balanced Fund                                            Scudder Value Fund                      
     Scudder Growth and Income Fund                                   The Japan Fund                          

Retirement Plans and Tax-Advantaged Investments
- --------------------------------------------------------------------------------------------------------------------
     IRAs                                                             403(b) Plans                      
     Keogh Plans                                                      SEP-IRAs                          
     Scudder Horizon Plan+++* (a variable annuity)                    Profit Sharing and Money Purchase 
     401(k) Plans                                                          Pension Plans                

Closed-end Funds#
- --------------------------------------------------------------------------------------------------------------------
     The Argentina Fund, Inc.                                         The Latin America Dollar Income Fund, Inc.    
     The Brazil Fund, Inc.                                            Montgomery Street Income Securities, Inc.     
     The First Iberian Fund, Inc.                                     Scudder New Asia Fund, Inc.                   
     The Korea Fund, Inc.                                             Scudder New Europe Fund, Inc.                 
                                                                      Scudder World Income                          
                                                                           Opportunities Fund, Inc.                 

Institutional Cash Management
- --------------------------------------------------------------------------------------------------------------------
     Scudder Institutional Fund, Inc.
     Scudder Fund, Inc.
     Scudder Treasurers Trust(tm)++

For complete information on any of the above Scudder funds,  including  management fees and expenses,  call or write
for a free prospectus. Read it carefully before you invest or send money. +A portion of the income from the tax-free
funds may be subject to federal,  state and local taxes. *Not available in all states. +++A no-load variable annuity
contract  provided by Charter  National Life  Insurance  Company and its affiliate,  offered by Scudder's  insurance
agencies,  1-800-225-2470.  #These funds,  advised by Scudder,  Stevens & Clark,  Inc.,  are traded on various stock
exchanges. ++For information on Scudder Treasurers Trust(tm), an institutional cash management service that utilizes
certain portfolios of Scudder Fund, Inc. ($100,000 minimum), call: 1-800-541-7703.
</TABLE>

                                       26
<PAGE>

HOW TO CONTACT SCUDDER
- --------------------------------------------------------------------------------

Account Service and Information
- --------------------------------------------------------------------------------
     For existing account service and transactions
     
          SCUDDER SERVICE CORPORATION
          1-800-225-5163
     
     For account updates, prices, yields, exchanges and redemptions
     
          SCUDDER AUTOMATED INFORMATION LINE (SAIL)
          1-800-343-2890
     
Investment Information
- --------------------------------------------------------------------------------
     To receive information about the Scudder funds, for additional
     applications and prospectuses, or for investment questions
     
          SCUDDER INVESTOR INFORMATION
          1-800-225-2470
     
     For establishing Keogh, 401(k) and 403(b) plans
     
          SCUDDER GROUP RETIREMENT SERVICES
          1-800-323-6105
     
Please address all correspondence to
- --------------------------------------------------------------------------------
          THE SCUDDER FUNDS
          P.O. BOX 2291
          BOSTON, MASSACHUSETTS
          02107-2291
     
Or stop by a Scudder Funds Center
- --------------------------------------------------------------------------------
     Many shareholders enjoy the personal, one-on-one service of the
     Scudder Funds Centers. Check for a Funds Center near you--they can be
     found in the following cities:
     
          Boca Raton
          Boston
          Chicago
          Cincinnati
          Los Angeles
          New York
          Portland, OR
          San Diego
          San Francisco
          Scottsdale
- --------------------------------------------------------------------------------
For information on Scudder Treasurers Trust(tm), an institutional cash
management service for corporations, non-profit organizations and trusts
which utilizes certain portfolios of Scudder Fund, Inc.* ($100,000
minimum), call: 1-800-541-7703.

For information on Scudder Institutional Funds,* funds designed to meet the
broad investment management and service needs of banks and other
institutions, call: 1-800-854-8525.
- --------------------------------------------------------------------------------
     Scudder Investor Information and Scudder Funds Centers are services
     provided through Scudder Investor Services, Inc., Distributor.

*    Contact Scudder Investor Services, Inc., Distributor, to receive a
     prospectus with more complete information, including management fees
     and expenses. Please read it carefully before you invest or send
     money.

                                       27
<PAGE>

Celebrating 75 Years of Serving Investors
- --------------------------------------------------------------------------------

     This year marks the 75th anniversary of the founding of Scudder,
Stevens & Clark, Inc., investment adviser for the Scudder Funds.
Established in 1919 by Theodore Scudder, Sidney Stevens, and F. Haven
Clark, Scudder was the first independent investment counsel firm in the
United States. Since its birth, Scudder's pioneering spirit and commitment
to professional long-term investment management have helped shape the
investment industry. In 1928, we introduced the nation's first no-load
mutual fund. Today we offer 36 pure no load(tm) funds, including the first
international mutual fund offered to U.S. investors.

     Over the years, Scudder's global investment perspective and dedication
to research and fundamental investment disciplines have helped Scudder
become one of the largest and most respected investment managers in the
world. Though times have changed since our beginnings, we remain committed
to our longstanding principles: managing money with integrity and
distinction, keeping the interests of our clients first; providing access
to investments and markets that may not be easily available to individuals;
and making investing as simple and convenient as possible through friendly,
comprehensive service.


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